N-CSR 1 specializedfunds_final.htm VANGUARD SPECIALIZED FUNDS specializedfunds_final.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-3916

Name of Registrant: Vanguard Specialized Funds

Address of Registrant:
P.O. Box 2600
Valley Forge, PA 19482

Name and address of agent for service:
Heidi Stam, Esquire
P.O. Box 876
Valley Forge, PA 19482

Registrant’s telephone number, including area code: (610) 669-1000

Date of fiscal year end: January 31

Date of reporting period: February 1, 2010 – January 31, 2011

Item 1: Reports to Shareholders


 

 

Vanguard Energy Fund 
Annual Report 
January 31, 2011 

 



 

> Helped by rising energy prices, Vanguard Energy Fund returned about 27% for the fiscal year ended January 31, 2011.

> The Energy Fund’s return slightly lagged that of its benchmark index but was ahead of the average return of peer-group funds that invest in energy and other natural resources.

> Oil and gas equipment and services providers posted exceptionally strong results, while giant integrated oil and gas companies were responsible for nearly half of the fund’s total return.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Advisors’ Report.  7 
Fund Profile.  10 
Performance Summary.  12 
Financial Statements.  14 
Your Fund’s After-Tax Returns.  28 
About Your Fund’s Expenses.  29 
Glossary.  31 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard Energy Fund   
Investor Shares  27.17% 
Admiral™ Shares  27.24 
Spliced Energy Index  28.11 
Global Natural Resources Funds Average  23.33 

Spliced Energy Index: S&P 500 Index through November 30, 2000; S&P Energy Sector Index through May 31, 2010; MSCI All Country World Energy Index thereafter.
Global Natural Resources Funds Average: Derived from data provided by Lipper Inc.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements.

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share 
  Starting  Ending  Income  Capital 
  Share Price  Share Price  Dividends  Gains 
Vanguard Energy Fund         
Investor Shares  $57.17  $69.20  $0.977  $2.149 
Admiral Shares  107.34  129.93  1.899  4.035 

 

1


 

 

Chairman’s Letter

Dear Shareholder,

Despite the huge oil spill involving British oil giant BP, energy was one of the stock market’s better-performing sectors for the fiscal year ended January 31, 2011. Vanguard Energy Fund returned about 27% for the period, trailing its benchmark index but ahead of its broader natural resources peer group.

The oil spill did hinder performance, especially during the fiscal year’s first half, but a rally in oil prices led to solid gains over the final months. Stock selection among oil and gas equipment and services providers boosted the fund’s returns. However, selection among integrated oil and gas companies didn’t measure up as well against the spliced benchmark index. Benchmark comparisons may be distorted by the fund’s change from an all-U.S. to a more global benchmark on June 1.

If you invest in the Energy Fund through a taxable account, you may wish to review information about the fund’s after-tax performance provided later in this report.

Also, please note that on October 6 Vanguard broadened the availability of our lower-cost Admiral Shares. We reduced the Admiral minimums on most of our actively managed funds, including the Energy Fund, to $50,000 from $100,000, as part of our ongoing efforts to lower the cost of investing for our clients.

2


 

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns in the year ended January 31, 2011, with much of the strength materializing in the second half of the year. Europe’s sovereign debt challenges and concerns that the economic recovery in the United States might not reach escape velocity seemed to recede from investors’ minds, displaced by strong corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start, a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about 5% for the year. As investors searched for yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising rates and a confluence of other factors weighed on prices. The expiration of the Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

Rising oil, commodity prices helped offset BP’s problems
Vanguard Energy Fund soared 20% over the final three months of the fiscal year, overcoming a rocky stretch related in large part to the BP oil disaster and the effect it had on the industry. The fund benefited from a rise in crude oil prices and from firming demand for oil and most other energy sources.

Oil and gas equipment and services providers were among the companies that received a lift from rising oil prices. Though drilling was curtailed in the Gulf of Mexico after the BP oil disaster, deepwater drilling continued unabated in other locations around the world. Standouts included Halliburton and Baker Hughes, both of which had larger weightings in the fund than in the index.

Expense Ratios
Your Fund Compared With Its Peer Group

  Investor  Admiral  Peer Group 
  Shares  Shares  Average 
Energy Fund  0.38%  0.31%  1.50% 

The fund expense ratios shown are from the prospectus dated September 30, 2010, and represent estimated costs for the current fiscal year.
For the fiscal year ended January 31, 2011, the fund’s expense ratios were 0.34% for Investor Shares and 0.28% for Admiral Shares. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Global Natural Resources Funds.

4


 

But oil wasn’t the only energy source driving returns. Favorable stock selection among other commodity-oriented companies also proved to be a tailwind for the fund. Increased demand for coal sparked coal behemoth Peabody Energy, while rising uranium prices helped Cameco Corporation, the huge uranium miner.

While commodity prices were generally higher, natural gas was an exception. The available supply of natural gas increased significantly as horizontal drilling and hydraulic fracturing (“fracking”) was used more to extract natural gas from shale formations. Demand hasn’t kept up with this increased supply. For example, EOG Resources, a horizontal driller that had a larger weighting in the fund than in the index, returned more than 18%—but was outpaced by some other companies in better-performing areas.

Of course, a review of the Energy Fund wouldn’t be complete without considering BP, which dominated the headlines over the past year. The stock remained one of the fund’s top ten holdings and ultimately shaved more than a percentage point from its return. Although BP returned about –14% for the fiscal year, it rebounded from more dramatic lows once the spill was contained.

The fund’s long-term record shines brightly against peers
The Energy Fund’s long-term numbers are impressive, whether measured against the fund’s comparative standards or against the

Total Returns
Ten Years Ended January 31, 2011

  Average 
  Annual Return 
Energy Fund Investor Shares  15.39% 
Spliced Energy Index  10.44 
Global Natural Resources Funds Average  12.72 

Spliced Energy Index: S&P 500 Index through November 30, 2000; S&P Energy Sector Index through May 31, 2010; MSCI All Country World Energy Index thereafter.
Global Natural Resources Funds Average: Derived from data provided by Lipper Inc.

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

broad U.S. stock market. Over the last decade, the fund’s Investor Shares had an average annual return of 15.39%, handily surpassing both its benchmark index and its peer group. The broad U.S. stock market (as measured by the Dow Jones Total Stock Market Index), which encountered two difficult bear markets during this decade, posted an average annual return of 2.47% for the ten years.

Please be aware that a notable rise in energy prices over the decade powered the fund’s ascent. Such favorable conditions won’t always be present, but the fund’s advisors, Wellington Management Company, llp, and Vanguard Quantitative Equity Group, also deserve a nod for the fund’s performance. Both firms employ disciplined, value-conscious investment strategies, but in different ways. Wellington conducts rigorous bottom-up research to find stocks it deems undervalued, while the Quantitative Equity Group relies on a computer-based approach to evaluate and rank stocks. The fund’s low costs are also a valuable advantage, allowing investors to keep more of the returns.

For more details on the advisors’ strategies and the fund’s positioning during the year, see the Advisors’ Report that follows this letter.

Sector funds can round out a well-balanced portfolio
While energy stocks finished the fiscal year with healthy gains, the course they followed was bumpy at times. With any single sector or market niche, the chance for turbulence is high. In this case, the fallout from the BP oil spill spread throughout the sector and limited returns before more positive industry developments interceded.

There’s no crystal ball to reveal where the stock market and the energy sector are headed. That’s why Vanguard encourages investors to maintain a balanced allocation of assets among stock, bond, and money market funds, diversified within each of these asset classes. Such a portfolio should be consistent with your investment objectives, risk tolerance, and time horizon.

Vanguard Energy Fund, with its low-cost exposure to a major segment of the global economy, can serve as an important element in a diversified portfolio as you strive to meet your financial goals.

As always, thank you for entrusting your assets to Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 9, 2011

6


 

Advisors’ Report

The Investor Shares of Vanguard Energy Fund returned 27.17% (Admiral Shares, 27.24%) for the fiscal year ended January 31, 2011. Your fund is managed by two advisors, a strategy that enhances the fund’s diversification by providing exposure to distinct, yet complementary, investment approaches. It’s not uncommon for different advisors to have different views about individual securities or the broader investment environment.

The advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies are presented in the table below. The advisors have also provided a discussion of the investment environment that existed during the year and of how their portfolio positioning reflects this assessment. These reports were prepared on February 16, 2011.

Wellington Management Company, LLP

Portfolio Manager:
Karl E. Bandtel, Senior Vice President

Investment environment
Global equities continued their ascent, driven by investors’ enthusiasm for additional government debt purchases by the U.S. Federal Reserve, the extension of tax cuts in the United States, strong earnings growth, and generally improving economic data. In the energy sector, a

Vanguard Energy Fund Investment Advisors

  Fund Assets Managed   
Investment Advisor  %  $ Million  Investment Strategy 
Wellington Management  94  12,845  Emphasizes long-term total-return opportunities from 
Company, LLP      the various energy subsectors: international oils, 
      foreign integrated oils and foreign producers, North 
      American producers, oil services and equipment, 
      transportation and distribution, and refining and 
      marketing. 
Vanguard Quantitative Equity  3  370  Employs a quantitative fundamental management 
Group      approach, using models that assess valuation, market 
      sentiment, earnings quality and growth, and 
      management decisions of companies relative to their 
      peers. 
Cash Investments  3  387  These short-term reserves are invested by Vanguard in 
      equity index products to simulate investments in stock. 
      Each advisor may also maintain a modest cash 
      position. 

 

7


 

substantial portion of the period was dominated by the Deepwater Horizon disaster in the Gulf of Mexico.

Crude oil prices remained range-bound for much of the fiscal year as strong demand from emerging markets was tempered by large stockpiles in the developed world. Near the end of the period, rebounding manufacturing demand chipped away at inventories; this, along with concerns about possible disruptions to supply amid uncertainty in Egypt and other areas of the Middle East, sent oil prices to two-year highs. West Texas Intermediate crude oil closed the fiscal year at $92 per barrel.

The natural gas markets were weak throughout the fiscal year, with prices holding at relatively low levels, mainly because of burgeoning North American shale production. Natural gas (Henry Hub) closed the period near $4.40 per million BTUs.

Our position in Chevron, a leading integrated oil and gas company, contributed to the portfolio’s performance during the period. Chevron is well-positioned relative to its peers, given its leverage to oil and its strong recent track record of production growth and upstream profitability. The recently announced acquisition of Atlas Energy gives the firm acreage in one of the best shale plays at a reasonable cost.

During the latter part of the period, higher oil prices and expanding offshore rig fleets led energy equipment and services holdings higher, some of which we trimmed. Baker Hughes, an oilfield services company, was among the top absolute contributors to our portfolio’s performance as earnings exceeded expectations on the back of revenue improvement, cost-cutting, and gains in market share.

Our position in BP, which skidded lower in the aftermath of April’s oil spill, was an absolute detractor during the period. We added to our position during the months following the spill as the market continued to punish the stock further. While the disaster has been costly for BP, it will, in our view, ultimately prove manageable for the company.

Even though our long-term outlook is positive, we would urge some degree of caution regarding the near-term direction of commodity prices.

We have replaced some of our energy equipment and services positions with holdings more closely tied to oil production, particularly those of the integrated oil companies. We initiated a new position in INPEX, a Japan-based company engaged in the exploration and development of natural resources. The firm has a solid production outlook and potential upside from a large, undeveloped offshore liquefied natural gas project near Western Australia.

The portfolio remains focused upstream and skewed in favor of low-cost producers with compelling valuations based on our

8


 

assessment of their respective long-term resource bases. We believe many of these companies have the ability to create value absent generally rising commodity prices.

Our investment process remains steady, with an emphasis on high-quality management and long-lived resources at reasonable valuations. Maintaining a large-cap, low-turnover bias, this global portfolio continues to be diversified across energy subsectors and to focus on big integrated oil companies.

Vanguard Quantitative Equity Group

Portfolio Manager:
James D. Troyer, CFA, Principal

In a year when volatility continued to contribute to market uncertainty, global energy stocks generally finished with a strong second half after underperforming the broad global market during the first six months. North American and Asian energy stocks led the pack, while emerging market firms started the year strong but then declined, and European stocks never fully recovered from the declines associated with the BP oil spill in April.

Despite the turbulence in the energy sector over the period, our model held up well. A key characteristic of our strategy is that we do not maintain a view on the overall market for energy shares. Nor do we attempt to make calls on relative country performance. Rather, our investment process seeks to identify stocks that we believe are undervalued or whose prices have responded favorably to recent earnings announcements, relative to their peers in the sector. Our risk-control process then helps us neutralize our exposure to market-capitalization, volatility, and industry risks relative to our spliced energy benchmark. In our view, such risk exposures are not justified by the rewards available.

For the period, our most successful holdings were spread throughout the globe—including ConocoPhillips (+55%), National-Oilwell (+82%), and Cimarex Energy (+112%) in the United States; Royal Dutch Shell (+38%) in Europe; and CNOOC Limited (+60%) in Asia. Equally important was our ability to limit our exposure to underperforming stocks such as Brazil’s Petroleo Brasileiro (–9%) and U.S.-based Patterson-UTI Energy (–17%).

In addition to the negative effect seen from holdings in BP, our portfolio’s results were dampened by overweight holdings in Encana and Trican Well Service, two Canadian energy stocks that under-performed the benchmark as a whole.

Looking forward, we believe our approach to constructing a portfolio with stocks that exhibit lower valuations than peers, with similar expected growth prospects, is an attractive strategy, one that the market will reward in the long term. We thank you for your investment and look forward to the upcoming year.

9


 

Energy Fund

Fund Profile
As of January 31, 2011

Share-Class Characteristics     
  Investor    Admiral 
  Shares    Shares 
Ticker Symbol  VGENX    VGELX 
Expense Ratio1  0.38%    0.31% 
30-Day SEC Yield  1.42%    1.48% 
 
Portfolio Characteristics     
      DJ 
    MSCI  U.S. Total 
    ACWI  Market 
  Fund  Energy  Index 
Number of Stocks  122  163  3,858 
Median Market Cap $48.6B  $78.5B  $30.9B 
Price/Earnings Ratio  14.3x  16.2x  17.7x 
Price/Book Ratio  2.0x  2.0x  2.3x 
Return on Equity  23.2%  23.1%  19.0% 
Earnings Growth Rate  -2.5%  4.1%  6.0% 
Dividend Yield  1.6%  2.2%  1.7% 
Foreign Holdings  37.5%  55.2%  0.0% 
Turnover Rate  31%     
Short-Term Reserves  2.8%     

 

Volatility Measures     
    DJ 
  Spliced  U.S. Total 
  Energy  Market 
  Index  Index 
R-Squared  0.91  0.63 
Beta  1.14  1.05 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.
 
 
Ten Largest Holdings (% of total net assets) 
 
Exxon Mobil Corp.  Integrated Oil &   
  Gas  7.8% 
Occidental Petroleum  Integrated Oil &   
Corp.  Gas  4.8 
Chevron Corp.  Integrated Oil &   
  Gas  4.2 
EOG Resources Inc.  Oil & Gas   
  Exploration &   
  Production  3.5 
Royal Dutch Shell plc  Integrated Oil &   
  Gas  3.5 
BP plc  Integrated Oil &   
  Gas  3.4 
Baker Hughes Inc.  Oil & Gas   
  Equipment &   
  Services  2.9 
Total SA  Integrated Oil &   
  Gas  2.8 
Schlumberger Ltd.  Oil & Gas   
  Equipment &   
  Services  2.7 
Halliburton Co.  Oil & Gas   
  Equipment &   
  Services  2.3 
Top Ten    37.9% 
The holdings listed exclude any temporary cash investments and equity index products. 
 
1 The expense ratios shown are from the prospectus dated September 30, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratios were 0.34% for Investor Shares and 0.28% for Admiral Shares.

10


 

Energy Fund

Subindustry Diversification (% of equity exposure)   
   
    MSCI 
    ACWI 
  Fund  Energy 
Coal & Consumable Fuels  4.6%  3.2% 
Industrials  0.3  0.0 
Integrated Oil & Gas  51.8  59.1 
Materials  1.1  0.0 
Oil & Gas Drilling  1.8  2.2 
Oil & Gas Equipment &     
Services  10.8  10.1 
Oil & Gas Exploration &     
Production  25.0  19.0 
Oil & Gas Refining &     
Marketing  2.1  3.4 
Oil & Gas Storage &     
Transportation  0.4  3.0 
Utilities  0.5  0.0 
Other  1.6  0.0 

 

Market Diversification (% of equity exposure) 
 
Europe   
United Kingdom  10.5% 
France  2.9 
Italy  1.6 
Norway  1.4 
Spain  1.2 
Other  0.5 
Subtotal  18.1% 
Pacific   
Japan  1.6% 
Australia  1.0 
Subtotal  2.6% 
Emerging Markets   
Russia  2.6% 
Brazil  2.0 
China  1.9 
Other  0.8 
Subtotal  7.3% 
North America   
United States  61.7% 
Canada  10.3 
Subtotal  72.0% 

 

11


 

Energy Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: January 31, 2001, Through January 31, 2011
Initial Investment of $25,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
        Final Value 
  One  Five  Ten  of a $25,000 
  Year  Years  Years  Investment 
Energy Fund Investor Shares  27.17%  6.38%  15.39%  $104,585 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  2.47  31,898 
Spliced Energy Index  28.11  5.86  10.44  67,505 
Global Natural Resources Funds         
Average  23.33  3.63  12.72  82,802 

Spliced Energy Index: S&P 500 Index through November 30, 2000; S&P Energy Sector Index through May 31, 2010; MSCI All Country World Energy Index thereafter.
Global Natural Resources Funds Average: Derived from data provided by Lipper Inc.

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.
See Financial Highlights for dividend and capital gains information.

12


 

Energy Fund

    Average Annual Total Returns   
    Periods Ended January 31, 2011   
      Since  Final Value 
  One  Five  Inception  of a $50,000 
  Year  Years  (11/12/2001)  Investment 
Energy Fund Admiral Shares  27.24%  6.45%  17.01%  $212,764 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  4.88  77,584 
Spliced Energy Index  28.11  5.86  12.42  147,089 
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards. 

 

Fiscal-Year Total Returns (%): January 31, 2001, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Five  Ten 
  Date  Year  Years  Years 
Investor Shares  5/23/1984  13.43%  8.01%  14.17% 
Admiral Shares  11/12/2001  13.49  8.08  16.361 
1 Return since inception.

 

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.

13


 

Energy Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market 
      Value  
    Shares  ($000) 
Common Stocks (94.8%)1     
United States (57.3%)     
Electric Utilities (0.4%)     
  Exelon Corp.  1,244,200  52,891 
 
Energy Equipment & Services (10.8%)     
  Baker Hughes Inc.  5,840,650  400,143 
  Schlumberger Ltd.  4,081,964  363,254 
  Halliburton Co.  7,047,562  317,140 
*  Weatherford     
  International Ltd.  5,457,200  129,445 
  SEACOR Holdings Inc.  923,908  97,648 
  National Oilwell Varco Inc.  1,167,876  86,306 
  Noble Corp.  1,696,825  64,903 
*  Transocean Ltd.  43,208  3,454 
*  Nabors Industries Ltd.  105,000  2,562 
*  Rowan Cos. Inc.  66,900  2,293 
      1,467,148 
Exchange-Traded Fund (0.5%)   
^,2  Vanguard Energy ETF  663,000  70,729 
 
Oil, Gas & Consumable Fuels (45.6%)   
  Coal & Consumable Fuels (3.8%)   
  Consol Energy Inc.  6,158,500  306,077 
  Peabody Energy Corp.  3,019,900  191,522 
*  Cloud Peak Energy Inc.  685,400  15,607 
  Arch Coal Inc.  72,800  2,493 
 
  Integrated Oil & Gas (22.2%)   
  Exxon Mobil Corp.  13,112,019  1,057,878 
  Occidental     
  Petroleum Corp.  6,693,601  647,137 
  Chevron Corp.  6,084,535  577,605 
  ConocoPhillips  4,283,309  306,085 
  Marathon Oil Corp.  5,944,291  271,654 
  Hess Corp.  1,800,889  151,491 
  Murphy Oil Corp.  43,600  2,891 

 

      Market 
      Value  
    Shares  ($000) 
  Oil & Gas Exploration & Production (18.2%) 
  EOG Resources Inc.  4,533,636  482,334 
  Devon Energy Corp.  3,145,907  279,011 
3  Cabot Oil & Gas Corp.  6,409,231  266,816 
  Noble Energy Inc.  2,887,300  263,033 
  Anadarko Petroleum Corp. 2,507,530  193,280 
*  Denbury Resources Inc.  8,691,044  176,863 
  EQT Corp.  3,572,800  172,173 
  Chesapeake Energy Corp.  4,277,237  126,307 
*  Ultra Petroleum Corp.  2,646,036  126,295 
  Range Resources Corp.  2,004,500  99,964 
*  Newfield Exploration Co.  1,139,703  83,392 
  Apache Corp.  620,800  74,099 
  QEP Resources Inc.  1,650,918  67,093 
*  Southwestern Energy Co.  1,618,700  63,939 
  Cimarex Energy Co.  30,400  3,166 
 
  Oil & Gas Refining & Marketing (1.1%) 
  Valero Energy Corp.  6,068,442  153,896 
 
  Oil & Gas Storage & Transportation (0.3%) 
  El Paso Corp.  2,578,300  40,943 
  Spectra Energy Corp.  2,100  55 
      6,203,099 
Total United States    7,793,867 
International (37.5%)     
Australia (1.0%)     
  BHP Billiton Ltd. ADR  1,514,200  134,809 
  Caltex Australia Ltd.  136,558  1,837 
  Woodside Petroleum Ltd.  22,817  952 
      137,598 
Austria (0.5%)     
  OMV AG  1,455,123  64,492 
 
Brazil (1.9%)     
  Petroleo Brasileiro     
  SA ADR  6,863,355  252,091 

 

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Energy Fund

      Market 
      Value  
    Shares  ($000) 
  Petroleo Brasileiro     
  SA Prior Pfd.  314,504  5,111 
  Petroleo Brasileiro SA  222,022  4,002 
  Petroleo Brasileiro     
  SA ADR Type A  41,320  1,374 
      262,578 
Canada (10.0%)     
  Suncor Energy Inc.  7,428,712  308,366 
  Canadian Natural     
  Resources Ltd.     
  (New York Shares)  6,891,018  306,788 
  Cenovus Energy Inc.     
  (New York Shares)  5,232,900  181,111 
  Husky Energy Inc.  5,006,800  135,001 
  Encana Corp.     
  (New York Shares)  3,002,700  96,897 
  Cameco Corp.  1,898,700  78,739 
  Imperial Oil Ltd.  1,704,777  76,050 
*  Penn West     
  Petroleum Ltd.  2,455,421  67,500 
  Nexen Inc.  2,206,300  55,488 
  Progress Energy     
  Resources Corp.  2,352,900  32,003 
*  MEG Energy Corp.  287,117  12,777 
  Suncor Energy Inc.  124,084  5,138 
  Canadian Natural     
  Resources Ltd.  77,178  3,441 
  TransCanada Corp.  29,496  1,077 
^  Crescent Point Energy     
  Corp.  21,600  954 
  Cenovus Energy Inc.  26,539  917 
  Encana Corp.  20,539  662 
  Talisman Energy Inc.  25,273  579 
  Enbridge Inc.  9,000  522 
      1,364,010 
China (1.9%)     
  PetroChina Co. Ltd. ADR  1,701,100  236,912 
  CNOOC Ltd.  2,777,717  6,183 
  PetroChina Co. Ltd.  3,630,000  5,059 
  China Petroleum     
  & Chemical Corp.  3,534,000  3,892 
  Yanzhou Coal     
  Mining Co. Ltd.  792,000  2,305 
  China Oilfield     
  Services Ltd.  1,056,000  2,036 
      256,387 
France (2.9%)     
  Total SA ADR  6,324,500  371,691 
  Total SA  264,373  15,472 
      387,163 
Hungary (0.0%)     
*  MOL Hungarian     
  Oil and Gas plc  20,710  2,331 

 

      Market 
      Value  
    Shares  ($000) 
India (0.7%)     
  Reliance Industries Ltd.  4,662,008  94,215 
  Oil & Natural Gas     
  Corp. Ltd.  84,380  2,165 
      96,380 
Indonesia (0.0%)     
  Indo Tambangraya     
  Megah PT  106,000  543 
 
Italy (1.6%)     
  ENI SPA ADR  4,326,350  205,502 
  ENI SPA  366,464  8,675 
  Saipem SPA  68,494  3,434 
      217,611 
Japan (1.6%)     
  Inpex Corp.  31,770  207,179 
  JX Holdings Inc.  517,500  3,546 
  Idemitsu Kosan Co. Ltd.  20,200  2,121 
  Cosmo Oil Co. Ltd.  600,000  1,934 
      214,780 
Malaysia (0.0%)     
  Petronas Dagangan Bhd.  363,200  1,433 
 
Netherlands (0.0%)     
  SBM Offshore NV  97,422  2,321 
  Fugro NV  18,450  1,486 
      3,807 
Norway (1.3%)     
  Statoil ASA ADR  7,137,800  174,305 
  Seadrill Ltd.  85,508  2,810 
  Statoil ASA  44,241  1,073 
      178,188 
Poland (0.0%)     
*  Polski Koncern     
  Naftowy Orlen SA  151,875  2,521 
*  Grupa Lotos SA  86,249  1,238 
      3,759 
Russia (2.5%)     
  Gazprom OAO ADR  9,193,301  244,196 
  Rosneft Oil Co. GDR  10,521,436  90,286 
  Tatneft ADR  76,488  2,721 
  Lukoil OAO ADR  36,874  2,264 
  Surgutneftegas     
  OJSC ADR  126,700  1,407 
  Surgutneftegas     
  OJSC Prior Pfd.  1,654,136  955 
  Gazprom OAO  124,674  824 
  AK Transneft     
  OAO Prior Pfd.  587  762 
      343,415 
South Africa (0.0%)     
  Sasol Ltd.  97,623  4,711 

 

15


 

Energy Fund

    Market 
    Value  
  Shares  ($000) 
South Korea (0.1%)     
SK Innovation Co. Ltd.  18,088  3,353 
GS Holdings  35,358  2,640 
    5,993 
Spain (1.2%)     
Repsol YPF SA ADR  4,867,200  154,485 
Repsol YPF SA  142,727  4,502 
    158,987 
Thailand (0.1%)     
PTT PCL (Foreign)  264,000  2,863 
PTT Exploration     
& Production PCL     
(Foreign)  443,800  2,327 
Banpu PCL  86,700  2,060 
    7,250 
Turkey (0.0%)     
Tupras Turkiye Petrol     
Rafinerileri AS  81,875  2,122 
 
United Kingdom (10.2%)     
BP plc ADR  9,470,200  449,551 
Royal Dutch     
Shell plc ADR  6,309,200  447,890 
BG Group plc  12,109,248  272,570 
Ensco plc ADR  2,965,606  161,151 
BP plc  2,266,380  17,617 
Royal Dutch Shell plc     
Class A  325,010  11,475 
Royal Dutch Shell plc     
Class B  324,886  11,291 
* Hansen Transmissions     
International NV  6,645,381  5,957 
Royal Dutch Shell plc     
Class A (Amsterdam     
Shares)  93,391  3,296 
Petrofac Ltd.  98,374  2,471 
Tullow Oil plc  11,947  254 
    1,383,523 
Total International    5,097,061 
Total Common Stocks     
(Cost $7,409,945)    12,890,928 
Temporary Cash Investments (5.1%)1   
Money Market Fund (2.1%)     
4,5 Vanguard Market     
Liquidity Fund,     
0.207%  293,662,458  293,662 

 

    Face  Market 
    Amount  Value  
    ($000)  ($000) 
Repurchase Agreement (2.8%)     
  Deutsche Bank     
  Securities, Inc.     
  0.220%, 2/1/11     
  (Dated 1/31/11,     
  Repurchase Value     
  $377,002,000,     
  collateralized by     
  Government National     
  Mortgage Assn.     
  3.500%–6.000%,     
  1/20/26–1/15/41)  377,000  377,000 
 
U.S. Government and Agency Obligations (0.2%) 
6,7  Fannie Mae Discount     
  Notes, 0.190%, 4/25/11  5,000  4,998 
6,7  Federal Home Loan Bank     
  Discount Notes,     
  0.200%, 3/11/11  1,500  1,500 
6,7  Federal Home Loan Bank     
  Discount Notes,     
  0.260%, 3/23/11  100  100 
6,7  Freddie Mac Discount     
  Notes, 0.195%–0.240%,     
  3/14/11  3,200  3,199 
6,7  Freddie Mac Discount     
  Notes, 0.270%, 6/7/11  2,000  1,998 
6,7  Freddie Mac Discount     
  Notes, 0.200%, 6/13/11  2,000  1,998 
6,7  Freddie Mac Discount     
  Notes, 0.230%, 6/20/11  1,500  1,499 
6,7  Freddie Mac Discount     
  Notes, 0.280%, 6/21/11  7,000  6,993 
6  Freddie Mac Discount     
  Notes, 0.250%, 6/22/11  400  400 
      22,685 
Total Temporary Cash Investments   
(Cost $693,347)    693,347 
Total Investments (99.9%)     
(Cost $8,103,292)    13,584,275 
Other Assets and Liabilities (0.1%)   
Other Assets    133,187 
Liabilities5    (115,068) 
      18,119 
Net Assets (100%)    13,602,394 

 

16


 

Energy Fund

At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  8,038,538 
Overdistributed Net Investment Income  (16,406) 
Accumulated Net Realized Gains  94,133 
Unrealized Appreciation (Depreciation)   
Investment Securities  5,480,983 
Futures Contracts  5,117 
Foreign Currencies  29 
Net Assets  13,602,394 
 
 
Investor Shares—Net Assets   
Applicable to 97,279,179 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  6,731,378 
Net Asset Value Per Share—   
Investor Shares  $69.20 
 
 
Admiral Shares—Net Assets   
Applicable to 52,881,610 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  6,871,016 
Net Asset Value Per Share—   
Admiral Shares  $129.93 

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $13,643,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures Investments, the fund’s effective common stock and temporary cash investment positions represent 97.0% and 2.9%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Includes $13,958,000 of collateral received for securities on loan.
6 The issuer operates under a congressional charter; its securities are not backed by the full faith and credit of the U.S. government.
7 Securities with a value of $20,285,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

17


 

Energy Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends1,2  227,878 
Interest2  922 
Security Lending  6,397 
Total Income  235,197 
Expenses   
Investment Advisory Fees—Note B   
Basic Fee  16,115 
Performance Adjustment  180 
The Vanguard Group—Note C   
Management and Administrative—Investor Shares  10,584 
Management and Administrative—Admiral Shares  5,346 
Marketing and Distribution—Investor Shares  1,545 
Marketing and Distribution—Admiral Shares  1,065 
Custodian Fees  504 
Auditing Fees  28 
Shareholders’ Reports—Investor Shares  94 
Shareholders’ Reports—Admiral Shares  21 
Trustees’ Fees and Expenses  16 
Total Expenses  35,498 
Expenses Paid Indirectly  (119) 
Net Expenses  35,379 
Net Investment Income  199,818 
Realized Net Gain (Loss)   
Investment Securities Sold2  441,774 
Futures Contracts  15,714 
Foreign Currencies  (320) 
Realized Net Gain (Loss)  457,168 
Change in Unrealized Appreciation (Depreciation)   
Investment Securities  2,188,072 
Futures Contracts  16,269 
Foreign Currencies  11 
Change in Unrealized Appreciation (Depreciation)  2,204,352 
Net Increase (Decrease) in Net Assets Resulting from Operations  2,861,338 

1 Dividends are net of foreign withholding taxes of $14,628,000.
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $1,769,000, $298,000, and ($1,581,000), respectively.

See accompanying Notes, which are an integral part of the Financial Statements.

18


 

Energy Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  199,818  171,663 
Realized Net Gain (Loss)  457,168  222,696 
Change in Unrealized Appreciation (Depreciation)  2,204,352  2,364,619 
Net Increase (Decrease) in Net Assets Resulting from Operations  2,861,338  2,758,978 
Distributions     
Net Investment Income     
Investor Shares  (90,181)  (105,714) 
Admiral Shares  (94,977)  (74,777) 
Realized Capital Gain1     
Investor Shares  (207,111)   
Admiral Shares  (195,797)   
Total Distributions  (588,066)  (180,491) 
Capital Share Transactions     
Investor Shares  (1,004,028)  565,224 
Admiral Shares  1,358,485  508,755 
Net Increase (Decrease) from Capital Share Transactions  354,457  1,073,979 
Total Increase (Decrease)  2,627,729  3,652,466 
Net Assets     
Beginning of Period  10,974,665  7,322,199 
End of Period2  13,602,394  10,974,665 

1 Includes fiscal 2011 short-term gain distributions totaling $62,911,000. Short-term gain distributions are treated as ordinary income dividends for tax purposes.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($16,406,000) and ($18,896,000).

See accompanying Notes, which are an integral part of the Financial Statements.

19


 

Energy Fund

Financial Highlights

Investor Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $57.17  $42.62  $73.93  $63.55  $64.50 
Investment Operations           
Net Investment Income  1.053  .910  1.2761  1.226  1.112 
Net Realized and Unrealized Gain (Loss)           
on Investments  14.103  14.591  (28.853)  14.639  .405 
Total from Investment Operations  15.156  15.501  (27.577)  15.865  1.517 
Distributions           
Dividends from Net Investment Income  (.977)  (.951)  (1.264)  (1.177)  (1.020) 
Distributions from Realized Capital Gains  (2.149)    (2.469)  (4.308)  (1.447) 
Total Distributions  (3.126)  (.951)  (3.733)  (5.485)  (2.467) 
Net Asset Value, End of Period  $69.20  $57.17  $42.62  $73.93  $63.55 
 
Total Return2  27.17%  36.28%  -38.51%  25.02%  2.24% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $6,731  $6,536  $4,434  $7,919  $6,479 
Ratio of Total Expenses to           
Average Net Assets  0.34%3  0.38%3  0.28%3  0.25%  0.25% 
Ratio of Net Investment Income to           
Average Net Assets  1.74%  1.73%  1.84%  1.67%  1.71% 
Portfolio Turnover Rate  31%  27%  21%  22%  22% 

1 Calculated based on average shares outstanding.
2 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
3 Includes performance-based investment advisory fee increases (decreases) of 0.00% for fiscal 2011, 0.03% for fiscal 2010, and 0.01% for fiscal 2009.

See accompanying Notes, which are an integral part of the Financial Statements.

20


 

Energy Fund

Financial Highlights

Admiral Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $107.34  $80.02  $138.86  $119.35  $121.13 
Investment Operations           
Net Investment Income  2.045  1.780  2.4801  2.418  2.180 
Net Realized and Unrealized Gain (Loss)           
on Investments  26.479  27.395  (54.203)  27.505  .757 
Total from Investment Operations  28.524  29.175  (51.723)  29.923  2.937 
Distributions           
Dividends from Net Investment Income  (1.899)  (1.855)  (2.480)  (2.322)  (2.000) 
Distributions from Realized Capital Gains  (4.035)    (4.637)  (8.091)  (2.717) 
Total Distributions  (5.934)  (1.855)  (7.117)  (10.413)  (4.717) 
Net Asset Value, End of Period  $129.93  $107.34  $80.02  $138.86  $119.35 
 
Total Return2  27.24%  36.37%  -38.46%  25.13%  2.32% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $6,871  $4,439  $2,889  $5,214  $3,612 
Ratio of Total Expenses to           
Average Net Assets  0.28%3  0.31%3  0.21%3  0.17%  0.18% 
Ratio of Net Investment Income to           
Average Net Assets  1.80%  1.80%  1.91%  1.75%  1.78% 
Portfolio Turnover Rate  31%  27%  21%  22%  22% 

1 Calculated based on average shares outstanding.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction fees.
3 Includes performance-based investment advisory fee increases (decreases) of 0.00% for fiscal 2011, 0.03% for fiscal 2010, and 0.01% for fiscal 2009.

See accompanying Notes, which are an integral part of the Financial Statements.

21


 

Energy Fund

Notes to Financial Statements

Vanguard Energy Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

3. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market.

22


 

Energy Fund

Futures contracts are valued at their quoted daily settlement prices. The aggregate principal amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

4. Repurchase Agreements: The fund invests in repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008–2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

6. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

7. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold. Fees assessed on redemptions of capital shares are credited to paid-in capital.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. Wellington Management Company, LLP, provides investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to a combined index composed of the S&P Citigroup BMI World Energy Index and the S&P 500 Energy Equal Weighted Blend Index through July 31, 2010, and the MSCI ACWI Energy Index thereafter. The benchmark change will be fully phased in by July 31, 2013.

23


 

Energy Fund

The Vanguard Group provides investment advisory services to a portion of the fund on an at-cost basis; the fund paid Vanguard advisory fees of $349,000 for the year ended January 31, 2011.

For the year ended January 31, 2011, the aggregate investment advisory fee represented an effective annual basic rate of 0.14% of the fund’s average net assets, before an increase of $180,000 (0.00%) based on performance.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $2,134,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 0.85% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

D. The fund has asked its investment advisors to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. For the year ended January 31, 2011, these arrangements reduced the fund’s expenses by $119,000 (an annual rate of 0.00% of average net assets).

E. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the fund’s investments as of January 31, 2011, based on the inputs used to value them:

  Level 1  Level 2  Level 3 
Investments  ($000)  ($000)  ($000) 
Common Stocks—United States  7,793,867     
Common Stocks—International  3,962,884  1,134,177   
Temporary Cash Investments  293,662  399,685   
Futures Contracts—Assets1  2,461     
Total  12,052,874  1,533,862   
1 Represents variation margin on the last day of the reporting period.

 

24


 

Energy Fund

F. At January 31, 2011, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000) 
      Aggregate   
    Number of  Settlement  Unrealized 
    Long (Short)  Value  Appreciation 
Futures Contracts  Expiration  Contracts  Long (Short)  (Depreciation) 
E-mini S&P 500 Index  March 2011  2,801  179,600  749 
S&P 500 Index  March 2011  384  123,110  4,368 

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

G. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized net foreign currency losses of $320,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized gains to overdistributed net investment income.

The fund’s realized gains for the year ended January 31, 2011, include $52,000 of capital gain tax paid on sales of Indian securities. This tax is treated as a decrease in taxable income; accordingly, this amount has been reclassified from accumulated net realized gains to overdistributed net investment income.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $11,798,000 from overdistributed net investment income, and $26,531,000 from accumulated net realized gains, to paid-in capital.

For tax purposes, at January 31, 2011, the fund had $26,005,000 of ordinary income and $77,255,000 of long-term capital gains available for distribution.

At January 31, 2011, the cost of investment securities for tax purposes was $8,103,474,000. Net unrealized appreciation of investment securities for tax purposes was $5,480,801,000, consisting of unrealized gains of $5,588,942,000 on securities that had risen in value since their purchase and $108,141,000 in unrealized losses on securities that had fallen in value since their purchase.

25


 

Energy Fund

H. During the year ended January 31, 2011, the fund purchased $3,341,218,000 of investment securities and sold $3,435,279,000 of investment securities, other than temporary cash investments.

I. Capital share transactions for each class of shares were:

      Year Ended January 31, 
    2011    2010 
  Amount  Shares  Amount  Shares 
  ($000)  (000)  ($000)  (000) 
Investor Shares         
Issued  993,363  16,506  1,489,177  28,171 
Issued in Lieu of Cash Distributions  286,379  4,616  101,349  1,698 
Redeemed1  (2,283,770)  (38,167)  (1,025,302)  (19,560) 
Net Increase (Decrease)—Investor Shares  (1,004,028)  (17,045)  565,224  10,309 
Admiral Shares         
Issued  1,900,020  16,578  1,126,454  11,663 
Issued in Lieu of Cash Distributions  261,084  2,235  65,102  582 
Redeemed1  (802,619)  (7,281)  (682,801)  (6,994) 
Net Increase (Decrease)—Admiral Shares  1,358,485  11,532  508,755  5,251 
1 Net of redemption fees for fiscal 2011 and 2010 of $2,317,000 and $3,460,000, respectively (fund totals).

 

J. The fund has invested in a company that is considered to be an affiliated company of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of this company were as follows:

      Current Period Transactions   
  Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
Cabot Oil & Gas Corp.  N/A1  72,636  17,071  942  266,816 
1 Not applicable—At January 31, 2010, the issuer was not an affiliated company of the fund.

 

K. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

26


 

Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Energy Fund:

In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Energy Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodians and brokers and by agreement to the underlying ownership records of Vanguard Market Liquidity Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

 

Special 2010 tax information (unaudited) for Vanguard Energy Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $362,151,000 as capital gain dividends (from net long-term capital gains) to shareholders during the fiscal year.

The fund distributed $148,606,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 42.2% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

27


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Energy Fund Investor Shares
Periods Ended January 31, 2011

  One  Five  Ten 
  Year  Years  Years 
Returns Before Taxes  27.17%  6.38%  15.39% 
Returns After Taxes on Distributions  26.04  5.52  14.39 
Returns After Taxes on Distributions and Sale of Fund Shares  18.49  5.29  13.48 

 

Returns do not reflect the 1% fee on redemptions of shares held for less than one year.

28


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the 1% fee on redemptions of shares held for less than one year, nor do they include the account service fee described in the prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

29


 

Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
Energy Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return       
Investor Shares  $1,000.00  $1,298.03  $1.91 
Admiral Shares  1,000.00  1,298.24  1.56 
Based on Hypothetical 5% Yearly Return       
Investor Shares  $1,000.00  $1,023.54  $1.68 
Admiral Shares  1,000.00  1,023.84  1.38 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.33% for Investor Shares and 0.27% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

30


 

Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

31


 

Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

 
P.O. Box 2600  
Valley Forge, PA 19482-2600  

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  CFA® is a trademark owned by CFA Institute. 
Direct Investor Account Services > 800-662-2739   
Institutional Investor Services > 800-523-1036   
Text Telephone for People   
With Hearing Impairment > 800-749-7273   
 
This material may be used in conjunction   
with the offering of shares of any Vanguard   
fund only if preceded or accompanied by   
the fund’s current prospectus.   
 
All comparative mutual fund data are from Lipper Inc. or   
Morningstar, Inc., unless otherwise noted.   
 
You can obtain a free copy of Vanguard’s proxy voting   
guidelines by visiting vanguard.com/proxyreporting or by   
calling Vanguard at 800-662-2739. The guidelines are   
also available from the SEC’s website, sec.gov. In   
addition, you may obtain a free report on how your fund   
voted the proxies for securities it owned during the 12   
months ended June 30. To get the report, visit either   
vanguard.com/proxyreporting or sec.gov.   
 
You can review and copy information about your fund at   
the SEC’s Public Reference Room in Washington, D.C. To   
find out more about this public service, call the SEC at   
202-551-8090. Information about your fund is also   
available on the SEC’s website, and you can receive   
copies of this information, for a fee, by sending a   
request in either of two ways: via e-mail addressed to   
publicinfo@sec.gov or via regular mail addressed to the   
Public Reference Section, Securities and Exchange   
Commission, Washington, DC 20549-1520.   
 
 
  © 2011 The Vanguard Group, Inc. 
  All rights reserved. 
  Vanguard Marketing Corporation, Distributor. 
 
  Q510 032011 

 


 

 

Vanguard Precious Metals 
and Mining Fund Annual Report 
January 31, 2011 

 



 

> For the fiscal year ended January 31, 2011, Vanguard Precious Metals and Mining Fund returned about 35%.

> The fund’s return lagged that of its benchmark for the period, as well as the average return of its peer-group funds. Poor selection in nongold stocks held back results.

> Gold stocks were the most significant contributors to returns, while platinum companies were the biggest drags on performance.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Advisor’s Report.  8 
Fund Profile.  11 
Performance Summary.  12 
Financial Statements.  14 
Your Fund’s After-Tax Returns.  25 
About Your Fund’s Expenses.  26 
Glossary.  28 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard Precious Metals and Mining Fund  35.35% 
S&P Custom Precious Metals and Mining Index  43.00 
Precious Metal Funds Average  41.56 
Precious Metal Funds Average: Derived from data provided by Lipper Inc.

 

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share 
  Starting  Ending  Income  Capital 
  Share Price  Share Price  Dividends  Gains 
Vanguard Precious Metals and Mining Fund  $18.74  $24.15  $1.101  $0.191 

 

1


 

 

Chairman’s Letter

Dear Shareholder,

After a long and bumpy ride, U.S. and international stocks posted robust returns for the fiscal year ended January 31, 2011. Most commodities prices, including silver, gold, and platinum, notched significant double-digit gains for the period, helping the precious metals and mining industry outperform the broad stock market.

Vanguard Precious Metals and Mining Fund returned 35.35% for the period. Despite that impressive return, the fund lagged both its target index (+43.00%) and its peer-group average (+41.56%). The fund’s sizable exposure to platinum mining companies, along with a limited exposure to gold stocks, played a role in this lag in performance.

If you hold the fund in a taxable account, you may wish to review information on after-tax performance provided later in this report.

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns in the year ended January 31, 2011, with much of the strength materializing in the second half of the year. Europe’s sovereign debt challenges and concerns that the economic recovery in the United States might not reach escape velocity

2


 

seemed to recede from investors’ minds, displaced by strong corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start, a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about 5% for the year. As investors searched for yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising rates and a confluence of other factors weighed on prices. The expiration of the

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

Heavy exposure to platinum muted fund performance
Vanguard Precious Metals and Mining Fund focuses on a small sector of the global stock market: companies that are involved in the mining of or exploration for precious and rare metals and minerals. Although the fund holds only about 40–50 stocks, they are diversified among the subsectors of the broad metals and mining industry. While diversification can help moderate some of the swings common in this notoriously volatile sector, investors should still expect the fund’s returns to vary widely from year to year.

Prices for silver (+73%), gold (+23%), and platinum (+19%) rose notably in the year ended January 31. In this investment environment, Vanguard Precious Metals and Mining Fund’s return—while impressive—lagged those of its comparative standards, which typically have more exposure to gold-oriented stocks and less to stocks related to other metals.

Expense Ratios
Your Fund Compared With Its Peer Group

    Peer Group 
  Fund  Average 
Precious Metals and Mining Fund  0.27%  1.37% 

The fund expense ratio shown is from the prospectus dated May 28, 2010, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the fund’s expense ratio was 0.27%. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Precious Metal Funds.

4


 

Although gold prices didn’t spike as high (in percentage terms) as those of some other metals during the period, gold set a new record and the majority of gold stocks performed exceptionally well. Gold is often considered a form of “insurance” against financial turmoil and global unrest, and events such as Europe’s sovereign debt crisis and extraordinary monetary initiatives in the United States added to its luster in the past year.

The fund’s relatively light exposure to gold-mining companies notwithstanding, such stocks were by far the most significant contributor to performance. Gold-oriented companies, including Centerra Gold (+59%) and Nevsun Resources (+211%), added more than 16 percentage points to the fund’s overall returns.

In an environment where some gold stocks produce triple-digit returns, clearly, more exposure is better; so the fund paid a price for its heavy allocation to other metals and minerals stocks. Platinum stocks, in particular, hurt results. Even though prices for the scarce metal rose almost as much as gold prices, in percentage terms, platinum mining companies—including Lonmin and Anglo Platinum, two of the world’s largest producers—suffered as strikes and other issues in their South African mines disrupted production.

In recent years, the fund has maintained heavy exposure to platinum stocks relative to the benchmark. However, during the period, the fund’s advisor, M&G Investment Management Ltd., began to slowly decrease the portfolio’s exposure to the

Total Returns
Ten Years Ended January 31, 2011

  Average 
  Annual Return 
Precious Metals and Mining Fund  21.39% 
Spliced Precious Metals and Mining Index  21.37 
Precious Metal Funds Average  23.16 

Spliced Precious Metals and Mining Index: S&P/Citigroup World Equity Gold Index through June 30, 2005; S&P Custom Precious Metals and Mining Index thereafter.

Precious Metal Funds Average: Derived from data provided by Lipper Inc.

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

metal, bringing it more in line with the benchmark’s weighting, while at the same time increasing the portfolio’s allocation to gold stocks.

Fund returns benefited from strong stock selection in diversified metals and mining. Together, mineral sands miner Iluka Resources, Australian copper miner OZ Minerals, and diversified natural resource producer Sherritt International added more than 9 percentage points to the fund’s return.

Long-term performance remains impressive despite recent volatility
For the ten-year period ended January 31, the fund posted an average annual return of 21.39%. The fund’s returns were in line with those of its benchmark (+21.37%), and slightly less than the peer-group average (+23.16%). The fund significantly outperformed the broad U.S. stock market, which produced an average return of 2.47% a year over the past decade. These striking returns should be treated with extreme caution: In this highly volatile segment of the market, performance can turn quickly. For fiscal 2009, for example, the fund returned –60.16%, a result that was more than 20 percentage points worse than the –38.69% return of the overall U.S. stock market for the same period.

The fund’s advisor, London-based M&G Investment Management, has ably steered the fund through the inevitable ups and downs associated with this market segment. The advisor uses a bottom-up stock selection process that focuses on well-managed and returns-focused companies across the universe of precious metals and mining stocks. Thanks to its investment mandate, the fund is allowed to be more diversified than most of its peers; this helps temper some of the volatility that comes with this sector. And the fund’s exceptionally low expenses help investors keep more of the fund’s return.

A broadly diversified portfolio is always a good option
In recent years, investors have been involuntary passengers on the market’s wild ride. And while returns have been much brighter lately, we still can’t know what the future holds. However, one thing that we do know is that trying to predict when the market will rise or fall is a losing game.

The best way to deal with the market’s unpredictability is to create a long-term investment plan—one that includes a mix of stocks, bonds, and short-term investments that is appropriate for your goals and risk tolerance—and then stick with that plan, regardless of market conditions.

6


 

Vanguard Precious Metals and Mining Fund can play a minor role in such a well-balanced portfolio, providing exposure to precious metals and mining stocks in regions around the world. The fund’s highly concentrated focus on a narrow segment of the market can mean big risks and volatility, but the potential ups and downs loom much less large when the fund is used as a small component in a well-diversified portfolio.

As always, thank you for entrusting your assets to Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 9, 2011

7


 

Advisor’s Report

Vanguard Precious Metals and Mining Fund produced a strong absolute return of 35.35% for the 12 months ended January 31, 2011. However, this result lagged that of the fund’s customized benchmark index, which gained 43.00%, and the 41.56% average return of its precious metals fund peers.

The markets
The price of gold continued its long-term strength during the period under review. The price per ounce rose from $1,100 at the start of February 2010, breaking $1,400 for the first time ever in November 2010 before finishing the period at $1,337 per ounce. A number of factors contributed to this performance. Initially, as concerns mounted regarding the impact of the sovereign debt crisis in Europe, investors were drawn to the metal’s “safehaven” qualities. As these fears gave way to greater optimism about the health of the global economy, gold prices were buoyed by investors’ perception that the metal would act as a hedge against rising inflation. Increased gold investment activity from China and a rebound in jewelry consumption in India, the world’s largest jewelry market, also played a role. Rising costs of extraction and declining ore grades around the world added support from the supply side.

Outside of gold, healthy global economic growth, supply-side constraints, and robust demand—especially from emerging markets—for natural resources resulted in a strong period for metals and minerals with broader industrial uses, as well as for the companies that produce them. Silver, copper, and iron ore all approached or reached record highs during the period, while platinum and nickel also registered strong gains.

The fund’s performance
In terms of contributors to fund performance, our preference for mid- capitalization gold producers with significant exploration potential, rather than the large North American producers (where valuations are, in our view, less attractive), proved beneficial. Canadian- listed producers Centerra Gold (which owns high-quality gold assets in Central Asia and the former Soviet Union) and Nevsun Resources (attractively valued gold assets in Eritrea), and U.K.-listed Hochschild Mining (silver and gold assets across Latin America) were among the holdings that added the most value.

The fund’s gold weighting remains focused on value-creating businesses that are improving their operating efficiency and long-term profitability. Some, such as Centerra, have recently initiated a dividend, an encouraging development that reflects improving attitudes toward capital allocation in the gold industry.

8


 

Elsewhere, well-managed, high-quality Australian mineral sands producer Iluka Resources was a noteworthy positive contributor, boosted by extremely robust demand for zircon, which is used in a broad range of industrial and consumer-oriented applications. Long-term prices for the mineral should be supported by the paucity of new sources of supply.

Turning to detractors, one of the central factors in the fund’s underperformance relative to the benchmark was its exposure to platinum. The fund’s holdings in U.K.-listed platinum producer Lonmin and South African producer Impala Platinum were hurt by a number of political and operational challenges, the most prominent being rising production costs at Lonmin as a result of ongoing problems with one of its key furnaces. A number of the fund’s other holdings, including Australian metal recycler Sims Metal Management, French kaolin producer Imerys, and Singapore-listed commodities logistics business Noble Group, failed to keep up with the broader mining rally.

Purchases and sales
We reduced the fund’s significant exposure to South African-based producers of platinum by selling out of Anglo Platinum and Impala Platinum. We did this partly in light of increased uncertainty regarding the political and operational environment in South Africa. Elsewhere, we decided to take profits from some of those stocks that have performed particularly well for the portfolio, but where the investment rationale was no longer as compelling as it had been. With this in mind, we closed the fund’s positions in U.K.-listed platinum processor Johnson Matthey, U.S. specialty minerals producer Minerals Technologies, and U.S. coal producer Peabody Energy.

By contrast, we made significant investments in gold producers during the past year, with a focus on firms that are generating high returns and cash flows from producing assets and that also have developmental possibilities. To that end, we initiated and built up substantial positions in Canada-listed gold miners Semafo and Anatolia Minerals Development and added to existing holdings in the aforementioned Centerra Gold and Nevsun Resources.

We also added to our holdings in Australian iron ore producer Aquila Resources, a well-managed business with valuable iron ore assets that are well positioned to supply growing Asian demand, and German potash producer K+S, a strong beneficiary of rising global demand for fertilizer products that improve crop yields. Finally, we built up a large position in returns-focused Australian copper and gold producer OZ Minerals, a highly cash-generative business with a capable management team and significant—and underappreciated—development potential.

9


 

Looking ahead
We continue to believe that appetite for a broad range of commodities will be supported over many years by infrastructure expenditure worldwide, as well as by industrialization and rising urbanization in developing markets. We remain convinced of the merits of sticking to long-term principles and focusing on both structural supply/demand imbalances and company fundamentals. In light of ongoing uncertainty about the global economic outlook, we shall continue to invest in financially sound, well-managed companies with strategically important assets whose value, we believe, is not properly appreciated by investors. It is of great importance to us that a company’s long-term growth prospects are supported by its recognition of the value of a returns- focused approach.

Portfolio Managers:

Graham E. French

Matthew Vaight, UKSIP

M&G Investment Management Ltd.

February 23, 2011

10


 

Precious Metals and Mining Fund

Fund Profile
As of January 31, 2011

Portfolio Characteristics     
    S&P   
    Precious  DJ 
    Metals and  U.S. Total 
    Mining  Market 
  Fund  Index  Index 
Number of Stocks  48  336  3,858 
Median Market Cap  $3.5B  $28.2B  $30.9B 
Price/Earnings Ratio  39.1x  22.7x  17.7x 
Price/Book Ratio  2.6x  2.7x  2.3x 
Return on Equity  10.3%  17.6%  19.0% 
Earnings Growth Rate  -5.7%  8.2%  6.0% 
Dividend Yield  0.8%  1.0%  1.7% 
Foreign Holdings  89.6%  90.0%  0.0% 
Turnover Rate  34%     
Ticker Symbol  VGPMX     
Expense Ratio1  0.27%     
Short-Term Reserves  1.3%     
 
 
Market Diversification (% of equity exposure) 
 
Europe       
United Kingdom      14.3% 
France      9.9 
Germany      4.7 
Other      0.5 
Subtotal      29.4% 
Pacific       
Australia      27.3% 
Singapore      4.3 
Subtotal      31.6% 
Emerging Markets       
South Africa      1.3% 
Peru      1.0 
Other      0.8 
Subtotal      3.1% 
North America       
Canada      26.9% 
United States      9.0 
Subtotal      35.9% 

 

Volatility Measures     
  S&P   
  Precious  DJ 
  Metals and  U.S. Total 
  Mining  Market 
  Index  Index 
R-Squared  0.92  0.61 
Beta  1.05  1.48 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. 
 
Ten Largest Holdings (% of total net assets) 
Iluka Resources Ltd.  Diversified Metals   
  & Mining  7.1% 
Newmont Mining Corp.  Gold  7.0 
Hochschild Mining plc  Precious Metals & 
  Minerals  6.3 
Centerra Gold Inc.  Gold  5.7 
OZ Minerals Ltd.  Diversified Metals   
  & Mining  5.5 
Imerys SA  Construction   
  Materials  5.1 
Aquila Resources Ltd.  Coal & Consumable 
  Fuels  4.8 
Lonmin plc  Precious Metals & 
  Minerals  4.8 
Eramet  Diversified Metals   
  & Mining  4.7 
K+S AG  Fertilizers &   
  Agricultural   
  Chemicals  4.6 
Top Ten    55.6% 
The holdings listed exclude any temporary cash investments and equity index products. 

 

Allocation by Region (% of equity exposure)


1 The expense ratio shown is from the prospectus dated May 28, 2010, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratio was 0.27%.

11


 

Precious Metals and Mining Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: January 31, 2001, Through January 31, 2011
Initial Investment of $10,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
        Final Value 
  One  Five  Ten  of a $10,000 
  Year  Years  Years  Investment 
Precious Metals and Mining Fund  35.35%  8.57%  21.39%  $69,501 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  2.47  12,759 
Spliced Precious Metals and Mining         
Index  43.00  13.99  21.37  69,334 
Precious Metal Funds Average  41.56  13.22  23.16  80,266 

Spliced Precious Metals and Mining Index: S&P/Citigroup World Equity Gold Index through June 30, 2005; S&P Custom Precious Metals an Mining Index thereafter.
Precious Metal Funds Average: Derived from data provided by Lipper Inc.

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.
See Financial Highlights for dividend and capital gains information.

12


 

Precious Metals and Mining Fund

Fiscal-Year Total Returns (%): January 31, 2001, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Five  Ten 
  Date  Year  Years  Years 
Precious Metals and Mining Fund  5/23/1984  37.45%  14.29%  22.53% 

 

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.

13


 

Precious Metals and Mining Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market 
      Value 
    Shares  ($000) 
Common Stocks (98.4%)     
Australia (26.9%)     
*,1  Iluka Resources Ltd.  41,783,827  358,880 
1  OZ Minerals Ltd.  166,000,000  275,736 
*,1  Aquila Resources Ltd.  26,302,267  241,802 
*,1  St. Barbara Ltd.  51,000,000  97,094 
1  Medusa Mining Ltd.  13,550,000  92,107 
*,1  Resolute Mining Ltd.  51,965,029  69,127 
  Sims Metal     
  Management Ltd.  2,451,502  47,131 
1  Panoramic     
  Resources Ltd.  19,700,000  46,214 
*,1  Cudeco Ltd.  13,000,000  45,365 
*  Giralia Resources NL  5,900,000  27,809 
  BHP Billiton Ltd.  400,000  17,777 
*,1  Equatorial     
  Resources Ltd.  5,000,000  16,927 
*,1  Apex Minerals NL  385,000,000  8,648 
*  Gindalbie Metals Ltd.  4,000,000  5,359 
*,1  Drummond Gold Ltd.  25,000,000  2,002 
*,^  Zambezi Resources Ltd.  4,895,833  106 
*  MIL Resources Ltd.  1,678,671  50 
      1,352,134 
Belgium (0.4%)     
  Umicore SA  400,000  20,565 
 
Canada (26.5%)     
1  Centerra Gold Inc.  18,000,000  288,870 
*,1  Nevsun Resources Ltd.  38,500,000  229,920 
*,1  SEMAFO Inc.  19,450,000  198,122 
1  Sherritt     
  International Corp.  19,475,000  169,982 
  Eldorado Gold Corp.  8,350,000  134,170 
*,1  Anatolia Minerals     
  Development Ltd.  19,300,000  127,401 
*,1  Harry Winston     
  Diamond Corp.  9,750,000  105,450 

 

      Market 
      Value 
    Shares  ($000) 
*,^,1Minefinders Corp.  5,800,000  56,202 
  Franco-Nevada Corp.  250,000  6,948 
*  Bear Creek Mining Corp.  750,000  6,217 
*  Claude Resources Inc.  2,400,000  4,536 
*  Lake Shore Gold Corp.  1,000,000  3,695 
      1,331,513 
France (9.8%)     
1  Imerys SA  3,900,000  257,069 
  Eramet  660,000  234,312 
      491,381 
Germany (4.6%)     
  K+S AG  3,150,000  232,648 
 
Indonesia (0.2%)     
  International Nickel     
  Indonesia Tbk PT  17,500,000  8,900 
 
Ireland (0.1%)     
*  Kenmare Resources plc  13,627,035  7,757 
 
Papua New Guinea (0.1%)     
*  Bougainville Copper Ltd.  2,000,000  2,997 
 
Peru (1.0%)     
  Cia de Minas     
  Buenaventura SA ADR  1,200,000  49,200 
 
Russia (0.5%)     
*  Uralkali GDR  650,000  24,636 
 
Singapore (4.2%)     
  Noble Group Ltd.  124,180,353  213,044 
 
South Africa (1.3%)     
  Northam Platinum Ltd.  11,000,000  65,809 

 

14


 

Precious Metals and Mining Fund

      Market 
      Value  
    Shares  ($000) 
United Kingdom (14.0%)     
1  Hochschild Mining plc  40,500,000  315,318 
  Lonmin plc  9,012,213  239,644 
  Petropavlovsk plc  8,800,000  144,366 
  Vedanta Resources plc  100,000  3,645 
*  Mwana Africa plc  9,880,219  1,741 
*  Gemfields plc  3,333,333  831 
      705,545 
United States (8.8%)     
  Newmont Mining Corp.  6,400,000  352,448 
1  AMCOL     
  International Corp.  3,080,000  92,154 
      444,602 
Total Common Stocks     
(Cost $3,739,520)    4,950,731 
Precious Metals (0.1%)     
*  Platinum Bullion     
  (In Troy Ounces)  2,009  3,594 
Total Precious Metals     
(Cost $1,213)    3,594 
Temporary Cash Investment (1.4%)   
Money Market Fund (1.4%)     
2,3  Vanguard Market     
  Liquidity Fund, 0.207%     
  (Cost $69,867)  69,866,815  69,867 
Total Investments (99.9%)     
(Cost $3,810,600)    5,024,192 
Other Assets and Liabilities (0.1%)   
Other Assets    39,512 
Liabilities3    (33,620) 
      5,892 
Net Assets (100%)     
Applicable to 208,266,640 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  5,030,084 
Net Asset Value Per Share    $24.15 

 

  Market 
  Value  
  ($000) 
Statement of Assets and Liabilities   
Assets   
Investments in Securities, at Value  5,024,192 
Receivables for Investment   
Securities Sold  30,578 
Receivables for Capital Shares Issued  6,195 
Other Assets  2,739 
Total Assets  5,063,704 
Liabilities   
Payables for Capital Shares Redeemed  17,323 
Security Lending Collateral Payable   
to Brokers  4,022 
Other Liabilities  12,275 
Total Liabilities  33,620 
Net Assets  5,030,084 
 
 
At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  4,072,704 
Overdistributed Net Investment Income  (227,207) 
Accumulated Net Realized Losses  (29,139) 
Unrealized Appreciation (Depreciation)   
Investment Securities  1,213,592 
Foreign Currencies  134 
Net Assets  5,030,084 

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $1,243,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $4,022,000 of collateral received for securities on loan.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Precious Metals and Mining Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends1,2  37,135 
Interest2  309 
Security Lending  1,190 
Total Income  38,634 
Expenses   
Investment Advisory Fees—Note B   
Basic Fee  5,341 
Performance Adjustment  (2,306) 
The Vanguard Group—Note C   
Management and Administrative  7,380 
Marketing and Distribution  940 
Custodian Fees  366 
Auditing Fees  24 
Shareholders’ Reports  63 
Trustees’ Fees and Expenses  6 
Total Expenses  11,814 
Net Investment Income  26,820 
Realized Net Gain (Loss)   
Investment Securities Sold2  138,035 
Foreign Currencies  52 
Realized Net Gain (Loss)  138,087 
Change in Unrealized Appreciation (Depreciation)   
Investment Securities  1,088,614 
Foreign Currencies  669 
Change in Unrealized Appreciation (Depreciation)  1,089,283 
Net Increase (Decrease) in Net Assets Resulting from Operations  1,254,190 

1 Dividends are net of foreign withholding taxes of $709,000.
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $22,989,000, $309,000, and ($146,110,000), respectively.

See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Precious Metals and Mining Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  26,820  17,349 
Realized Net Gain (Loss)  138,087  (61,858) 
Change in Unrealized Appreciation (Depreciation)  1,089,283  1,391,219 
Net Increase (Decrease) in Net Assets Resulting from Operations  1,254,190  1,346,710 
Distributions     
Net Investment Income  (221,507)  (53,316) 
Realized Capital Gain  (38,436)   
Total Distributions  (259,943)  (53,316) 
Capital Share Transactions     
Issued  1,200,221  1,369,003 
Issued in Lieu of Cash Distributions  239,830  48,944 
Redeemed1  (1,088,329)  (671,175) 
Net Increase (Decrease) from Capital Share Transactions  351,722  746,772 
Total Increase (Decrease)  1,345,969  2,040,166 
Net Assets     
Beginning of Period  3,684,115  1,643,949 
End of Period2  5,030,084  3,684,115 

1 Net of redemption fees for fiscal 2011 and 2010 of $2,999,000 and $2,627,000, respectively.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($227,207,000) and ($53,960,000).

See accompanying Notes, which are an integral part of the Financial Statements.

17


 

Precious Metals and Mining Fund

Financial Highlights

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $18.74  $10.74  $33.45  $28.64  $27.08 
Investment Operations           
Net Investment Income  .181  .0931  .653  .9001  .560 
Net Realized and Unrealized Gain (Loss)           
on Investments2  6.521  8.207  (19.849)  8.362  4.027 
Total from Investment Operations  6.702  8.300  (19.196)  9.262  4.587 
Distributions           
Dividends from Net Investment Income  (1.101)  (.300)  (.763)  (.670)  (.490) 
Distributions from Realized Capital Gains  (.191)    (2.751)  (3.782)  (2.537) 
Total Distributions  (1.292)  (.300)  (3.514)  (4.452)  (3.027) 
Net Asset Value, End of Period  $24.15  $18.74  $10.74  $33.45  $28.64 
 
Total Return3  35.35%  77.75%  -60.16%  33.97%  17.48% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $5,030  $3,684  $1,644  $4,635  $3,444 
Ratio of Total Expenses to           
Average Net Assets4  0.27%  0.27%  0.30%  0.28%  0.35% 
Ratio of Net Investment Income to           
Average Net Assets  0.61%  0.59%1  2.17%  2.70%1  1.88% 
Portfolio Turnover Rate  34%  17%  22%  29%  24% 

1 Net investment income per share and the ratio of net investment income to average net assets for the year ended January 31, 2008, include $.190 and 0.65%, respectively, resulting from a special dividend from Centennial Coal Co. Ltd. in January 2008. Based on additional information reported by the company in 2009, a portion of the special dividend was reallocated to return of capital. The reallocation reduced net investment income per share and the ratio of net investment income to average net assets for the year ended January 31, 2010, by $.134 and 0.90% respectively. The reallocation has no impact on net assets, net asset values per share, or total returns.
2 Includes increases from redemption fees of $.01, $.01, $.01, $.01, and $.03.
3 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
4 Includes performance-based investment advisory fee increases (decreases) of (0.05%), (0.08%), 0.00%, (0.01%), and 0.01%.

See accompanying Notes, which are an integral part of the Financial Statements.

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Precious Metals and Mining Fund

Notes to Financial Statements

Vanguard Precious Metals and Mining Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of United States corporations.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Precious metals are valued at the mean of the latest quoted bid and asked prices. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value.

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008–2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

5. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

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Precious Metals and Mining Fund

6. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold. Fees assessed on redemptions of capital shares are credited to paid-in capital.

B. M&G Investment Management Ltd. provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to the S&P Custom Precious Metals and Mining Index. For the year ended January 31, 2011, the investment advisory fee represented an effective annual basic rate of 0.12% of the fund’s average net assets before a decrease of $2,306,000 (0.05%) based on performance.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $961,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 0.38% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the fund’s investments as of January 31, 2011, based on the inputs used to value them:

  Level 1  Level 2  Level 3 
Investments  ($000)  ($000)  ($000) 
Common Stocks—North America  1,776,115     
Common Stocks—Other  49,200  3,125,416   
Precious Metals  3,594     
Temporary Cash Investments  69,867     
Total  1,898,776  3,125,416   

 

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Precious Metals and Mining Fund

The following table summarizes changes in investments valued based on Level 3 inputs during the year ended January 31, 2011:

  Investments in 
  Common Stocks 
Amount Valued Based on Level 3 Inputs  ($000) 
Balance as of January 31, 2010  98 
Total Purchases  54,978 
Transfers out of Level 3  (92,687) 
Change in Unrealized Appreciation (Depreciation)  37,611 
Balance as of January 31, 2011   

 

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized net foreign currency gains of $52,000, which increased distributable net income for tax purposes; accordingly, such gains have been reclassified from accumulated net realized losses to overdistributed net investment income.

Certain of the fund’s investments are in securities considered to be “passive foreign investment companies,” for which any unrealized appreciation and/or realized gains are required to be included in distributable net income for tax purposes. During the year ended January 31, 2011, the fund realized gains on the sale of passive foreign investment companies of $22,937,000, which have been included in current and prior periods’ taxable income; accordingly, such gains have been reclassified from accumulated net realized losses to overdistributed net investment income. Unrealized appreciation of $244,271,000 on the fund’s passive foreign investment company holdings through October 31, 2010 (the most recent previous mark-to-market date for tax purposes), has been distributed and is reflected in the balance of overdistributed net investment income. Since October 31, 2010, unrealized appreciation on passive foreign investment company holdings decreased by $13,190,000, decreasing the amount of taxable income available for distribution as of January 31, 2011. Unrealized appreciation on the fund’s passive foreign investment company holdings at January 31, 2011, was $231,081,000.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $1,549,000 from overdistributed net investment income, and $322,000 from accumulated net realized losses, to paid-in capital.

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Precious Metals and Mining Fund

During 2001, the fund elected to use a provision of the Taxpayer Relief Act of 1997 to mark-to-market certain appreciated securities held on January 1, 2001; such securities were treated as sold and repurchased, with unrealized gains of $46,006,000 becoming realized, for tax purposes. The mark-to-market created a difference between the cost of investments for financial statement and tax purposes, which will reverse when the securities are sold. Through January 31, 2010, the fund realized gains on the sale of these securities of $20,516,000 for financial statement purposes, which were included in prior year mark-to-market gains for tax purposes. During the year ended January 31, 2011, the remaining marked-to-market securities were sold; as a result the remaining $25,490,000 difference between financial statement and tax-basis realized and unrealized gains and losses reversed during the current year.

For tax purposes, at January 31, 2011, the fund had $11,019,000 of ordinary income available for distribution. The fund used a capital loss carryforward of $52,818,000 to offset taxable capital gains realized during the year ended January 31, 2011, reducing the amount of capital gains that would otherwise be available to distribute to shareholders. Capital gains required to be distributed in December 2010 included net gains realized through October 31, 2010. The fund realized losses of $29,139,000 during the period from November 1, 2010, through January 31, 2011, which are deferred and will be treated as realized for tax purposes in fiscal 2012.

At January 31, 2011, the cost of investment securities for tax purposes was $4,041,681,000.

Net unrealized appreciation of investment securities for tax purposes was $982,511,000, consisting of unrealized gains of $1,236,760,000 on securities that had risen in value since their purchase and $254,249,000 in unrealized losses on securities that had fallen in value since their purchase or since being marked to market for tax purposes.

F. During the year ended January 31, 2011, the fund purchased $1,640,151,000 of investment securities and sold $1,411,016,000 of investment securities, other than temporary cash investments.

G. Capital shares issued and redeemed were:

  Year Ended January 31, 
  2011  2010 
  Shares  Shares 
  (000)  (000) 
Issued  51,798  81,521 
Issued in Lieu of Cash Distributions  9,325  2,952 
Redeemed  (49,471)  (40,946) 
Net Increase (Decrease) in Shares Outstanding  11,652  43,527 

 

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Precious Metals and Mining Fund

H. Certain of the fund’s investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:

      Current Period Transactions   
Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
AMCOL International Corp.  76,144  1,485    2,182  92,154 
Anatolia Minerals Development Ltd.  NA1  98,336      127,401 
Apex Minerals NL  7,085  2,288      8,648 
Aquila Resources Ltd.  NA1  137,355      241,802 
Centerra Gold Inc.  162,058  24,220    885  288,870 
Cudeco Ltd.  NA1  35,811      45,365 
Drummond Gold Ltd  NA1  2,835      2,002 
Equatorial Resources Ltd.  NA1  9,242      16,927 
Harry Winston Diamond Corp.  83,200  7,015      105,450 
Hochschild Mining plc  135,378  42,231    1,430  315,318 
Iluka Resources Ltd.  121,198        358,880 
Imerys SA  224,312    9,560  4,373  257,069 
Johnson Matthey plc  262,966    273,075  2,741   
Lonmin PLC  297,263    33,229  1,566  NA2 
Medusa Mining Ltd.  NA1  76,511    172  92,107 
Minefinders Corp.  NA1  46,308      56,202 
Nevsun Resources Ltd.  24,924  54,978      229,920 
OZ Minerals Ltd.  NA1  203,511    3,175  275,736 
Panoramic Resources Ltd.  31,730      3,010  46,214 
Petropavlovsk plc  131,813  61,010  54,598  1,026  NA2 
Resolute Mining Ltd.  32,015  15,510      69,127 
SEMAFO Inc.  NA1  139,683      198,122 
Sherritt International Corp.  98,625  18,150    2,429  169,982 
St. Barbara Ltd.  39,500  35,955      97,094 
  1,728,211      22,989  3,094,390 

1 Not applicable—At January 31, 2010, the issuer was not an affiliated company of the fund.
2 Not applicable—At January 31, 2011, the security was still held, but the issuer was no longer an affiliated company of the fund.

I. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

23


 

Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Precious Metals and Mining Fund: In our opinion, the accompanying statement of net assets and of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Precious Metals and Mining Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodian and by agreement to the underlying ownership records of Vanguard Market Liquidity Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

 

Special 2010 tax information (unaudited) for Vanguard Precious Metals and Mining Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $38,773,000 as capital gain dividends (from net long-term capital gains) to shareholders during the fiscal year.

The fund distributed $26,160,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 2.3% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

The fund designates to shareholders foreign source income of $26,296,000 and foreign taxes paid of $709,000. Shareholders received more detailed information with their Form 1099-DIV in January 2011 to determine the calendar-year amounts to be included on their 2010 tax returns.

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Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Precious Metals and Mining Fund
Periods Ended January 31, 2011

  One  Five  Ten 
  Year  Years  Years 
Returns Before Taxes  35.35%  8.57%  21.39% 
Returns After Taxes on Distributions  33.43  6.59  19.46 
Returns After Taxes on Distributions and Sale of Fund Shares  23.43  6.74  18.64 

 

Returns do not reflect the 1% fee on redemptions of shares held for less than one year.

25


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the 1% fee on redemptions of shares held for less than one year, nor do they include the account service fee described in the prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

26


 

Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
Precious Metals and Mining Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return  $1,000.00  $1,263.73  $1.54 
Based on Hypothetical 5% Yearly Return  1,000.00  1,023.84  1.38 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.27%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

27


 

Glossary

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

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Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

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Vanguard Health Care Fund 
Annual Report 
January 31, 2011 

 



 

> For the fiscal year ended January 31, 2011, Vanguard Health Care Fund returned about 8%.

> The fund’s results were better than those of its benchmark index and its peer group.

> A number of product setbacks and uncertainty over health care reform hurt the sector’s performance compared with that of the broad U.S. stock market.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Advisor’s Report.  7 
Fund Profile.  9 
Performance Summary.  11 
Financial Statements.  13 
Your Fund’s After-Tax Returns.  26 
About Your Fund’s Expenses.  27 
Glossary.  29 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard Health Care Fund   
Investor Shares  7.95% 
Admiral™ Shares  7.99 
Spliced Health Care Index  5.41 
Global Health/Biotechnology Funds Average  5.87 

Spliced Health Care Index: S&P 500 Index through December 31, 2001; S&P Health Care Index through May 31, 2010; MSCI All Country World Health Care Index thereafter.
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper Inc.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements.

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share 
  Starting  Ending  Income  Capital 
  Share Price  Share Price  Dividends  Gains 
Vanguard Health Care Fund         
Investor Shares  $120.06  $124.30  $2.007  $3.203 
Admiral Shares  50.67  52.45  0.874  1.352 

 

1


 


Chairman’s Letter

Dear Shareholder,

The global financial markets have experienced their share of ups and downs over the past year. Still, despite the bumpy ride, U.S. stocks ended the period with strong double-digit gains. Stocks in the health care sector fell short of the broad market, as uncertainty surrounding health care reform weighed on returns across the industry.

For the 12 months ended January 31, 2011, Vanguard Health Care Fund returned about 8%, outperforming its benchmark, the Spliced Health Care Index, which returned about 5%. Benchmark comparisons may be distorted by the fund’s change from an all-U.S. benchmark to a more global one on June 1, 2010. The fund also bested the average return of about 6% for global health and biotechnology funds for the period.

If you own shares of the fund in a taxable account, you may wish to review the fund’s after-tax returns later in this report.

Also, please note that on October 6 Vanguard broadened the availability of our lower-cost Admiral Shares. We reduced the Admiral minimums on most of our actively managed funds, including the Health Care Fund, to $50,000 from $100,000, as part of our ongoing efforts to lower the cost of investing for our clients.

2


 

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns in the year ended January 31, 2011, with much of the strength materializing in the second half of the year. Europe’s sovereign debt challenges and concerns that the economic recovery in the United States might not reach escape velocity seemed to recede from investors’ minds, displaced by strong corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start, a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

5% for the year. As investors searched for yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising rates and a confluence of other factors weighed on prices. The expiration of the Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

A period of product problems and regulatory uncertainty
For more than 25 years, Vanguard Health Care Fund has offered investors low-cost exposure to domestic and foreign companies involved in various aspects of the health care industry, including pharmaceutical firms, medical supply companies, and biotechnology firms.

Although the fund tends to be more geographically diverse and to exhibit lower turnover than other health care

Expense Ratios
Your Fund Compared With Its Peer Group

  Investor  Admiral  Peer Group 
  Shares  Shares  Average 
Health Care Fund  0.36%  0.29%  1.39% 

The fund expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the fund’s expense ratios were 0.35% for Investor Shares and 0.30% for Admiral Shares. The peer-group expense ratio is  derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Global Health/Biotechnology Funds.

4


 

funds, its performance still hinges on the fortunes of a single stock market sector. When health care stocks lead the market, the fund tends to follow along, and when they trail, fund returns tend to be below those of the broad market.

The fiscal year ended January 31 is a good example of these tendencies: The health care sector significantly lagged the broad U.S. stock market amid setbacks in the pharmaceutical and medical equipment industries, as well as general uncertainty surrounding health care reform legislation.

The pharmaceutical industry—which accounted for more than 50% of the fund and almost 60% of its benchmark, on average, during the period—had to contend with expiring patents on several blockbuster drugs. In addition, the U.S. Food and Drug Administration has tightened regulations over the past few years, slowing the approval process for new drugs and making it harder for some pharmaceutical companies to replace drugs whose patents are expiring.

Despite the ongoing struggles within the industry, the fund’s pharmaceutical holdings contributed almost two percentage points to its overall return. Still, the fund’s performance in this area lagged the benchmark’s performance, mostly because the fund did not hold some of the industry’s stronger performers.

Total Returns
Ten Years Ended January 31, 2011

  Average 
  Annual Return 
Health Care Fund Investor Shares  5.78% 
Spliced Health Care Index  -0.30 
Global Health/Biotechnology Funds Average  2.10 

Spliced Health Care Index: S&P 500 Index through December 31, 2001; S&P Health Care Index through May 31, 2010; MSCI All Country World Health Care Index thereafter.
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper Inc.

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

Overall, your fund’s advisor, Wellington Management Company, llp, made strong stock choices in several areas, including managed health care, health care distribution, and biotechnology, to help the fund outperform both its benchmark index and its peers among global health and biotechnology funds.

Fund’s long-term results trump competitors’ average
Vanguard Health Care Fund’s long-term results remain exemplary, despite the extremely volatile investment environment of the last few years. For the ten-year period ended January 31, the fund’s Investor Shares had an average annual return of 5.78%, significantly better than that of the fund’s benchmark (–0.30%), which previously did not include companies based abroad, and peer group (+2.10%). The fund also outperformed the broad U.S. stock market for the ten-year period—the Dow Jones U.S. Total Stock Market Index had an average annual return of 2.47%.

The fund’s performance reflects a decade that included both the collapse of the tech-stock bubble early on and the trauma of the recent financial crisis. The credit goes to Wellington, your fund’s experienced advisor, whose superior portfolio management and stock-picking skills, coupled with the fund’s exceptionally low costs, have produced notable results for long-term shareholders. (For a comparison of your fund’s costs with the average for competitors, see the table on page 4.)

Stay focused on future goals and long-term performance
In recent years, investors have been swept along on the market’s wild ride. And while returns have been much brighter lately, we still can’t be sure what the future holds, only that the market will continue to experience its share of ups and downs.

We counsel investors that the best way to deal with the market’s unpredictability is to block out the short-term noise. Instead, focus on creating a long-term investment plan—one that includes a mix of stock, bond, and money market funds that is appropriate for your goals and risk tolerance—and do your best to stick with that plan.

As part of such a well-balanced portfolio, Vanguard Health Care Fund offers investors the opportunity to obtain broad exposure to one of the economy’s most innovative segments, at a very low cost.

As always, thank you for entrusting your assets to Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 9, 2011

6


 

Advisor’s Report

Vanguard Health Care Fund gained about 8% for the 12 months ended January 31, 2011, outperforming its spliced health care benchmark, which returned about 5%. The broadly diversified S&P 500 Index returned about 22%, significantly outpacing health care stocks over the course of the period.

The investment environment
Health care industry stocks struggled relative to the broader market as a number of factors led to lower health care pricing and utilization. Austerity measures undertaken by European governments reduced volumes and prices across many medical categories. In the United States, the much anticipated impact of drug patent expirations began to be felt in earnest around year-end. In addition, with its defensive qualities, it is not unexpected for the health care sector to lag the market in an environment where risk aversion subsides.

Our successes
UnitedHealth Group was one of the largest contributors to fund performance during the year. It led a strong managed care group that performed well across the board. Managed care companies benefited from lower medical costs and utilization as a result of the weak economy. McKesson contributed strongly to the portfolio’s performance as drug distributors’ stock prices rose during the year in response to favorable earnings. The fund also benefited from acquisition activity; OSI

Major Portfolio Changes
Fiscal Year Ended January 31, 2011

Additions  Comments 
Gilead Sciences  Increased our position because of the weakness of the stock 
  price; fundamentals and outlook remain strong. 
Vertex Pharmaceuticals  Purchased on weakness before the launch of an important hepatitis C drug.
NuVasive  Took advantage of weakness resulting from slower revenue 
  growth to initiate a position. 
Reductions  Comments 
Sanofi-Aventis  Trimmed our position as the company pursued a large acquisition. 
OSI Pharmaceuticals  Eliminated our position following the announcement of an 
  acquisition offer by Astellas Pharma. 
Genzyme  Pared back our position following an acquisition offer by Sanofi-Aventis.

 

7


 

Pharmaceuticals was acquired mid-year by Astellas, and Genzyme received a tender offer from Sanofi-Aventis.

Our shortfalls
The stock price of Abbott Laboratories declined as the market focused on the company’s increasing reliance on Humira, its largest product for autoimmune diseases. Merck shares fell during the period owing to a setback involving Vorapaxar, an important cardiovascular pipeline drug. Roche underperformed as its important cancer drug, Avastin, showed a less-than-expected benefit in breast cancer and the market generally became more concerned about the impact of “biosimilar” drugs on blockbuster protein therapies.

The fund’s positioning
The health care industry continues to face risks, but it also has opportunities. While we are more comfortable with the potential impact of health care reform on the industry, significant uncertainty remains, as the legislation is likely to be modified over the coming years. Also, the U.S. Food and Drug Administration remains in a conservative posture, and we are hoping for signs of more predictability from the agency. On the positive side, emerging markets represent a new growth frontier for the global therapeutic and device companies.

We will continue to strive to identify as early as possible the drugs and devices with the best chances of changing medicine, as well as the service companies that are best positioned to capture opportunities along the health care chain. We will continue to stay diversified, focused on the long haul, and positioned in the most attractive health care stocks.

Edward P. Owens, CFA
Senior Vice President and Portfolio Manager

Jean M. Hynes, CFA
Senior Vice President and Associate Portfolio Manager

Wellington Management Company, LLP

February 11, 2011

8


 

Health Care Fund

Fund Profile
As of January 31, 2011

Share-Class Characteristics     
  Investor    Admiral 
  Shares    Shares 
Ticker Symbol  VGHCX    VGHAX 
Expense Ratio1  0.36%    0.29% 
30-Day SEC Yield  1.40%    1.45% 
 
Portfolio Characteristics     
    MSCI  DJ 
    ACWI  U.S. Total 
    Health  Market 
  Fund  Care  Index 
Number of Stocks  78  138  3,858 
Median Market Cap    $23.8B $48.5B  $30.9B 
Price/Earnings Ratio  13.4x  14.8x  17.7x 
Price/Book Ratio  2.2x  2.5x  2.3x 
Return on Equity  19.3%  20.9%  19.0% 
Earnings Growth Rate  9.9%  9.9%  6.0% 
Dividend Yield  2.1%  2.6%  1.7% 
Foreign Holdings  21.0%  42.3%  0.0% 
Turnover Rate  9%     
Short-Term Reserves  7.2%     

 

Volatility Measures     
  Spliced  DJ 
  Health  U.S. Total 
  Care  Market 
  Index  Index 
R-Squared  0.96  0.66 
Beta  0.98  0.64 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. 
 
Ten Largest Holdings (% of total net assets) 
Merck & Co. Inc.  Pharmaceuticals  5.5% 
Forest Laboratories Inc.  Pharmaceuticals  4.6 
Pfizer Inc.  Pharmaceuticals  4.0 
McKesson Corp.  Health Care   
  Distributors  3.9 
UnitedHealth Group Inc.  Managed Health   
  Care  3.9 
Roche Holding AG  Pharmaceuticals  3.7 
AstraZeneca plc  Pharmaceuticals  3.6 
Abbott Laboratories  Pharmaceuticals  3.2 
Eli Lilly & Co.  Pharmaceuticals  3.0 
Amgen Inc.  Biotechnology  2.9 
Top Ten    38.3% 
The holdings listed exclude any temporary cash investments and equity index products. 
   
 
Market Diversification (% of equity exposure) 
 
Europe     
Switzerland    5.4% 
United Kingdom    4.3 
France    1.8 
Other    1.7 
Subtotal    13.2% 
Pacific     
Japan    9.4% 
North America     
United States    77.4% 

1 The expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratios were 0.35% for Investor Shares and 0.30% for Admiral Shares.

9


 

Health Care Fund

Subindustry Diversification (% of equity exposure)  
     
    MSCI 
    ACWI 
    Health 
  Fund  Care 
Biotechnology  10.2%  8.5% 
Consumer Staples  2.2  0.0 
Health Care Distributors  6.0  2.7 
Health Care Equipment  9.7  12.0 
Health Care Facilities  1.6  0.2 
Health Care Services  3.5  5.0 
Health Care Supplies  0.9  1.0 
Health Care Technology  1.6  0.3 
Industrials  0.4  0.0 
Life Sciences Tools &     
Services  0.3  3.4 
Managed Health Care  13.1  4.9 
Materials  1.2  0.0 
Pharmaceuticals  49.3  62.0 

 

10


 

Health Care Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: January 31, 2001, Through January 31, 2011
Initial Investment of $25,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
        Final Value 
  One  Five  Ten  of a $25,000 
  Year  Years  Years  Investment 
Health Care Fund Investor Shares  7.95%  3.67%  5.78%  $43,846 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  2.47  31,898 
Spliced Health Care Index  5.41  2.13  -0.30  24,255 
Global Health/Biotechnology Funds         
Average  5.87  1.42  2.10  30,787 

Spliced Health Care Index: S&P 500 Index through December 31, 2001; S&P Health Care Index through May 31, 2010; MSCI All Country World Health Care Index thereafter.
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper Inc.

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.
See Financial Highlights for dividend and capital gains information.

11


 

Health Care Fund

    Average Annual Total Returns   
    Periods Ended January 31, 2011   
      Since  Final Value 
  One  Five  Inception  of a $50,000 
  Year  Years  (11/12/2001)  Investment 
Health Care Fund Admiral Shares  7.99%  3.74%  6.63%  $90,393 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  4.88  77,584 
Spliced Health Care Index  5.41  2.13  1.74  58,643 
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards. 

 

Fiscal-Year Total Returns (%): January 31, 2001, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Five  Ten 
  Date  Year  Years  Years 
Investor Shares  5/23/1984  6.16%  3.93%  4.82% 
Admiral Shares  11/12/2001  6.21  4.00  6.521 
1 Return since inception.

 

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year.

12


 

Health Care Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market 
      Value  
    Shares  ($000) 
Common Stocks (93.1%)     
United States (72.1%)     
Biotechnology (9.4%)     
*  Amgen Inc.  10,638,455  585,966 
*,1  Cephalon Inc.  5,711,230  337,419 
*  Gilead Sciences Inc.  7,307,100  280,446 
*  Genzyme Corp.  3,069,340  225,136 
*  Vertex Pharmaceuticals     
  Inc.  3,893,200  151,407 
*  Biogen Idec Inc.  2,270,000  148,617 
*  Onyx Pharmaceuticals     
  Inc.  1,307,200  46,125 
*  United Therapeutics Corp.  354,500  24,099 
*  Amylin Pharmaceuticals     
  Inc.  1,357,200  21,959 
*  Ironwood     
  Pharmaceuticals Inc.  2,000,000  21,580 
*  Regeneron     
  Pharmaceuticals Inc.  600,000  20,208 
*  Cubist Pharmaceuticals     
  Inc.  886,542  19,451 
      1,882,413 
Chemicals (1.1%)     
  Sigma-Aldrich Corp.  3,380,000  215,137 
 
Food & Staples Retailing (2.0%)   
  Walgreen Co.  9,744,700  394,076 
 
Food Products (0.0%)     
*  Dean Foods Co.  700,000  7,105 
 
Health Care Equipment & Supplies (9.9%) 
*  St. Jude Medical Inc.  8,810,900  356,841 
  Medtronic Inc.  7,201,100  275,946 
  Becton Dickinson and Co.  3,202,500  265,647 
  Beckman Coulter Inc.  2,861,784  206,077 
  Baxter International Inc.  3,700,000  179,413 
*  Boston Scientific Corp.  21,300,000  148,674 
  Covidien plc  1,950,000  92,567 

 

      Market 
      Value  
    Shares  ($000) 
*  CareFusion Corp.  3,568,354  91,814 
*  Zimmer Holdings Inc.  1,500,000  88,740 
  DENTSPLY International     
  Inc.  2,485,400  88,182 
  Alcon Inc.  500,000  81,430 
*,1  NuVasive Inc.  2,130,103  59,526 
  STERIS Corp.  803,083  27,963 
      1,962,820 
Health Care Providers & Services (22.4%)   
  McKesson Corp.  10,289,900  773,492 
  UnitedHealth Group Inc.  18,685,100  767,023 
*  WellPoint Inc.  7,602,400  472,261 
*  Humana Inc.  6,560,094  380,289 
  Quest Diagnostics Inc.  6,085,400  346,564 
  CIGNA Corp.  7,710,600  323,999 
  Cardinal Health Inc.  6,236,708  258,886 
*,1  Coventry Health Care Inc.  8,627,500  258,566 
*  Laboratory Corp.     
  of America Holdings  2,681,360  241,081 
  Universal Health     
  Services Inc. Class B  4,020,800  169,276 
*  Health Net Inc.  4,663,458  133,048 
*,1  Health Management     
  Associates Inc. Class A  14,456,900  131,558 
  Owens & Minor Inc.  3,000,000  88,590 
  Aetna Inc.  2,250,000  74,115 
*  DaVita Inc.  304,600  22,495 
*  WellCare Health Plans     
  Inc.  449,000  13,425 
      4,454,668 
Health Care Technology (1.5%)   
*  Cerner Corp.  2,950,000  291,607 
 
Life Sciences Tools & Services (0.3%)   
*  Parexel International Corp.  2,740,400  63,605 
 
Machinery (0.4%)     
  Pall Corp.  1,504,600  83,370 

 

13


 

Health Care Fund

      Market 
      Value  
    Shares  ($000) 
Pharmaceuticals (25.1%)     
  Merck & Co. Inc.  32,730,248  1,085,662 
*,1  Forest Laboratories Inc.  28,353,000  914,668 
  Pfizer Inc.  43,559,788  793,659 
  Abbott Laboratories  14,100,000  636,756 
  Eli Lilly & Co.  17,029,900  592,130 
  Johnson & Johnson  5,200,000  310,804 
  Bristol-Myers Squibb Co.  9,078,361  228,593 
  Perrigo Co.  3,109,100  226,156 
*  Watson Pharmaceuticals     
  Inc.  1,750,000  95,410 
*  Hospira Inc.  1,095,070  60,481 
*  Salix Pharmaceuticals     
  Ltd.  1,000,000  40,970 
  Warner Chilcott plc     
  Class A  232,200  5,570 
      4,990,859 
Total United States    14,345,660 
International (21.0%)     
Belgium (0.4%)     
  UCB SA  2,350,678  84,181 
 
France (1.7%)     
  Sanofi-Aventis SA  4,184,974  285,510 
  Ipsen SA  1,400,000  48,897 
      334,407 
Germany (0.8%)     
  Bayer AG  1,694,656  124,975 
  Fresenius Medical Care     
  AG & Co. KGaA  611,950  35,812 
      160,787 
Ireland (0.3%)     
*  Elan Corp. plc ADR  8,462,700  57,123 
 
Japan (8.7%)     
  Astellas Pharma Inc.  14,065,700  536,385 
  Takeda Pharmaceutical     
  Co. Ltd.  5,949,900  286,084 
  Daiichi Sankyo Co. Ltd.  12,251,500  265,711 
^  Eisai Co. Ltd.  5,993,700  207,388 
  Shionogi & Co. Ltd.  10,586,534  194,202 
  Mitsubishi Tanabe     
  Pharma Corp.  7,100,000  113,502 
  Chugai Pharmaceutical     
  Co. Ltd.  4,651,800  85,517 
  Ono Pharmaceutical     
  Co. Ltd.  960,000  46,638 
      1,735,427 
Switzerland (5.0%)     
  Roche Holding AG  4,263,977  648,375 
  Novartis AG  4,869,880  271,552 
  Roche Holding AG     
  (Bearer)  514,320  80,950 
      1,000,877 

 

    Market 
    Value  
  Shares  ($000) 
United Kingdom (4.1%)     
AstraZeneca plc  14,681,500  713,040 
GlaxoSmithKline plc ADR  2,542,381  92,365 
    805,405 
Total International    4,178,207 
Total Common Stocks     
(Cost $12,587,892)    18,523,867 
Temporary Cash Investments (8.3%)   
Money Market Fund (0.1%)     
2,3 Vanguard Market     
Liquidity Fund, 0.207%  25,550,000  25,550 
 
  Face   
  Amount   
  ($000)   
Repurchase Agreements (6.2%)   
Barclays Capital Inc.     
0.220%, 2/1/11 (Dated     
1/31/11, Repurchase     
Value $1,044,406,000,     
collateralized by Federal     
Home Loan Mortgage     
Corp. 3.500%–5.000%,     
11/1/25–8/1/40, Federal     
National Mortgage Assn.     
2.826%–5.000%,     
9/1/25–1/1/41, and     
Government National     
Mortgage Assn.     
3.500%–5.500%,     
7/15/39–1/20/41)  1,044,400  1,044,400 
Morgan Stanley 0.220%,     
2/1/11 (Dated 1/31/11,     
Repurchase Value     
$188,001,000,     
collateralized by Federal     
Home Loan Mortgage     
Corp. 3.500%–5.000%,     
5/1/21–12/1/40)  188,000  188,000 
    1,232,400 
Commercial Paper (2.0%)     
General Electric     
Capital Services Inc.,     
0.250%, 5/2/11  200,000  199,884 
General Electric     
Capital Services Inc.,     
0.321%, 6/14/11  200,000  199,810 
    399,694 
Total Temporary Cash Investments   
(Cost $1,657,588)    1,657,644 
Total Investments (101.4%)     
(Cost $14,245,480)    20,181,511 

 

14


 

Health Care Fund

  Market 
  Value  
  ($000) 
Other Assets and Liabilities (-1.4%)   
Other Assets  93,478 
Liabilities3  (369,753) 
  (276,275) 
Net Assets (100%)  19,905,236 
 
 
Statement of Assets and Liabilities   
Assets   
Investments in Securities, at Value  20,181,511 
Receivables for Investment   
Securities Sold  56,909 
Other Assets  36,569 
Total Assets  20,274,989 
Liabilities   
Payables for Investment   
Securities Purchased  253,612 
Other Liabilities  116,141 
Total Liabilities  369,753 
Net Assets  19,905,236 

 

At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  13,872,668 
Overdistributed Net Investment Income  (36,363) 
Accumulated Net Realized Gains  135,286 
Unrealized Appreciation (Depreciation)   
Investment Securities  5,936,031 
Foreign Currencies and   
Forward Currency Contracts  (2,386) 
Net Assets  19,905,236 
 
 
Investor Shares—Net Assets   
Applicable to 67,955,756 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  8,446,721 
Net Asset Value Per Share—   
Investor Shares  $124.30 
 
 
Admiral Shares—Net Assets   
Applicable to 218,453,556 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  11,458,515 
Net Asset Value Per Share—   
Admiral Shares  $52.45 

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $24,246,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $25,550,000 of collateral received for securities on loan.
ADR—American Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

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Health Care Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends1,2  388,660 
Interest  3,855 
Security Lending  3,699 
Total Income  396,214 
Expenses   
Investment Advisory Fees—Note B  29,398 
The Vanguard Group—Note C   
Management and Administrative—Investor Shares  18,346 
Management and Administrative—Admiral Shares  11,770 
Marketing and Distribution—Investor Shares  2,129 
Marketing and Distribution—Admiral Shares  1,574 
Custodian Fees  467 
Auditing Fees  27 
Shareholders’ Reports—Investor Shares  173 
Shareholders’ Reports—Admiral Shares  32 
Trustees’ Fees and Expenses  30 
Total Expenses  63,946 
Net Investment Income  332,268 
Realized Net Gain (Loss)   
Investment Securities Sold2  494,277 
Foreign Currencies and Forward Currency Contracts  1,569 
Realized Net Gain (Loss)  495,846 
Change in Unrealized Appreciation (Depreciation)   
Investment Securities  667,348 
Foreign Currencies and Forward Currency Contracts  (3,155) 
Change in Unrealized Appreciation (Depreciation)  664,193 
Net Increase (Decrease) in Net Assets Resulting from Operations  1,492,307 

1 Dividends are net of foreign withholding taxes of $14,900,000.
2 Dividend income and realized net gain (loss) from affiliated companies of the fund were $0 and $31,823,000, respectively.

See accompanying Notes, which are an integral part of the Financial Statements.

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Health Care Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  332,268  325,728 
Realized Net Gain (Loss)  495,846  346,877 
Change in Unrealized Appreciation (Depreciation)  664,193  3,255,909 
Net Increase (Decrease) in Net Assets Resulting from Operations  1,492,307  3,928,514 
Distributions     
Net Investment Income     
Investor Shares  (137,642)  (169,451) 
Admiral Shares  (186,814)  (130,015) 
Realized Capital Gain1     
Investor Shares  (249,625)  (70,199) 
Admiral Shares  (269,464)  (51,618) 
Total Distributions  (843,545)  (421,283) 
Capital Share Transactions     
Investor Shares  (3,590,779)  (827,665) 
Admiral Shares  2,535,574  (422,405) 
Net Increase (Decrease) from Capital Share Transactions  (1,055,205)  (1,250,070) 
Total Increase (Decrease)  (406,443)  2,257,161 
Net Assets     
Beginning of Period  20,311,679  18,054,518 
End of Period2  19,905,236  20,311,679 

1 Includes fiscal 2011 and 2010 short-term gain distributions totaling $15,575,000 and $32,329,000, respectively. Short-term gain distribution are treated as ordinary income dividends for tax purposes.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($36,363,000) and ($25,007,000).

See accompanying Notes, which are an integral part of the Financial Statements.

17


 

Health Care Fund

Financial Highlights

Investor Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $120.06  $99.12  $133.80  $149.69  $143.39 
Investment Operations           
Net Investment Income  2.046  1.902  1.998  2.7661  1.953 
Net Realized and Unrealized Gain (Loss)           
on Investments  7.404  21.530  (25.229)  (5.317)  13.107 
Total from Investment Operations  9.450  23.432  (23.231)  (2.551)  15.060 
Distributions           
Dividends from Net Investment Income  (2.007)  (1.761)  (1.925)  (2.747)  (2.100) 
Distributions from Realized Capital Gains  (3.203)  (.731)  (9.524)  (10.592)  (6.660) 
Total Distributions  (5.210)  (2.492)  (11.449)  (13.339)  (8.760) 
Net Asset Value, End of Period  $124.30  $120.06  $99.12  $133.80  $149.69 
 
Total Return2  7.95%  23.63%  -17.44%  -1.97%  10.85% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $8,447  $11,692  $10,478  $14,314  $16,662 
Ratio of Total Expenses to           
Average Net Assets  0.35%  0.36%  0.29%  0.26%  0.25% 
Ratio of Net Investment Income to           
Average Net Assets  1.67%  1.73%  1.64%  1.78%1  1.33% 
Portfolio Turnover Rate  9%  6%  12%  9%  8% 

1 Net investment income per share and the ratio of net investment income to average net assets include $0.585 and 0.40%, respectively, resulting from a special dividend from Health Management Associates Class A in March 2007.
2 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction or account service fees.

See accompanying Notes, which are an integral part of the Financial Statements.

18


 

Health Care Fund

Financial Highlights

Admiral Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $50.67  $41.83  $56.47  $63.19  $60.52 
Investment Operations           
Net Investment Income  .891  .835  .879  1.2201  .877 
Net Realized and Unrealized Gain (Loss)           
on Investments  3.115  9.091  (10.648)  (2.257)  5.542 
Total from Investment Operations  4.006  9.926  (9.769)  (1.037)  6.419 
Distributions           
Dividends from Net Investment Income  (.874)  (.777)  (.852)  (1.212)  (.938) 
Distributions from Realized Capital Gains  (1.352)  (.309)  (4.019)  (4.471)  (2.811) 
Total Distributions  (2.226)  (1.086)  (4.871)  (5.683)  (3.749) 
Net Asset Value, End of Period  $52.45  $50.67  $41.83  $56.47  $63.19 
 
Total Return2  7.99%  23.72%  -17.38%  -1.90%  10.96% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $11,459  $8,619  $7,576  $10,513  $10,819 
Ratio of Total Expenses to           
Average Net Assets  0.30%  0.29%  0.22%  0.18%  0.17% 
Ratio of Net Investment Income to           
Average Net Assets  1.72%  1.80%  1.71%  1.86%1  1.41% 
Portfolio Turnover Rate  9%  6%  12%  9%  8% 

1 Net investment income per share and the ratio of net investment income to average net assets include $0.247 and 0.40%, respectively, resulting from a special dividend from Health Management Associates Class A in March 2007.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction fees.

See accompanying Notes, which are an integral part of the Financial Statements.

19


 

Health Care Fund

Notes to Financial Statements

Vanguard Health Care Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

3. Forward Currency Contracts: The fund enters into forward currency contracts to protect the value of securities and related receivables and payables against changes in future foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts.

Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. The aggregate principal amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized forward currency contract gains (losses).

20


 

Health Care Fund

4. Repurchase Agreements: The fund invests in repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008–2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

6. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

7. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold. Fees assessed on redemptions of capital shares are credited to paid-in capital.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. Wellington Management Company, LLP, provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. For the year ended January 31, 2011, the investment advisory fee represented an effective annual rate of 0.15% of the fund’s average net assets.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $3,362,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 1.34% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

21


 

Health Care Fund

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the fund’s investments as of January 31, 2011, based on the inputs used to value them:

  Level 1  Level 2  Level 3 
Investments  ($000)  ($000)  ($000) 
Common Stocks—U.S.  14,345,660     
Common Stocks—International  149,488  4,028,719   
Temporary Cash Investments  25,550  1,632,094   
Forward Currency Contracts—Liabilities    (5,303)   
Total  14,520,698  5,655,510   

 

At January 31, 2011, the fund had open forward currency contracts to receive and deliver currencies as follows. Unrealized appreciation (depreciation) on open forward currency contracts is treated as realized gain (loss) for tax purposes.

            Unrealized 
  Contract          Appreciation 
  Settlement      Contract Amount (000)  (Depreciation) 
Counterparty  Date    Receive    Deliver  ($000) 
Bank of America NA  2/24/11  USD  65,169  JPY  5,451,218  (1,351) 
UBS AG  2/24/11  USD  65,130  JPY  5,451,218  (1,390) 
Barclays Bank plc  3/24/11  USD  97,074  JPY  8,160,000  (2,562) 
JPY—Japanese yen.
USD—U.S. dollar.

 

The fund had net unrealized foreign currency gains of $2,917,000 resulting from the translation of other assets and liabilities at January 31, 2011.

F. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized net foreign currency losses of $1,567,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized gains to overdistributed net investment income. Certain of the fund’s investments are in securities considered to be “passive foreign investment companies,” for which any unrealized appreciation and/or realized gains are required to be included in distributable net income for tax purposes. Unrealized appreciation of $10,049,000 on the fund’s passive foreign investment company holdings through October 31, 2010 (the most recent previous mark-to-market

22


 

Health Care Fund

date for tax purposes), has been distributed and is reflected in the balance of overdistributed net investment income. Since October 31, 2010, the fund’s passive foreign investment company holdings have appreciated in value by $5,846,000, increasing the amount of taxable income available for distribution as of January 31, 2011. Unrealized appreciation on the fund’s passive foreign investment company holdings at January 31, 2011, was $15,895,000.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $17,601,000 from overdistributed net investment income, and $23,893,000 from accumulated net realized gains, to paid-in capital.

For tax purposes, at January 31, 2011, the fund had $33,661,000 of ordinary income and $117,098,000 of long-term capital gains available for distribution.

At January 31, 2011, the cost of investment securities for tax purposes was $14,261,375,000. Net unrealized appreciation of investment securities for tax purposes was $5,920,136,000, consisting of unrealized gains of $6,579,846,000 on securities that had risen in value since their purchase and $659,710,000 in unrealized losses on securities that had fallen in value since their purchase.

G. During the year ended January 31, 2011, the fund purchased $1,567,454,000 of investment securities and sold $2,338,270,000 of investment securities, other than temporary cash investments.

H. Capital share transactions for each class of shares were:

      Year Ended January 31, 
    2011    2010 
  Amount  Shares  Amount  Shares 
  ($000)  (000)  ($000)  (000) 
Investor Shares         
Issued  498,477  4,155  682,184  6,337 
Issued in Lieu of Cash Distributions  369,784  3,003  228,626  1,898 
Redeemed1  (4,459,040)  (36,589)  (1,738,475)  (16,563) 
Net Increase (Decrease)—Investor Shares  (3,590,779)  (29,431)  (827,665)  (8,328) 
Admiral Shares         
Issued  3,306,725  63,748  545,366  11,748 
Issued in Lieu of Cash Distributions  414,764  7,993  162,555  3,200 
Redeemed1  (1,185,915)  (23,405)  (1,130,326)  (25,942) 
Net Increase (Decrease)—Admiral Shares  2,535,574  48,336  (422,405)  (10,994) 
1 Net of redemption fees for fiscal 2011 and 2010 of $727,000 and $790,000, respectively (fund totals).

 

23


 

Health Care Fund

I. Certain of the fund’s investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:

      Current Period Transactions   
  Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
Cephalon Inc.  348,854  20,365  5,924    337,419 
Coventry Health Care Inc.  204,948    8,556    258,566 
Forest Laboratories Inc.  893,142    50,628    914,668 
Health Management Associates Inc.         
Class A  104,626    12,020    131,558 
NuVasive Inc.    50,073      59,526 
OSI Pharmaceuticals Inc.  131,435    220,866     
Parexel International Corp.  60,735    9,371    NA1 
  1,743,740        1,701,737 
1 Not applicable—At January 31, 2011, the security was still held, but the issuer was no longer an affiliated company of the fund. 

 

J. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

24


 

Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Health Care Fund: In our opinion, the accompanying statement of net assets and statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Health Care Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodians and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

 

Special 2010 tax information (unaudited) for Vanguard Health Care Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $525,936,000 as capital gain dividends (from net long-term capital gains) to shareholders during the fiscal year.

The fund distributed $340,031,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 59.2% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

25


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Health Care Fund Investor Shares
Periods Ended January 31, 2011

  One  Five  Ten 
  Year  Years  Years 
Returns Before Taxes  7.95%  3.67%  5.78% 
Returns After Taxes on Distributions  7.28  2.64  4.79 
Returns After Taxes on Distributions and Sale of Fund Shares  6.03  2.99  4.76 

 

Returns do not reflect the 1% fee on redemptions of shares held for less than one year.

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About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the 1% fee on redemptions of shares held for less than one year, nor do they include the account service fee described in the prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

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Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
Health Care Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return       
Investor Shares  $1,000.00  $1,133.81  $1.88 
Admiral Shares  1,000.00  1,133.96  1.61 
Based on Hypothetical 5% Yearly Return       
Investor Shares  $1,000.00  $1,023.44  $1.79 
Admiral Shares  1,000.00  1,023.69  1.53 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.35% for Investor Shares and 0.30% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

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Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

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Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

 P.O. Box 2600 
Valley Forge, PA 19482-2600  

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  CFA® is a trademark owned by CFA Institute. 
Direct Investor Account Services > 800-662-2739   
Institutional Investor Services > 800-523-1036   
Text Telephone for People   
With Hearing Impairment > 800-749-7273   
 
This material may be used in conjunction   
with the offering of shares of any Vanguard   
fund only if preceded or accompanied by   
the fund’s current prospectus.   
 
All comparative mutual fund data are from Lipper Inc. or   
Morningstar, Inc., unless otherwise noted.   
 
You can obtain a free copy of Vanguard’s proxy voting   
guidelines by visiting vanguard.com/proxyreporting or by   
calling Vanguard at 800-662-2739. The guidelines are   
also available from the SEC’s website, sec.gov. In   
addition, you may obtain a free report on how your fund   
voted the proxies for securities it owned during the 12   
months ended June 30. To get the report, visit either   
vanguard.com/proxyreporting or sec.gov.   
 
You can review and copy information about your fund at   
the SEC’s Public Reference Room in Washington, D.C. To   
find out more about this public service, call the SEC at   
202-551-8090. Information about your fund is also   
available on the SEC’s website, and you can receive   
copies of this information, for a fee, by sending a   
request in either of two ways: via e-mail addressed to   
publicinfo@sec.gov or via regular mail addressed to the   
Public Reference Section, Securities and Exchange   
Commission, Washington, DC 20549-1520.   

© 2011 The Vanguard Group, Inc. All rights reserved.

Vanguard Marketing Corporation, Distributor.

Q520 032011

 


 

 

Vanguard REIT Index Fund 
Annual Report 
January 31, 2011 

 



 

> Vanguard REIT Index Fund returned about 40% for the fiscal year ended January 31, 2011.

> The fund closely tracked its benchmark index and surpassed the average return of its peer group.

> All real estate investment trust (REIT) segments delivered impressive returns, with residential REITs posting the strongest results.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Fund Profile.  7 
Performance Summary.  8 
Financial Statements.  11 
Your Fund’s After-Tax Returns.  30 
About Your Fund’s Expenses.  31 
Glossary.  33 

 

REIT Index Fund

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard REIT Index Fund   
Investor Shares  40.02% 
Admiral™ Shares  40.21 
Signal® Shares  40.25 
Institutional Shares  40.24 
ETF Shares   
Market Price  40.27 
Net Asset Value  40.19 
MSCI US REIT Index  40.23 
Real Estate Funds Average  38.56 
Real Estate Funds Average: Derived from data provided by Lipper Inc.

 

Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Signal Shares and Institutional Shares are available to certain institutional investors who meet specific administrative, service, and account-size criteria. The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. No. 6,879,964 B2; 7,337,138.

For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market price was above or below the NAV.

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share   
  Starting  Ending  Income  Capital  Return of 
  Share Price  Share Price  Dividends  Gains  Capital 
Vanguard REIT Index Fund           
Investor Shares  $14.05  $18.99  $0.603  $0.000  $0.000 
Admiral Shares  59.95  81.03  2.674  0.000  0.000 
Signal Shares  16.00  21.63  0.715  0.000  0.000 
Institutional Shares  9.28  12.54  0.419  0.000  0.000 
ETF Shares  42.30  57.17  1.891  0.000  0.000 

 

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Chairman’s Letter

Dear Shareholder,

The REIT sector was one of the brightest areas in a stock market that continued its steady climb. Vanguard REIT Index Fund returned about 40% for the fiscal year ended January 31, 2011, in line with the result for its target index and a bit better than its peer-group average return. It was the second straight year the fund posted returns of 40% or more and outperformed the broad U.S. stock market.

REITs, which took a harsh beating during the financial crisis of 2008 and 2009, continued to strengthen their balance sheets and reduce debt. All six subsectors of the REIT market benefited from the improved economic environment and finished the fiscal year with returns of at least 30%. Residential REITs recorded the best returns for the fund, retail REITs performed well, and specialized REITs also contributed greatly to the fund’s return.

Please note: As part of our ongoing efforts to lower the cost of investing for all of our clients, we have broadened the availability of our lower-cost Admiral Shares, reducing the Admiral minimums for most of our broad-market index funds, including the REIT Index Fund, from $100,000 to $10,000.

If you own the fund in a taxable account, you may wish to review information about its after-tax returns provided later in this report.

2


 

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns in the year ended January 31, 2011, with much of the strength materializing in the second half of the year. Europe’s sovereign debt challenges and concerns that the economic recovery in the United States might not reach escape velocity seemed to recede from investors’ minds, displaced by strong corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start and a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about 5% for the year. As investors searched for

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising rates and a confluence of other factors weighed on prices. The expiration of the Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

Every subsector contributed to the fund’s strong performance
While the broader stock market has experienced pockets of volatility during an impressive recovery that is now approaching the two-year mark, the REIT market has enjoyed a largely tremor-free rally. Of course, REITs fell even further than the broader market during the financial crisis, but they’ve regained their footing as the economy has fought back. There is often a connection to

Expense Ratios
Your Fund Compared With Its Peer Group

            Peer 
  Investor  Admiral  Signal  Institutional  ETF  Group 
  Shares  Shares  Shares  Shares  Shares  Average 
REIT Index Fund  0.26%  0.13%  0.14%  0.09%  0.13%  1.44% 

 

The fund expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the fund’s expense ratios were 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.12% for Signal Shares, 0.08% for Institutional Shares, and 0.12% for ETF Shares. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Real Estate Funds.

4


 

the economy and the health of REITs, because rental rates and demand are sensitive to a range of economic forces.

The recent strong performance of REITs can also be linked to yields. REITs, which are required to distribute at least 90% of their taxable income to their shareholders, seem to be drawing the attention of income-seeking investors pinched by historically low interest rates. The strong demand helped lift share prices for REITs.

Residential REITs returned almost 60% for the fiscal year. Most residential REITs own apartment buildings, which have benefited from the moribund home buyers’ market. Rental demand has been relatively strong because it remains difficult for many people to obtain the credit necessary to buy a home, while others simply aren’t willing to make the financial commitment in the still-skittish economy.

For different reasons, economic conditions also buoyed retail REITs. The economy has settled enough to draw retailers to the desirable properties usually owned by REITs, such as malls and other prime locations. Rental rates, which had bottomed out during the financial crisis, began trending up again because of increased demand.

The improved economy also has helped specialized REITs, the largest REIT subsector, which includes hotels, hospitality properties, and self-storage companies. Office, diversified, and industrial REITs didn’t perform quite as

Total Returns
Ten Years Ended January 31, 2011

  Average 
  Annual Return 
REIT Index Fund Investor Shares  10.89% 
REIT Spliced Index  10.92 
Real Estate Funds Average  9.96 

 

REIT Spliced Index: MSCI US REIT Index adjusted to include a 2% cash position (Lipper Money Market Average) through April 30, 2009; MSCI US REIT Index thereafter.

Real Estate Funds Average: Derived from data provided by Lipper Inc.

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

well as their brethren in the other REIT subsectors, but they all registered returns of more than 30% for the fiscal year.

Fund achieved solid returns over recent decade
The REIT Index Fund fared much better than the broader stock market over the past decade. Despite experiencing a severe downturn during its 2008 and 2009 fiscal years as the financial crisis deepened, the fund managed an average annual return of 10.89% for the decade, tightly tracking its benchmark index and eclipsing the average annual return of its real estate fund peers by about 1 percentage point. By comparison, the broader U.S. stock market, as measured by the Dow Jones U.S. Total Stock Market Index, posted an average annual return of 2.47% for the same period.

The fund’s tight tracking is a tribute to Vanguard Quantitative Equity Group, the portfolio’s advisor. Quantitative Equity Group has about 35 years of experience developing and implementing sophisticated indexing techniques and trading methodologies. The fund is also helped by its extremely low costs, which help ensure more of its returns are retained by you, our shareholders.

REIT funds offer opportunity for further diversification
While the REIT Fund’s annualized returns over the past decade indicate a solid performance, the road leading to those results wasn’t smooth: It was paved with volatility and risk. Before the recent two-year rally in the REIT market, the fund suffered through fiscal-year returns of about –48% for 2009 and –23% for 2008. Of course, investors who sold their shares when times were bleakest didn’t share in the recovery.

The REIT Index Fund, which offers exposure to a narrow but meaningful slice of the stock market, is suited for investors who are looking to further diversify or fill a potential gap in their portfolios. REITs frequently behave independently from the broad stock market, and the dramatic movements––both up and down––they’ve experienced the past few years are not unusual.

Vanguard counsels every client to maintain a long-term approach and build a portfolio that includes a diversified mix of stocks, bonds, and cash that is consistent with his or her goals, time horizon, and risk tolerance. The REIT Index Fund, with its low costs and broad exposure to the commercial real estate market, can help add diversification to an already well-rounded portfolio.

As always, thank you for entrusting your assets to Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 10, 2011

6


 

REIT Index Fund

Fund Profile
As of January 31, 2011

Share-Class Characteristics           
  Investor  Admiral  Signal  Institutional  ETF 
  Shares  Shares  Shares  Shares  Shares 
Ticker Symbol  VGSIX  VGSLX  VGRSX  VGSNX  VNQ 
Expense Ratio1  0.26%  0.13%  0.14%  0.09%  0.13% 

 

Portfolio Characteristics     
      DJ 
      U.S. Total 
    MSCI US  Market 
  Fund REIT Index   Index 
Number of Stocks  104  103  3,858 
Median Market Cap  $6.3B  $6.3B  $30.9B 
Price/Earnings Ratio  206.5x  206.5x  17.7x 
Price/Book Ratio  2.2x  2.2x  2.3x 
Return on Equity  5.9%  5.9%  19.0% 
Earnings Growth Rate  -7.8%  -7.8%  6.0% 
Dividend Yield  3.6%  3.6%  1.7% 
Turnover Rate  12%     
Short-Term Reserves  0.6%     

Dividend Yield: This yield may include some payments that represent a return of capital, capital gains distributions, or both by the underlying REITs. These amounts are determined by each REIT at the end of its fiscal year.

Subindustry Diversification (% of equity exposure)
    MSCI US 
  Fund  REIT Index 
Diversified REITs  7.7%  7.7% 
Industrial REITs  5.8  5.8 
Office REITs  16.4  16.4 
Residential REITs  16.5  16.5 
Retail REITs  26.0  26.0 
Specialized REITs  27.6  27.6 

 

Volatility Measures     
    DJ 
  REIT  U.S. Total 
  Spliced  Market 
  Index  Index 
R-Squared  1.00  0.70 
Beta  1.00  1.49 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. 
 
Ten Largest Holdings (% of total net assets) 
Simon Property Group  Retail REITs   
Inc.    9.0% 
Public Storage  Specialized REITs  4.8 
Equity Residential  Residential REITs  4.7 
Vornado Realty Trust  Diversified REITs  4.4 
HCP Inc.  Specialized REITs  4.1 
Boston Properties Inc.  Office REITs  4.0 
Host Hotels & Resorts  Specialized REITs   
Inc.    3.7 
AvalonBay Communities  Residential REITs   
Inc.    3.0 
Ventas Inc.  Specialized REITs  2.6 
ProLogis  Industrial REITs  2.5 
Top Ten    42.8% 
The holdings listed exclude any temporary cash investments and equity index products. 

 

1 The expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratios were 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.12% for Signal Shares, 0.08% for Institutional Shares, and 0.12% for ETF Shares.

7


 

REIT Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: January 31, 2001, Through January 31, 2011
Initial Investment of $10,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
        Final Value 
  One  Five  Ten  of a $10,000 
  Year  Years  Years  Investment 
REIT Index Fund Investor Shares  40.02%  2.56%  10.89%  $28,109 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  2.47  12,759 
REIT Spliced Index  40.23  2.52  10.92  28,178 
Real Estate Funds Average  38.56  1.32  9.96  25,837 

REIT Spliced Index: MSCI US REIT Index adjusted to include a 2% cash position (Lipper Money Market Average) through April 30, 2009; MSCI US REIT Index thereafter.
Real Estate Funds Average: Derived from data provided by Lipper Inc.

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year. The fee does not apply to the ETF Shares.

See Financial Highlights for dividend and capital gains information.

8


 

REIT Index Fund

    Average Annual Total Returns   
    Periods Ended January 31, 2011   
      Since  Final Value 
  One  Five  Inception  of a $10,000 
  Year  Years  (11/12/2001)  Investment 
REIT Index Fund Admiral Shares  40.21%  2.67%  11.30%  $26,839 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  4.88  15,517 
REIT Spliced Index  40.23  2.52  11.22  26,647 
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards. 

 

    Since  Final Value 
  One  Inception  of a $10,000 
  Year  (6/4/2007)  Investment 
REIT Index Fund Signal Shares  40.25%  -3.59%  $8,747 
Dow Jones U.S. Total Stock Market       
Index  24.31  -1.79  9,361 
REIT Spliced Index  40.23  -3.79  8,682 
"Since Inception" performance is calculated from the Signal Shares’ inception date for both the fund and its comparative standards. 

 

      Since  Final Value 
  One  Five  Inception  of a $5,000,000 
  Year  Years  (12/2/2003)  Investment 
REIT Index Fund Institutional Shares  40.24%  2.70%  8.86%  $9,187,761 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  5.62  7,397,993 
REIT Spliced Index  40.23  2.52  8.72  9,098,737 
"Since Inception" performance is calculated from the Institutional Shares’ inception date for both the fund and its comparative standards. 

 

      Since  Final Value 
  One  Five  Inception  of a $10,000 
  Year  Years  (9/23/2004)  Investment 
REIT Index Fund         
ETF Shares Net Asset Value  40.19%  2.67%  7.76%  $16,077 
Dow Jones U.S. Total Stock Market Index  24.31  2.86  5.55  14,094 
REIT Spliced Index  40.23  2.52  7.63  15,956 
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards. 

 

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year. The fee does not apply to the ETF Shares.

9


 

REIT Index Fund

Cumulative Returns of ETF Shares: September 23, 2004, Through January 31, 2011

      Since 
  One  Five  Inception 
  Year  Years  (9/23/2004) 
REIT Index Fund       
ETF Shares Market Price  40.27%  14.04%  60.75% 
REIT Index Fund       
ETF Shares Net Asset Value  40.19  14.09  60.77 
REIT Spliced Index  40.23  13.25  59.56 
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards. 

 

Fiscal-Year Total Returns (%): January 31, 2001, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Five  Ten 
  Date  Year  Years  Years 
Investor Shares  5/13/1996  28.30%  3.38%  10.57% 
Admiral Shares  11/12/2001  28.49  3.49  11.021 
Signal Shares  6/4/2007  28.47    -4.541 
Institutional Shares  12/2/2003  28.56  3.52  8.481 
ETF Shares  9/23/2004       
Market Price    28.37  3.51  7.311 
Net Asset Value    28.47  3.50  7.311 
1 Return since inception.

 

Vanguard fund returns do not reflect the 1% fee on redemptions of shares held for less than one year. The fee does not apply to the ETF Shares.

10


 

REIT Index Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market 
      Value  
    Shares  ($000) 
Real Estate Investment Trusts (99.5%)1   
Diversified REITs (7.7%)     
  Vornado Realty Trust  8,915,229  785,343 
2  Liberty Property Trust  6,181,253  214,922 
2  Washington Real Estate     
  Investment Trust  3,394,964  104,158 
  Colonial Properties Trust  3,677,764  70,576 
  PS Business Parks Inc.  1,069,467  62,254 
  Cousins Properties Inc.  5,057,915  43,093 
2  Investors Real Estate     
  Trust  4,219,922  37,726 
2  Retail Opportunity     
  Investments Corp.  2,271,448  22,249 
*,2  CapLease Inc.  3,107,515  17,153 
  Winthrop Realty Trust  1,282,957  15,780 
      1,373,254 
Industrial REITs (5.8%)     
*,2  ProLogis  30,268,169  451,601 
2  AMB Property Corp.  9,144,495  306,798 
2  DuPont Fabros     
  Technology Inc.  3,220,165  73,806 
2  EastGroup Properties Inc.  1,465,624  63,886 
2  DCT Industrial Trust Inc.  11,483,156  63,617 
2  First Potomac Realty     
  Trust  2,631,595  42,369 
*  First Industrial Realty     
  Trust Inc.  3,118,540  31,871 
      1,033,948 
Office REITs (16.3%)     
2  Boston Properties Inc.  7,571,327  714,506 
2  SL Green Realty Corp.  4,250,346  309,255 
^,2  Digital Realty Trust Inc.  4,744,175  258,083 
2  Alexandria Real Estate     
  Equities Inc.  2,941,710  226,629 
2  Duke Realty Corp.  13,668,615  187,260 
2  Mack-Cali Realty Corp.  4,314,715  151,101 
2  Corporate Office     
  Properties Trust  3,582,118  130,927 

 

      Market 
      Value  
    Shares  ($000) 
2  Highwoods Properties Inc.  3,891,607  127,528 
2  BioMed Realty Trust Inc.  6,987,113  124,720 
  Douglas Emmett Inc.  6,001,915  110,615 
2  Kilroy Realty Corp.  2,844,800  108,501 
2  CommonWealth REIT  3,917,740  104,486 
  Piedmont Office Realty     
  Trust Inc. Class A  5,067,493  100,235 
2  Brandywine Realty Trust  7,173,007  83,207 
  Lexington Realty Trust  7,074,572  59,922 
  Franklin Street     
  Properties Corp.  3,896,940  58,415 
  Government Properties     
  Income Trust  1,600,228  41,446 
2  Parkway Properties Inc.  1,191,151  20,131 
      2,916,967 
Residential REITs (16.4%)     
2  Equity Residential  15,403,130  834,696 
2  AvalonBay     
  Communities Inc.  4,627,825  536,504 
2  UDR Inc.  9,747,925  228,881 
2  Camden Property Trust  3,639,882  201,759 
2  Essex Property Trust Inc.  1,648,208  191,192 
2  Apartment Investment     
  & Management Co.  6,358,887  162,533 
2  BRE Properties Inc.  3,478,981  155,336 
2  American Campus     
  Communities Inc.  3,528,937  114,126 
2  Mid-America Apartment     
  Communities Inc.  1,782,296  113,621 
2  Home Properties Inc.  2,036,851  113,412 
2  Post Properties Inc.  2,644,778  97,936 
2  Equity Lifestyle     
  Properties Inc.  1,586,433  90,236 
2  Associated Estates     
  Realty Corp.  2,180,051  32,287 
  Sun Communities Inc.  946,561  31,350 
2  Education Realty     
  Trust Inc.  3,827,519  29,855 
      2,933,724 

 

11


 

REIT Index Fund

      Market 
      Value  
    Shares  ($000) 
Retail REITs (25.9%)     
2  Simon Property     
  Group Inc.  15,912,025  1,614,275 
2  Kimco Realty Corp.  22,053,156  398,942 
  General Growth     
  Properties Inc.  23,463,190  347,490 
2  Macerich Co.  7,069,956  344,024 
2  Federal Realty     
  Investment Trust  3,337,585  268,442 
^,2  Realty Income Corp.  6,359,755  222,337 
2  Regency Centers Corp.  4,448,311  191,767 
  Developers Diversified     
  Realty Corp.  11,553,072  157,122 
2  Taubman Centers Inc.  2,971,349  155,550 
2  Weingarten Realty     
  Investors  6,214,924  152,390 
2  CBL & Associates     
  Properties Inc.  7,128,035  121,604 
2  Tanger Factory     
  Outlet Centers  4,399,064  114,860 
2  National Retail     
  Properties Inc.  4,530,804  112,590 
  Equity One Inc.  2,783,661  51,915 
  Alexander’s Inc.  124,807  50,508 
2  Glimcher Realty Trust  5,327,540  46,936 
  Getty Realty Corp.  1,432,161  41,590 
2  Acadia Realty Trust  2,181,353  40,311 
2  Pennsylvania Real Estate     
  Investment Trust  2,855,327  39,004 
  Inland Real Estate Corp.  4,185,118  38,838 
  Saul Centers Inc.  747,747  35,406 
2  Ramco-Gershenson     
  Properties Trust  1,959,017  25,193 
  Urstadt Biddle     
  Properties Inc. Class A  1,061,863  20,611 
  Cedar Shopping     
  Centers Inc.  3,214,603  19,448 
2  Kite Realty Group Trust  3,435,496  18,139 
  Urstadt Biddle     
  Properties Inc.  69,255  1,124 
      4,630,416 
Specialized REITs (27.4%)     
  Public Storage  7,853,261  855,848 
2  HCP Inc.  19,828,591  735,442 
2  Host Hotels &     
  Resorts Inc.  36,015,984  666,656 
2  Ventas Inc.  8,535,912  473,402 
2  Health Care REIT Inc.  7,879,925  386,747 
2  Nationwide Health     
  Properties Inc.  6,721,614  252,397 
2  Senior Housing     
  Properties Trust  7,606,590  170,540 

 

      Market 
      Value  
    Shares  ($000) 
2  Hospitality     
  Properties Trust  6,705,111  166,756 
2  Entertainment     
  Properties Trust  2,525,421  116,245 
2  Omega Healthcare     
  Investors Inc.  5,150,105  114,744 
*,2  DiamondRock     
  Hospitality Co.  8,997,267  109,137 
2  LaSalle Hotel Properties  3,792,474  105,317 
2  Extra Space Storage Inc.  4,514,508  86,814 
2  Healthcare Realty     
  Trust Inc.  3,458,313  72,625 
2  Medical Properties     
  Trust Inc.  6,043,443  66,357 
*,2  Sunstone Hotel     
  Investors Inc.  6,412,825  65,475 
  National Health     
  Investors Inc.  1,353,071  61,876 
2  Sovran Self Storage Inc.  1,499,373  57,636 
  Hersha Hospitality     
  Trust Class A  8,030,749  52,923 
*,2  Strategic Hotels &     
  Resorts Inc.  8,219,628  45,290 
  U-Store-It Trust  4,579,098  44,234 
2  Pebblebrook Hotel Trust  2,059,167  42,336 
*,2  FelCor Lodging Trust Inc.  5,273,755  37,074 
  LTC Properties Inc.  1,261,640  34,493 
*  Ashford Hospitality     
  Trust Inc.  2,548,029  24,843 
2,†  Sabra Healthcare REIT Inc.  1,281,081  23,841 
2  Universal Health     
  Realty Income Trust  632,845  23,004 
2  Chesapeake Lodging Trust  937,406  17,155 
      4,909,207 
Total Real Estate Investment Trusts   
(Cost $16,063,168)    17,797,516 

 

12


 

REIT Index Fund

    Market 
    Value  
  Shares  ($000) 
Temporary Cash Investments (0.9%)1   
Money Market Fund (0.9%)   
3,4 Vanguard Market Liquidity   
Fund, 0.207%  159,299,579  159,300 
 
  Face   
  Amount   
  ($000)   
U.S. Government and Agency Obligations (0.0%) 
5 Freddie Mac     
Discount Notes,     
0.331%, 3/28/11  6,000  5,998 
Total Temporary Cash Investments   
(Cost $165,297)    165,298 
Total Investments (100.4%)   
(Cost $16,228,465)    17,962,814 
Other Assets and Liabilities (-0.4%)   
Other Assets    77,662 
Liabilities4    (143,259) 
    (65,597) 
Net Assets (100%)    17,897,217 
 
 
Statement of Assets and Liabilities   
Assets     
Investments in Securities, at Value  17,962,814 
Accrued Income Receivable  41,924 
Other Assets    35,738 
Total Assets    18,040,476 
Liabilities     
Security Lending Collateral Payable   
to Brokers    66,813 
Payables for Capital Shares Redeemed  27,568 
Other Liabilities    48,878 
Total Liabilities    143,259 
Net Assets    17,897,217 

 

At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  16,410,542 
Overdistributed Net Investment Income  (4,689) 
Accumulated Net Realized Losses  (262,776) 
Unrealized Appreciation (Depreciation)   
Investment Securities  1,734,349 
Swap Contracts  19,791 
Net Assets  17,897,217 
 
 
Investor Shares—Net Assets   
Applicable to 139,987,601 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  2,657,991 
Net Asset Value Per Share—   
Investor Shares  $18.99 
 
Admiral Shares—Net Assets   
Applicable to 58,188,119 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  4,715,006 
Net Asset Value Per Share—   
Admiral Shares  $81.03 
 
 
Signal Shares—Net Assets   
Applicable to 38,623,300 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  835,432 
Net Asset Value Per Share—   
Signal Shares  $21.63 

 

13


 

REIT Index Fund

  Amount 
  ($000) 
Institutional Shares—Net Assets   
Applicable to 128,645,638 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  1,613,504 
Net Asset Value Per Share—   
Institutional Shares  $12.54 
 
 
ETF Shares—Net Assets   
Applicable to 141,253,776 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  8,075,284 
Net Asset Value Per Share—   
ETF Shares  $57.17 

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
† Non-income-producing security. New issue that has not paid a dividend as of January 31, 2011.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $65,760,000.
1 The fund invests a portion of its assets in Real Estate Investment Trusts through the use of swap contracts. After giving effect to swap investments, the fund’s effective Real Estate Investment Trust and temporary cash investment positions represent 99.9% and 0.5%, respectively, of net assets.
2 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
4 Includes $66,813,000 of collateral received for securities on loan.
5 The issuer operates under a congressional charter; its securities are not backed by the full faith and credit of the U.S. government.
REIT—Real Estate Investment Trust.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

REIT Index Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends1  350,766 
Interest1  173 
Security Lending  1,731 
Total Income  352,670 
Expenses   
The Vanguard Group—Note B   
Investment Advisory Services  828 
Management and Administrative—Investor Shares  8,869 
Management and Administrative—Admiral Shares  2,211 
Management and Administrative—Signal Shares  524 
Management and Administrative—Institutional Shares  571 
Management and Administrative—ETF Shares  4,919 
Marketing and Distribution—Investor Shares  1,076 
Marketing and Distribution—Admiral Shares  314 
Marketing and Distribution—Signal Shares  176 
Marketing and Distribution—Institutional Shares  348 
Marketing and Distribution—ETF Shares  1,674 
Custodian Fees  111 
Auditing Fees  32 
Shareholders’ Reports—Investor Shares  40 
Shareholders’ Reports—Admiral Shares  16 
Shareholders’ Reports—Signal Shares  6 
Shareholders’ Reports—Institutional Shares  12 
Shareholders’ Reports—ETF Shares  290 
Trustees’ Fees and Expenses  21 
Total Expenses  22,038 
Net Investment Income  330,632 
Realized Net Gain (Loss)   
Capital Gain Distributions Received  74,138 
Investment Securities Sold  607,132 
Swap Contracts  26,538 
Realized Net Gain (Loss)1  707,808 
Change in Unrealized Appreciation (Depreciation)   
Investment Securities  3,579,337 
Swap Contracts  2,088 
Change in Unrealized Appreciation (Depreciation)  3,581,425 
Net Increase (Decrease) in Net Assets Resulting from Operations  4,619,865 

1 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $272,958,000, $161,000, and $602,399,000, respectively.

See accompanying Notes, which are an integral part of the Financial Statements.

15


 

REIT Index Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  330,632  318,714 
Realized Net Gain (Loss)  707,808  (279,343) 
Change in Unrealized Appreciation (Depreciation)  3,581,425  3,082,398 
Net Increase (Decrease) in Net Assets Resulting from Operations  4,619,865  3,121,769 
Distributions     
Net Investment Income     
Investor Shares  (135,406)  (116,521) 
Admiral Shares  (88,776)  (43,685) 
Signal Shares  (23,109)  (17,371) 
Institutional Shares  (48,372)  (28,920) 
ETF Shares  (227,850)  (115,870) 
Realized Capital Gain     
Investor Shares     
Admiral Shares     
Signal Shares     
Institutional Shares     
ETF Shares     
Return of Capital     
Investor Shares    (38,280) 
Admiral Shares    (14,352) 
Signal Shares    (5,707) 
Institutional Shares    (9,501) 
ETF Shares    (38,066) 
Total Distributions  (523,513)  (428,273) 
Capital Share Transactions     
Investor Shares  (2,088,856)  297,943 
Admiral Shares  2,816,862  64,315 
Signal Shares  165,550  (9,662) 
Institutional Shares  345,514  151,229 
ETF Shares  1,620,012  2,329,044 
Net Increase (Decrease) from Capital Share Transactions  2,859,082  2,832,869 
Total Increase (Decrease)  6,955,434  5,526,365 
Net Assets     
Beginning of Period  10,941,783  5,415,418 
End of Period1  17,897,217  10,941,783 

1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($4,689,000) and ($7,474,000).

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Financial Highlights

Investor Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $14.05  $10.02  $20.38  $27.76  $21.29 
Investment Operations           
Net Investment Income  .399  .477  .593  .615  .530 
Net Realized and Unrealized Gain (Loss)           
on Investments1  5.144  4.192  (9.975)  (6.985)  7.000 
Total from Investment Operations  5.543  4.669  (9.382)  (6.370)  7.530 
Distributions           
Dividends from Net Investment Income  (.603)  (.481)  (.571)  (.622)  (.534) 
Distributions from Realized Capital Gains      (.125)  (.199)  (.413) 
Return of Capital    (.158)  (.282)  (.189)  (.113) 
Total Distributions  (.603)  (.639)  (.978)  (1.010)  (1.060) 
Net Asset Value, End of Period  $18.99  $14.05  $10.02  $20.38  $27.76 
 
Total Return2  40.02%  48.51%  -47.82%  -23.28%  36.32% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $2,658  $3,572  $2,274  $4,046  $6,827 
Ratio of Total Expenses to Average Net Assets  0.26%  0.26%  0.21%  0.20%  0.21% 
Ratio of Net Investment Income to           
Average Net Assets  2.22%  3.94%  3.36%  2.52%  2.27% 
Portfolio Turnover Rate3  12%  16%  10%  13%  11% 

1 Includes increases from redemption fees of $0.00, $0.00, $0.00, $0.02, and $0.00.
2 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Financial Highlights

Admiral Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $59.95  $42.74  $86.94  $118.46  $90.82 
Investment Operations           
Net Investment Income  1.806  2.083  2.581  2.707  2.328 
Net Realized and Unrealized Gain (Loss)           
on Investments1  21.948  17.909  (42.527)  (29.817)  29.903 
Total from Investment Operations  23.754  19.992  (39.946)  (27.110)  32.231 
Distributions           
Dividends from Net Investment Income  (2.674)  (2.094)  (2.491)  (2.735)  (2.341) 
Distributions from Realized Capital Gains      (.535)  (.849)  (1.761) 
Return of Capital    (.688)  (1.228)  (.826)  (.489) 
Total Distributions  (2.674)  (2.782)  (4.254)  (4.410)  (4.591) 
Net Asset Value, End of Period  $81.03  $59.95  $42.74  $86.94  $118.46 
 
Total Return2  40.21%  48.73%  -47.77%  -23.23%  36.46% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $4,715  $1,296  $873  $1,706  $3,392 
Ratio of Total Expenses to Average Net Assets  0.12%  0.13%  0.11%  0.10%  0.14% 
Ratio of Net Investment Income to           
Average Net Assets  2.36%  4.07%  3.46%  2.62%  2.34% 
Portfolio Turnover Rate3  12%  16%  10%  13%  11% 

1 Includes increases from redemption fees of $0.00, $0.01, $0.02, $0.10, and $0.02.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction fees.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Financial Highlights

Signal Shares

        June 4, 
        20071 to 
  Year Ended January 31,  Jan. 31, 
For a Share Outstanding Throughout Each Period  2011  2010  2009  2008 
Net Asset Value, Beginning of Period  $16.00  $11.41  $23.21  $30.05 
Investment Operations         
Net Investment Income  .483  .557  .688  .470 
Net Realized and Unrealized Gain (Loss) on Investments  5.862  4.775  (11.353)  (6.311) 
Total from Investment Operations  6.345  5.332  (10.665)  (5.841) 
Distributions         
Dividends from Net Investment Income  (.715)  (.559)  (.664)  (.620) 
Distributions from Realized Capital Gains      (.143)  (.192) 
Return of Capital    (.183)  (.328)  (.187) 
Total Distributions  (.715)  (.742)  (1.135)  (.999) 
Net Asset Value, End of Period  $21.63  $16.00  $11.41  $23.21 
 
Total Return2  40.25%  48.68%  -47.77%  -19.68% 
 
Ratios/Supplemental Data         
Net Assets, End of Period (Millions)  $835  $489  $350  $538 
Ratio of Total Expenses to Average Net Assets  0.12%  0.14%  0.11%  0.10%3 
Ratio of Net Investment Income to Average Net Assets  2.36%  4.06%  3.46%  2.62%3 
Portfolio Turnover Rate4  12%  16%  10%  13% 

1 Inception.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction fees.
3 Annualized.
4 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Financial Highlights

Institutional Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $9.28  $6.61  $13.46  $18.33  $14.06 
Investment Operations           
Net Investment Income  .284  .326  .401  .420  .366 
Net Realized and Unrealized Gain (Loss)           
on Investments1  3.395  2.777  (6.591)  (4.605)  4.621 
Total from Investment Operations  3.679  3.103  (6.190)  (4.185)  4.987 
Distributions           
Dividends from Net Investment Income  (.419)  (.326)  (.386)  (.426)  (.368) 
Distributions from Realized Capital Gains      (.083)  (.131)  (.273) 
Return of Capital    (.107)  (.191)  (.128)  (.076) 
Total Distributions  (.419)  (.433)  (.660)  (.685)  (.717) 
Net Asset Value, End of Period  $12.54  $9.28  $6.61  $13.46  $18.33 
 
Total Return2  40.24%  48.90%  -47.82%  -23.18%  36.45% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $1,614  $907  $504  $722  $960 
Ratio of Total Expenses to Average Net Assets  0.08%  0.09%  0.09%  0.09%  0.10% 
Ratio of Net Investment Income to           
Average Net Assets  2.40%  4.11%  3.48%  2.63%  2.38% 
Portfolio Turnover Rate3  12%  16%  10%  13%  11% 

1 Includes increases from redemption fees of $0.00, $0.00, $0.00, $0.01, and $0.00.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction fees.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Financial Highlights

ETF Shares

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $42.30  $30.14  $61.31  $83.55  $64.07 
Investment Operations           
Net Investment Income  1.278  1.473  1.820  1.908  1.654 
Net Realized and Unrealized Gain (Loss)           
on Investments1  15.483  12.651  (29.990)  (21.037)  21.080 
Total from Investment Operations  16.761  14.124  (28.170)  (19.129)  22.734 
Distributions           
Dividends from Net Investment Income  (1.891)  (1.478)  (1.757)  (1.931)  (1.665) 
Distributions from Realized Capital Gains      (.377)  (.598)  (1.242) 
Return of Capital    (.486)  (.866)  (.582)  (.347) 
Total Distributions  (1.891)  (1.964)  (3.000)  (3.111)  (3.254) 
Net Asset Value, End of Period  $57.17  $42.30  $30.14  $61.31  $83.55 
 
Total Return  40.19%  48.74%  -47.77%  -23.23%  36.48% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $8,075  $4,678  $1,414  $2,082  $1,713 
Ratio of Total Expenses to Average Net Assets  0.12%  0.13%  0.11%  0.10%  0.12% 
Ratio of Net Investment Income to           
Average Net Assets  2.36%  4.07%  3.46%  2.62%  2.36% 
Portfolio Turnover Rate2  12%  16%  10%  13%  11% 

1 Includes increases from redemption fees of $0.01, $0.01, $0.01, $0.04, and $0.01.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

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REIT Index Fund

Notes to Financial Statements

Vanguard REIT Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers five classes of shares: Investor Shares, Admiral Shares, Signal Shares, Institutional Shares, and ETF Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares, Signal Shares, and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria. ETF Shares are listed for trading on the NYSE Arca, Inc.; they can be purchased and sold through a broker.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

2. Swap Contracts: The fund enters into swap transactions to earn the total return on a specified REIT index. Under the terms of the swaps, the fund receives the total return (either receiving the increase or paying the decrease) on a reference index, applied to a notional principal amount. In return, the fund agrees to pay the counterparty a floating rate, which is reset periodically based on short-term interest rates, applied to the same notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily and the change in value is recorded as unrealized appreciation (depreciation) until periodic payments are made, or the swap terminates, at which time realized gain (loss) is recorded. The primary risk associated with the swaps is that a counterparty will default on its obligation to pay net amounts due to the fund. The fund’s maximum risk of loss from counterparty credit risk is the amount of unrealized appreciation on the swap contract. This risk is mitigated by entering into swaps only with highly rated counterparties, by a master netting arrangement between the fund and the counterparty, and by the posting of collateral by the counterparty. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has posted. Any securities posted as collateral for open contracts are noted in the Statement of Net Assets.

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008--2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

22


 

REIT Index Fund

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

5. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

6. Other: Distributions received from REITs are recorded on the ex-dividend date. Each REIT reports annually the tax character of its distributions. Dividend income, capital gain distributions received, and unrealized appreciation (depreciation) reflect the amounts of taxable income, capital gain, and return of capital reported by the REITs, and management’s estimates of such amounts for REIT distributions for which actual information has not been reported. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold. Fees assessed on redemptions of capital shares are credited to paid-in capital.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. The Vanguard Group furnishes at cost investment advisory, corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $2,862,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 1.14% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

C. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

23


 

REIT Index Fund

The following table summarizes the fund’s investments as of January 31, 2011, based on the inputs used to value them:

  Level 1  Level 2  Level 3 
Investments  ($000)  ($000)  ($000) 
Real Estate Investment Trusts  17,797,516     
Temporary Cash Investments  159,300  5,998   
Swap Contracts—Assets    19,791   
Total  17,956,816  25,789   

 

D. At January 31, 2011, the fund had the following open total return swap contract:

        Floating  Unrealized 
      Notional  Interest Rate  Appreciation 
  Termination    Amount  Received  (Depreciation) 
Reference Entity  Date  Counterparty1  ($000)  (Paid)2  ($000) 
MSCI US REIT Total Return           
Swap Gross Index  8/4/11  GSI  76,981  (0.111%)  19,791 
1 GSI—Goldman Sachs International.
2 Based on one-month London Interbank Offered Rate (LIBOR) as of the most recent payment date.

 

At January 31, 2011, the counterparty had deposited in segregated accounts securities with a value sufficient to cover substantially all amounts due to the fund in connection with open swap contracts.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized $573,990,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund reclassified $195,666,000 from paid-in capital to overdistributed net investment income, representing utilized capital loss carryforwards that are required to be included in distributable net income for tax purposes. For tax purposes, at January 31, 2011, the fund had no ordinary income available for distribution. The fund had available capital loss carryforwards totaling $73,864,000 to offset future net capital gains through January 31, 2018. In addition, the fund realized losses of $178,176,000 during the period from November 1, 2010, through January 31, 2011, which are deferred and will be treated as realized for tax purposes in fiscal 2012.

24


 

REIT Index Fund

At January 31, 2011, the cost of investment securities for tax purposes was $16,239,201,000. Net unrealized appreciation of investment securities for tax purposes was $1,723,613,000, consisting of unrealized gains of $2,559,889,000 on securities that had risen in value since their purchase and $836,276,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2011, the fund purchased $5,839,221,000 of investment securities and sold $2,978,080,000 of investment securities, other than temporary cash investments.

G. Capital share transactions for each class of shares were:

      Year Ended January 31, 
    2011    2010 
  Amount  Shares  Amount  Shares 
  ($000)  (000)  ($000)  (000) 
Investor Shares         
Issued  1,119,064  66,009  805,386  70,148 
Issued in Lieu of Cash Distributions  127,317  7,559  144,818  12,990 
Redeemed1  (3,335,237)  (187,837)  (652,261)  (55,891) 
Net Increase (Decrease)—Investor Shares  (2,088,856)  (114,269)  297,943  27,247 
Admiral Shares         
Issued  3,046,641  39,695  227,091  4,473 
Issued in Lieu of Cash Distributions  76,303  1,031  47,522  1,002 
Redeemed1  (306,082)  (4,162)  (210,298)  (4,289) 
Net Increase (Decrease)—Admiral Shares  2,816,862  36,564  64,315  1,186 
Signal Shares         
Issued  321,123  16,049  148,001  11,605 
Issued in Lieu of Cash Distributions  19,720  1,017  20,008  1,595 
Redeemed1  (175,293)  (8,979)  (177,671)  (13,365) 
Net Increase (Decrease)—Signal Shares  165,550  8,087  (9,662)  (165) 
Institutional Shares         
Issued  520,734  46,474  272,886  36,428 
Issued in Lieu of Cash Distributions  43,165  3,829  34,721  4,703 
Redeemed1  (218,385)  (19,340)  (156,378)  (19,585) 
Net Increase (Decrease)—Institutional Shares  345,514  30,963  151,229  21,546 
ETF Shares         
Issued  2,900,778  55,854  2,512,381  68,773 
Issued in Lieu of Cash Distributions         
Redeemed1  (1,280,766)  (25,200)  (183,337)  (5,100) 
Net Increase (Decrease)—ETF Shares  1,620,012  30,654  2,329,044  63,673 
1 Net of redemption fees for fiscal 2011 and 2010 of $1,715,000 and $1,733,000, respectively (fund totals).

 

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REIT Index Fund

H. Certain of the fund’s investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:

      Current Period Transactions   
Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
Acadia Realty Trust  NA1  11,919  7,210  1,463  40,311 
Alexandria Real Estate Equities Inc.  132,690  88,536  36,982  3,081  226,629 
AMB Property Corp.  179,533  98,621  51,993  6,697  306,798 
American Campus Communities Inc.  68,501  44,771  19,816  560  114,126 
Apartment Investment &           
Management Co.  91,957  38,767  30,596  272  162,533 
Associated Estates Realty Corp.    33,206  723  364  32,287 
AvalonBay Communities Inc.  313,232  137,372  82,287  11,266  536,504 
BioMed Realty Trust Inc.  73,122  58,717  23,173  2,643  124,720 
Boston Properties Inc.  459,827  172,586  130,572  8,503  714,506 
Brandywine Realty Trust  73,859  24,345  17,392  4,043  83,207 
BRE Properties Inc.  NA1  57,380  28,195  2,303  155,336 
Camden Property Trust  127,160  49,559  32,174  2,988  201,759 
CapLease Inc.  NA1  5,498  2,249    17,153 
CBL & Associates Properties Inc.  NA1  29,077  22,699  5,395  121,604 
Chesapeake Lodging Trust    18,461  303  182  17,155 
CommonWealth REIT2  76,322  46,619  6,064  254  104,486 
Corporate Office Properties Trust  105,911  48,002  25,699  3,000  130,927 
DCT Industrial Trust Inc.  51,735  16,049  10,814  1,474  63,617 
DiamondRock Hospitality Co.  NA1  45,219  13,035    109,137 
Digital Realty Trust Inc.  NA1  101,011  41,294  8,538  258,083 
Duke Realty Corp.  129,680  58,634  31,737  2,064  187,260 
DuPont Fabros Technology Inc.  35,475  37,830  11,910  1,244  73,806 
EastGroup Properties Inc.  50,807  15,920  10,547  2,025  63,886 
Education Realty Trust Inc.  NA1  11,721  3,820  55  29,855 
Entertainment Properties Trust  75,027  39,312  23,135  2,486  116,245 
Equity Lifestyle Properties Inc.  NA1  23,908  17,474  1,713  90,236 
Equity Residential  449,138  198,755  135,347  8,766  834,696 

 

26


 

REIT Index Fund

      Current Period Transactions   
  Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
Essex Property Trust Inc.  NA1  52,482  31,753  5,270  191,192 
Extra Space Storage Inc.  NA1  19,296  14,139  1,426  86,814 
Federal Realty Investment Trust  200,594  72,020  53,947  8,076  268,442 
FelCor Lodging Trust Inc.  12,494  16,065  5,367    37,074 
First Potomac Realty Trust  NA1  24,296  6,387  1,014  42,369 
Glimcher Realty Trust  NA1  19,811  5,638  152  46,936 
HCP Inc.  421,644  285,029  110,140  17,441  735,442 
Health Care REIT Inc.  NA1  143,833  62,195  4,919  386,747 
Healthcare Realty Trust Inc.  63,667  22,839  13,235  1,274  72,625 
Highwoods Properties Inc.  109,497  34,427  25,378  1,524  127,528 
Home Properties Inc.  74,927  33,004  15,204  2,221  113,412 
Hospitality Properties Trust  138,178  43,218  32,822  11,700  166,756 
Host Hotels & Resorts Inc.  336,781  161,629  94,918  1,317  666,656 
Investors Real Estate Trust  NA1  10,357  5,552  816  37,726 
Kilroy Realty Corp.  63,764  41,130  19,371  228  108,501 
Kimco Realty Corp.  259,331  98,141  71,856  9,868  398,942 
Kite Realty Group Trust  12,207  4,137  3,064  11  18,139 
LaSalle Hotel Properties  65,505  30,759  18,835  868  105,317 
Liberty Property Trust  173,612  55,318  39,749  9,036  214,922 
Macerich Co.  149,163  151,237  58,547  3,502  344,024 
Mack-Cali Realty Corp.  130,706  39,887  29,406  5,583  151,101 
Medical Properties Trust Inc.  41,046  31,570  12,008  2,226  66,357 
Mid-America Apartment           
Communities Inc.  67,739  35,151  15,157  2,681  113,621 
National Retail Properties Inc.  83,398  31,485  21,388  5,104  112,590 
Nationwide Health Properties Inc.  NA1  82,513  37,455  9,041  252,397 
Omega Healthcare Investors Inc.  79,686  38,884  19,899  4,098  114,744 
Parkway Properties Inc.  23,028  4,969  3,591  255  20,131 
Pebblebrook Hotel Trust    41,650  2,474  240  42,336 
Pennsylvania Real Estate           
Investment Trust  NA1  17,631  6,727  1,508  39,004 

 

27


 

REIT Index Fund

      Current Period Transactions   
  Jan. 31, 2010    Proceeds from    Jan. 31, 2011 
  Market  Purchases  Securities  Dividend  Market 
  Value  at Cost  Sold  Income  Value 
  ($000)  ($000)  ($000)  ($000)  ($000) 
Post Properties Inc.  43,719  20,500  15,171  42  97,936 
ProLogis  NA1  168,866  68,347    451,601 
Ramco-Gershenson           
Properties Trust  NA1  8,767  3,443  855  25,193 
Realty Income Corp.  148,978  74,666  39,753  7,662  222,337 
Regency Centers Corp.  151,287  50,269  51,001  3,324  191,767 
Retail Opportunity           
Investments Corp.    24,410  2,193  182  22,249 
Sabra Healthcare REIT Inc.    24,608  1,187    23,841 
Senior Housing           
Properties Trust  135,404  57,748  33,070  6,955  170,540 
Simon Property Group Inc.  1,049,446  407,576  282,188  20,944  1,614,275 
SL Green Realty Corp.  178,778  73,620  53,517  1,604  309,255 
Sovran Self Storage Inc.  46,761  15,400  10,900  1,880  57,636 
Strategic Hotels & Resorts Inc.  8,823  25,884  5,168    45,290 
Sunstone Hotel Investors Inc.  NA1  27,501  12,232    65,475 
Tanger Factory Outlet Centers  77,998  28,488  20,251  2,310  114,860 
Taubman Centers Inc.  86,027  36,695  25,082  3,546  155,550 
UDR Inc.  119,826  78,023  36,018  6,107  228,881 
Universal Health Realty           
Income Trust  NA1  5,645  3,635  950  23,004 
Ventas Inc.  337,888  119,991  90,409  16,050  473,402 
Washington Real Estate           
Investment Trust  NA1  30,411  17,610  2,984  104,158 
Weingarten Realty Investors  NA1  38,814  29,760  4,785  152,390 
  7,385,878      272,958  14,548,347 
1 Not applicableAt January 31, 2010, the issuer was not an affiliated company of the fund.
2 In July 2010, HRPT Properties Trust changed its name to CommonWealth REIT.

 

I. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

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Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard REIT Index Fund: In our opinion, the accompanying statement of net assets and statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard REIT Index Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodian and broker and by agreement to the underlying ownership records of Vanguard Market Liquidity Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

Special 2010 tax information (unaudited) for Vanguard REIT Index Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $8,568,000 of qualified dividend income to shareholders during the fiscal year.

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Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: REIT Index Fund Investor Shares
Periods Ended January 31, 2011

  One  Five  Ten 
  Year  Years  Years 
Returns Before Taxes  40.02%  2.56%  10.89% 
Returns After Taxes on Distributions  38.32  1.30  9.24 
Returns After Taxes on Distributions and Sale of Fund Shares  25.90  1.46  8.63 

 

Returns do not reflect the 1% fee on redemptions of shares held for less than one year.

30


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the 1% fee on redemptions of shares held for less than one year, nor do they include the account service fee described in the prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

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Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
REIT Index Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return       
Investor Shares  $1,000.00  $1,143.97  $1.41 
Admiral Shares  1,000.00  1,144.87  0.65 
Signal Shares  1,000.00  1,145.01  0.65 
Institutional Shares  1,000.00  1,144.38  0.43 
ETF Shares  1,000.00  1,144.59  0.65 
Based on Hypothetical 5% Yearly Return       
Investor Shares  $1,000.00  $1,023.89  $1.33 
Admiral Shares  1,000.00  1,024.60  0.61 
Signal Shares  1,000.00  1,024.60  0.61 
Institutional Shares  1,000.00  1,024.80  0.41 
ETF Shares  1,000.00  1,024.60  0.61 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.12% for Signal Shares, 0.08% for Institutional Shares, and 0.12% for ETF Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

32


 

Glossary

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments. This yield may include some payments that represent a return of capital, capital gains distributions, or both by the underlying stocks.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

33


 

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

 P.O. Box 2600 
 Valley Forge, PA 19482-2600 

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  The funds or securities referred to herein are not 
Direct Investor Account Services > 800-662-2739  sponsored, endorsed, or promoted by MSCI, and MSCI 
  bears no liability with respect to any such funds or 
Institutional Investor Services > 800-523-1036  securities. For any such funds or securities, the 
Text Telephone for People  prospectus or the Statement of Additional Information 
With Hearing Impairment > 800-749-7273  contains a more detailed description of the limited 
  relationship MSCI has with The Vanguard Group and 
This material may be used in conjunction  any related funds. 
with the offering of shares of any Vanguard   
fund only if preceded or accompanied by   
the fund’s current prospectus.   
 
All comparative mutual fund data are from Lipper Inc. or   
Morningstar, Inc., unless otherwise noted.   
 
You can obtain a free copy of Vanguard’s proxy voting   
guidelines by visiting vanguard.com/proxyreporting or by   
calling Vanguard at 800-662-2739. The guidelines are   
also available from the SEC’s website, sec.gov. In   
addition, you may obtain a free report on how your fund   
voted the proxies for securities it owned during the 12   
months ended June 30. To get the report, visit either   
vanguard.com/proxyreporting or sec.gov.   
 
You can review and copy information about your fund at   
the SEC’s Public Reference Room in Washington, D.C. To   
find out more about this public service, call the SEC at   
202-551-8090. Information about your fund is also   
available on the SEC’s website, and you can receive   
copies of this information, for a fee, by sending a   
request in either of two ways: via e-mail addressed to   
publicinfo@sec.gov or via regular mail addressed to the   
Public Reference Section, Securities and Exchange   
Commission, Washington, DC 20549-1520.   
 
 
  © 2011 The Vanguard Group, Inc. 
  All rights reserved. 
  Vanguard Marketing Corporation, Distributor. 
 
  Q1230 032011 

 


 

 

Vanguard Dividend Growth Fund 
Annual Report 
January 31, 2011 

 



 

> For the 12 months ended January 31, 2011, Vanguard Dividend Growth Fund returned about 17%.

> The fund’s return trailed that of its target benchmark and the average return of its large-capitalization core fund peers.

> The fund’s industrials, energy, and information technology sector holdings detracted most from its performance relative to the benchmark index.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Advisor’s Report.  8 
Fund Profile.  10 
Performance Summary.  11 
Financial Statements.  13 
Your Fund’s After-Tax Returns.  22 
About Your Fund’s Expenses.  23 
Trustees Approve Advisory Agreement.  25 
Glossary.  26 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard Dividend Growth Fund  16.85% 
Dividend Achievers Select Index  18.86 
Large-Cap Core Fund Average  19.55 
Large-Cap Core Funds Average: Derived from data provided by Lipper Inc.

 

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share 
  Starting  Ending  Income  Capital 
  Share Price  Share Price  Dividends  Gains 
Vanguard Dividend Growth Fund  $12.82  $14.68  $0.273  $0.000 

 

1


 


Chairman’s Letter

Dear Shareholder,

The strengthening of the U.S. economy over the past year helped lift corporate earnings and improved prospects for dividend payouts. The stock market’s resurgence, particularly in the second half of 2010, benefited Vanguard Dividend Growth Fund, which returned about 17% for the fiscal year ended January 31, 2011.

The fund’s return fell slightly behind that of its benchmark, the Dividend Achievers Select Index, which tracks companies that have paid dividends in each of the past ten years, and the average return of large-cap core funds.

The fund lagged its benchmark largely because its advisor didn’t hold some strong performers within the industrials and information technology sectors. The fund also held some of the weakest stocks in the energy sector.

If you own the Dividend Growth Fund in a taxable account, you may wish to review the information about its after-tax returns later in this report.

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns in the year ended January 31, 2011, with much of the strength materializing in the second half. Europe’s sovereign debt challenges and concerns that the economic recovery in the United States might not reach escape velocity seemed to recede from investors’ minds, displaced by strong

2


 

corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start, a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about 5% for the year. As investors searched for yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

rates and a confluence of other factors weighed on prices. The expiration of the Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

Fund’s performance was strong but market’s was stronger
After cutting or even halting dividends during the financial crisis, many U.S. companies resumed dividend payments over the past year. This environment boded well for the Dividend Growth Fund, which invests in large, high-quality companies with strong potential for steady earnings and dividend growth.

Wellington Management Company, llp, the fund’s advisor, invests in a relatively small group of stocks—about 50—compared with the approximately 140 stocks held by the benchmark. The advisor seeks attractively priced companies with long-term prospects for increasing dividends rather than those with a long history of dividend payments.

Expense Ratios
Your Fund Compared With Its Peer Group

    Peer Group 
  Fund  Average 
Dividend Growth Fund  0.38%  1.26% 

 

The fund expense ratio shown is from the prospectus dated May 28, 2010, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the fund’s expense ratio was 0.34%. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Large-Cap Core Funds.

4


 

This forward-looking approach sometimes leads the fund to purchase stocks with unexceptional current yields, a contrast with equity income strategies, which tend to emphasize current income.

The Dividend Growth Fund’s ten sectors all advanced during the 12 months. Although the fund’s holdings in industrials, energy, and information technology were among its best performers and made significant contributions to total return, they didn’t keep pace with their counterparts in the benchmark.

Industrials, the third-largest weighting in the fund, representing roughly 16 percent of its assets on average, contributed most to results during the fiscal year. Keenly sensitive to improvements in the economy, industrial stocks in aerospace and defense helped boost returns. However, the fund missed out on the sector’s best performer: Caterpillar (+90%). The farm equipment and machinery manufacturer represented more than 2% of the benchmark’s capitalization on average and contributed nearly 2 percentage points to its return. The advisor’s decision not to hold Caterpillar, which it considered overvalued, was key to the fund’s underperformance relative to the benchmark.

In the energy sector, the fund’s second-strongest contributor to return, integrated oil and gas companies, including ConocoPhillips and the BG Group, stood out. The biggest laggard was British oil

Total Returns
Ten Years Ended January 31, 2011

  Average 
  Annual Return 
Dividend Growth Fund  2.65% 
Dividend Growth Spliced Index  -1.19 
Dividend Growth Spliced Average  -1.15 

Dividend Growth Spliced Index: Prior to December 6, 2002, the comparative benchmark was known as the Utilities Composite Index. The index weightings were: 40% S&P Utilities Index, 40% S&P Telephone Index, and 20% Lehman Brothers Utility Bond Index through April 30, 1999; 63.75% S&P Utilities Index, 21.25% S&P Telephone Index, and 15% Lehman Brothers Utility Bond Index through March 31, 2000; 75% S&P Utilities Index and 25% S&P Telephone Index through December 31, 2001; and 75% S&P Utilities Index and 25% S&P Integrated Telecommunication Services Index through December 6, 2002. The fund’s benchmark was the Russell 1000 Index through January 31, 2010, after which it was changed to the Dividend Achievers Select Index. The Dividend Achievers Select Index is administered exclusively for Vanguard by Mergent, Inc.

Dividend Growth Spliced Average: Based on the Utility Funds Average through December 6, 2002, and the Large-Cap Core Funds Average thereafter. Derived from data provided by Lipper Inc.

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

giant BP, which continues to struggle after its disastrous oil spill in the Gulf of Mexico last year. The benchmark did not include BP.

Within the IT arena, the third-largest contributor to the fund’s return, consulting and data-processing companies did best. But a sizable holding in Microsoft, which earned less than 1% for the period, and an underweighting of IBM (+35%) hurt relative performance.

The fund’s holdings in traditionally dividend-rich sectors of the market including financials, health care, and consumer staples also contributed to its absolute returns.

The fund beat its standards over the past decade
The Dividend Growth Fund has undergone significant changes in its mandate and strategy over the past decade. Launched in 1992 as Vanguard Utilities Income Fund, the fund changed its name in 2002. At the same time, it diversified its investments and began to focus on companies with long-term potential for dividend growth.

More recently, at the start of the year, the fund changed its benchmark to the Dividend Achievers Select Index, a standard more consistent with its mandate of investing in companies with a history of increasing their dividends. The Dividend Growth Spliced Index, combines the old and new benchmarks for performance comparison purposes.

For the ten years ended January 31, 2011, the Dividend Growth Fund’s annual return averaged 2.65%, significantly ahead of the returns of its spliced comparative standards. While the outperformance is gratifying, the fund’s 2002 change in strategy renders this information less meaningful than it is for other funds.

Stay balanced and diversified even in strong market conditions
U.S. equities ended the fiscal year with a double-digit return—the second consecutive year of growth since the depths of the financial crisis. While the market’s direction appears promising, it’s impossible to predict its near-term outlook.

Nonetheless, Vanguard’s investing counsel remains the same: Build a well-balanced, diversified portfolio that includes an asset mix of stocks, bonds, and short-term investments appropriate for your long-term goals, financial objectives, and risk tolerance.

6


 

Dividend Growth Fund can play an important role in such a portfolio.

The advisor’s consistent and disciplined approach of investing in companies with the potential and willingness to raise their dividends is a particularly important consideration for income-oriented investors as the fund seeks to produce a steadily rising stream of distributions. And the fund’s low costs can help you keep more of those returns in your pocket.

Thank you for investing your assets at Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 9, 2011

7


 

Advisor’s Report

Vanguard Dividend Growth Fund returned 16.85% for the 12 months ended January 31, 2011, lagging the 18.86% return of the Dividend Growth Achievers Select Index and the 19.55% average return of the fund’s large-cap core fund peers.

The investment environment
As evidence of a broad economic recovery mounts, we continue to focus on identifying companies where we see a high likelihood of sustainable dividend growth. Improving global economic conditions, however, present a subtle challenge as many companies have indicated a higher degree of confidence in their business prospects. Managements typically express this confidence through more aggressive capital allocation initiatives such as increased merger and acquisition activity, stock repurchase programs, and dividend increases. It is important for us to separate the companies merely “catching up” after a dividend cut or period of modest growth from those that will sustainably grow their dividend through time. We continue to pay attention to the sustainability and history of dividends when selecting companies for the fund’s portfolio.

The fund’s successes
On an absolute basis, all ten sectors contributed positive performances for the fiscal year. The fund’s holdings in the industrials and energy sectors helped most. Among the portfolio’s top absolute contributors were ConocoPhillips, Honeywell, ADP, and Cardinal Health.

The current portfolio is expected to produce solid dividend growth for 2011. Several companies have yet to make dividend plan announcements for 2011. The most notable announcements to date include UPS, Nike, Enbridge, and Sysco.

The fund’s shortfalls
Although every sector produced a positive return during the period, a number of individual stocks detracted from performance. Among the more noteworthy laggards were Abbott Labs, Microsoft, and Medtronic. While we would prefer all the stocks in the fund to do well at all times, it’s inevitable that some will detract from performance over a given period. We assess a stock’s contribution over a longer time frame and with a consistent focus on dividend action. We expect the aforementioned three companies to raise their dividends significantly over the next five years.

The fund’s positioning and investment strategy
Our primary objective is to identify companies that we believe will steadily and reliably increase their dividend payments. We seek to fulfill this objective by carefully building the portfolio one stock at a time, giving central consideration to each company’s

8


 

dividend growth prospects. Our industry weightings are a result of this process. The fund has significant positions in health care, energy, and information technology and less exposure to the utilities, telecommunication services, and financial sectors.

While we still remain highly attuned to the looming threats of inflation, financial instability, and geopolitical strife, global economic conditions have undeniably improved. Our investment approach is designed to capture much of the upside such improvement will drive, while the high-quality business models that typify dividend-growing companies should help mitigate some of the risks. This balance will be increasingly important in the future.

Donald J. Kilbride
Senior Vice President and Equity Portfolio Manager
Wellington Management Company, LLP
February 16, 2011

9


 

Dividend Growth Fund

Fund Profile
As of January 31, 2011

Portfolio Characteristics     
    Dividend  DJ 
    Achievers  U.S. Total 
    Select  Market 
  Fund  Index  Index 
Number of Stocks  47  142  3,858 
Median Market Cap    $42.9B $42.9B  $30.9B 
Price/Earnings Ratio  14.9x  15.7x  17.7x 
Price/Book Ratio  2.9x  3.1x  2.3x 
Return on Equity  25.1%  26.1%  19.0% 
Earnings Growth Rate  8.6%  3.3%  6.0% 
Dividend Yield  2.6%  2.1%  1.7% 
Foreign Holdings  6.4%  0.0%  0.0% 
Turnover Rate  17%     
Ticker Symbol  VDIGX     
Expense Ratio1  0.38%     
30-Day SEC Yield  2.16%     
Short-Term Reserves  4.0%     
 
Sector Diversification (% of equity exposure) 
    Dividend  DJ 
    Achievers  U.S. Total 
    Select  Market 
  Fund  Index  Index 
Consumer       
Discretionary  10.6%  12.2%  11.6% 
Consumer Staples  16.2  23.8  9.2 
Energy  13.1  15.0  11.2 
Financials  6.8  7.2  16.6 
Health Care  15.0  6.2  10.5 
Industrials  15.8  21.4  11.5 
Information       
Technology  15.5  6.2  19.1 
Materials  3.8  5.9  4.5 
Telecommunication       
Services  1.5  0.2  2.6 
Utilities  1.7  1.9  3.2 

 

Volatility Measures     
    DJ 
  Dividend  U.S. Total 
  Growth  Market 
Spliced Index   Index 
R-Squared  0.95  0.95 
Beta  0.80  0.77 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.   
 
 
Ten Largest Holdings (% of total net assets) 
Exxon Mobil Corp.  Integrated Oil &   
  Gas  3.4% 
Automatic Data  Data Processing &   
Processing Inc.  Outsourced   
  Services  3.3 
PepsiCo Inc.  Soft Drinks  3.0 
BG Group plc  Integrated Oil &   
  Gas  3.0 
Western Union Co.  Data Processing &   
  Outsourced   
  Services  2.9 
Target Corp.  General   
  Merchandise Stores  2.9 
International Business  IT Consulting &   
Machines Corp.  Other Services  2.8 
Cardinal Health Inc.  Health Care   
  Distributors  2.8 
Medtronic Inc.  Health Care   
  Equipment  2.8 
General Dynamics Corp.  Aerospace &   
  Defense  2.8 
Top Ten    29.7% 
The holdings listed exclude any temporary cash investments and equity index products. 

 

Investment Focus


1 The expense ratio shown is from the prospectus dated May 28, 2010, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratio was 0.34%.

10


 

Dividend Growth Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: January 31, 2001, Through January 31, 2011
Initial Investment of $10,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
        Final Value 
  One  Five  Ten  of a $10,000 
  Year  Years  Years  Investment 
Dividend Growth Fund  16.85%  5.14%  2.65%  $12,991 
Dow Jones U.S. Total Stock Market         
Index  24.31  2.86  2.47  12,759 
Dividend Growth Spliced Index  18.86  1.76  -1.19  8,869 
Dividend Growth Spliced Average  19.55  1.24  -1.15  8,910 

 

Note: Prior to December 6, 2002, the fund was known as the Utilities Income Fund.

Dividend Growth Spliced Index: Prior to December 6, 2002, the comparative benchmark was known as the Utilities Composite Index. The index weightings were: 40% S&P Utilities Index, 40% S&P Telephone Index, and 20% Lehman Brothers Utility Bond Index through April 30, 1999; 63.75% S&P Utilities Index, 21.25% S&P Telephone Index, and 15% Lehman Brothers Utility Bond Index through March 31, 2000; 75% S&P Utilities Index and 25% S&P Telephone Index through December 31, 2001; and 75% S&P Utilities Index and 25% S&P Integrated Telecommunication Services Index through December 6, 2002. The fund’s benchmark was the Russell 1000 Index through January 31, 2010, after which it was changed to the Dividend Achievers Select Index. The Dividend Achievers Select Index is administered exclusively for Vanguard by Mergent, Inc.

Dividend Growth Spliced Average: Based on the Utility Funds Average through December 6, 2002, and the Large-Cap Core Funds Average thereafter. Derived from data provided by Lipper Inc.

See Financial Highlights for dividend and capital gains information.

11


 

Dividend Growth Fund

Fiscal-Year Total Returns (%): January 31, 2001, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Five  Ten 
  Date  Year  Years  Years 
Dividend Growth Fund  5/15/1992  11.42%  5.25%  1.80% 

 

12


 

Dividend Growth Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market 
    Value  
  Shares  ($000) 
Common Stocks (96.3%)     
Consumer Discretionary (10.3%)   
Target Corp.  2,645,997  145,080 
Staples Inc.  5,179,006  115,544 
Lowe’s Cos. Inc.  4,365,798  108,272 
McDonald’s Corp.  1,037,880  76,460 
NIKE Inc. Class B  805,927  66,473 
    511,829 
Consumer Staples (15.6%)     
PepsiCo Inc.  2,366,748  152,206 
Sysco Corp.  3,988,809  116,234 
Procter & Gamble Co.  1,617,108  102,088 
CVS Caremark Corp.  2,878,242  98,436 
Wal-Mart Stores Inc.  1,630,217  91,406 
Colgate-Palmolive Co.  1,175,401  90,235 
Coca-Cola Co.  1,063,750  66,857 
Kimberly-Clark Corp.  945,007  61,170 
    778,632 
Energy (12.6%)     
Exxon Mobil Corp.  2,114,603  170,606 
BG Group plc  6,722,982  151,317 
Chevron Corp.  1,236,289  117,361 
ConocoPhillips  1,548,364  110,646 
Enbridge Inc.  1,396,259  80,900 
    630,830 
Financials (6.6%)     
ACE Ltd.  1,844,891  113,627 
Wells Fargo & Co.  2,707,585  87,780 
Marsh & McLennan     
Cos. Inc.  2,296,120  64,016 
Chubb Corp.  1,070,900  62,037 
    327,460 
Health Care (14.4%)     
Cardinal Health Inc.  3,421,654  142,033 
Medtronic Inc.  3,683,887  141,166 
Johnson & Johnson  2,264,572  135,353 
Pfizer Inc.  6,763,221  123,226 

 

    Market 
    Value  
  Shares  ($000) 
^ AstraZeneca plc ADR  1,769,972  86,552 
Abbott Laboratories  1,901,620  85,877 
UnitedHealth Group Inc.  166,300  6,827 
    721,034 
Industrials (15.2%)     
General Dynamics Corp.  1,855,036  139,870 
Lockheed Martin Corp.  1,592,263  126,744 
United Parcel Service Inc.     
Class B  1,553,049  111,229 
Honeywell     
International Inc.  1,873,239  104,920 
Waste Management Inc.  2,609,933  98,838 
Emerson Electric Co.  1,188,263  69,965 
United Technologies Corp.  751,917  61,131 
Illinois Tool Works Inc.  881,230  47,137 
    759,834 
Information Technology (14.9%)   
Automatic Data     
Processing Inc.  3,451,578  165,331 
Western Union Co.  7,191,517  145,844 
International Business     
Machines Corp.  878,544  142,324 
Microsoft Corp.  3,891,395  107,889 
Oracle Corp.  2,868,884  91,890 
Accenture plc Class A  1,766,232  90,908 
    744,186 
Materials (3.7%)     
Praxair Inc.  996,320  92,697 
Ecolab Inc.  1,863,571  92,601 
    185,298 
Telecommunication Services (1.4%)   
AT&T Inc.  2,549,755  70,169 
 
Utilities (1.6%)     
Dominion Resources Inc.  1,858,190  80,906 
Total Common Stocks     
(Cost $4,098,410)    4,810,178 

 

13


 

Dividend Growth Fund

    Market 
    Value  
  Shares  ($000) 
Temporary Cash Investments (4.3%)   
Money Market Fund (0.3%)   
1,2 Vanguard Market Liquidity   
Fund, 0.207%  13,750,000  13,750 
 
  Face   
  Amount   
  ($000)   
Repurchase Agreement (4.0%)   
Morgan Stanley 0.220%,   
2/1/11 (Dated 1/31/11,   
Repurchase Value     
$200,501,000, collateralized   
by Federal Home Loan   
Mortgage Corp.     
3.500%–7.000%,     
4/1/20–1/1/41)  200,500  200,500 
Total Temporary Cash Investments   
(Cost $214,250)    214,250 
Total Investments (100.6%)   
(Cost $4,312,660)    5,024,428 
Other Assets and Liabilities (-0.6%)   
Other Assets    32,157 
Liabilities1    (61,448) 
    (29,291) 
Net Assets (100%)     
Applicable to 340,340,378 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  4,995,137 
Net Asset Value Per Share  $14.68 

 

At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  4,390,578 
Undistributed Net   
Investment Income  2,593 
Accumulated Net   
Realized Losses  (109,802) 
Unrealized Appreciation   
(Depreciation)  711,768 
Net Assets  4,995,137 

 

See Note A in Notes to Financial Statements.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $13,448,000.
1 Includes $13,750,000 of collateral received for securities on loan.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
ADR—American Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Dividend Growth Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends1  95,153 
Interest  327 
Security Lending  54 
Total Income  95,534 
Expenses   
Investment Advisory Fees—Note B   
Basic Fee  3,926 
Performance Adjustment  1,216 
The Vanguard Group—Note C   
Management and Administrative  6,157 
Marketing and Distribution  971 
Custodian Fees  57 
Auditing Fees  25 
Shareholders’ Reports  74 
Trustees’ Fees and Expenses  6 
Total Expenses  12,432 
Net Investment Income  83,102 
Realized Net Gain (Loss)   
Investment Securities Sold  20,278 
Foreign Currencies  (61) 
Realized Net Gain (Loss)  20,217 
Change in Unrealized Appreciation (Depreciation) of Investment Securities  504,924 
Net Increase (Decrease) in Net Assets Resulting from Operations  608,243 
1 Dividends are net of foreign withholding taxes of $141,000.

 

See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Dividend Growth Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  83,102  56,033 
Realized Net Gain (Loss)  20,217  (43,008) 
Change in Unrealized Appreciation (Depreciation)  504,924  461,001 
Net Increase (Decrease) in Net Assets Resulting from Operations  608,243  474,026 
Distributions     
Net Investment Income  (80,042)  (56,342) 
Realized Capital Gain     
Total Distributions  (80,042)  (56,342) 
Capital Share Transactions     
Issued  2,215,256  1,162,613 
Issued in Lieu of Cash Distributions  67,883  47,849 
Redeemed  (630,529)  (558,468) 
Net Increase (Decrease) from Capital Share Transactions  1,652,610  651,994 
Total Increase (Decrease)  2,180,811  1,069,678 
Net Assets     
Beginning of Period  2,814,326  1,744,648 
End of Period1  4,995,137  2,814,326 
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $2,593,000 and ($406,000).

 

See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Dividend Growth Fund

Financial Highlights

For a Share Outstanding      Year Ended January 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $12.82  $10.42  $14.38  $14.74  $12.75 
Investment Operations           
Net Investment Income  .283  .291  .264  .290  .260 
Net Realized and Unrealized Gain (Loss)           
on Investments  1.850  2.401  (3.960)  (.270)  1.990 
Total from Investment Operations  2.133  2.692  (3.696)  .020  2.250 
Distributions           
Dividends from Net Investment Income  (.273)  (.292)  (.264)  (.280)  (.260) 
Distributions from Realized Capital Gains        (.100)   
Total Distributions  (.273)  (.292)  (.264)  (.380)  (.260) 
Net Asset Value, End of Period  $14.68  $12.82  $10.42  $14.38  $14.74 
 
Total Return1  16.85%  26.01%  -25.97%  -0.01%  17.84% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $4,995  $2,814  $1,745  $1,326  $1,243 
Ratio of Total Expenses to           
Average Net Assets2  0.34%  0.38%  0.36%  0.32%  0.38% 
Ratio of Net Investment Income to           
Average Net Assets  2.25%  2.59%  2.25%  1.91%  1.93% 
Portfolio Turnover Rate  17%  24%  28%  36%  41% 

1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
2 Includes performance-based investment advisory fee increases (decreases) of 0.03%, 0.03%, 0.03%, 0.00%, and 0.01%.

See accompanying Notes, which are an integral part of the Financial Statements.

17


 

Dividend Growth Fund

Notes to Financial Statements

Vanguard Dividend Growth Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

3. Repurchase Agreements: The fund invests in repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008--2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

18


 

Dividend Growth Fund

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

6. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

7. Other: Dividend income is recorded on the ex-dividend date. Interest income is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Wellington Management Company, LLP, provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to the Russell 1000 Index for periods prior to February 1, 2010, and the current benchmark, the Dividend Achievers Select Index, beginning February 1, 2010. The benchmark change will be fully phased in by January 2013. For the year ended January 31, 2011, the investment advisory fee represented an effective annual basic rate of 0.11% of the fund’s average net assets before an increase of $1,216,000 (0.03%) based on performance.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $793,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 0.32% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the fund’s investments as of January 31, 2011, based on the inputs used to value them:

  Level 1  Level 2  Level 3 
Investments  ($000)  ($000)  ($000) 
Common Stocks  4,658,861  151,317   
Temporary Cash Investments  13,750  200,500   
Total  4,672,611  351,817   

 

19


 

Dividend Growth Fund

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized net foreign currency losses of $61,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to undistributed net investment income.

For tax purposes, at January 31, 2011, the fund had $6,572,000 of ordinary income available for distribution. The fund had available capital loss carryforwards totaling $107,793,000 to offset future net capital gains through January 31, 2018. In addition, the fund realized losses of $133,000 during the period from November 1, 2010, through January 31, 2011, which are deferred and will be treated as realized for tax purposes in fiscal 2012.

At January 31, 2011, the cost of investment securities for tax purposes was $4,314,120,000. Net unrealized appreciation of investment securities for tax purposes was $710,308,000, consisting of unrealized gains of $729,094,000 on securities that had risen in value since their purchase and $18,786,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2011, the fund purchased $2,203,533,000 of investment securities and sold $607,681,000 of investment securities, other than temporary cash investments.

G. Capital shares issued and redeemed were:

  Year Ended January 31, 
  2011  2010 
  Shares  Shares 
  (000)  (000) 
Issued  162,602  97,395 
Issued in Lieu of Cash Distributions  5,031  3,923 
Redeemed  (46,786)  (49,252) 
Net Increase (Decrease) in Shares Outstanding  120,847  52,066 

 

H. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

20


 

Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Dividend Growth Fund:

In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Dividend Growth Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodians and broker and by agreement to the underlying ownership records of Vanguard Market Liquidity Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

 

Special 2010 tax information (unaudited) for Vanguard Dividend Growth Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $80,042,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 100% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

21


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Dividend Growth Fund
Periods Ended January 31, 2011

  One  Five  Ten 
  Year  Years  Years 
Returns Before Taxes  16.85%  5.14%  2.65% 
Returns After Taxes on Distributions  16.50  4.79  2.07 
Returns After Taxes on Distributions and Sale of Fund Shares  11.36  4.38  2.03 

 

22


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the account service fee described in the prospectus. If such a fee were applied to your account, your costs would be higher. Your fund does not charge transaction fees, such as purchase or redemption fees, nor does it carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

23


 

Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
Dividend Growth Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return  $1,000.00  $1,151.90  $1.74 
Based on Hypothetical 5% Yearly Return  1,000.00  1,023.59  1.63 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.32%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

24


 

Trustees Approve Advisory Agreement

The board of trustees of Vanguard Dividend Growth Fund has renewed the fund’s investment advisory agreement with Wellington Management Company, LLP. The board determined that the retention of the advisor was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the agreement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services
The board considered the quality of the fund’s investment management over both the short and long term, and took into account the organizational depth and stability of the advisor. The board noted that Wellington Management, founded in 1928, is among the nation’s oldest and most respected institutional managers. The firm has advised the fund since its inception in 1992. The portfolio manager is backed by a well-tenured team of research analysts who conduct detailed fundamental analysis of their respective industries and companies. Wellington Management has provided high-quality advisory services to the fund.

The board concluded that Wellington Management’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory agreement.

Investment performance
The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance of a relevant benchmark and peer group. The board noted that since the fund’s reconstituted dividend growth mandate, which began in 2002, short- and long-term performance has been mixed relative to the Dividend Growth Spliced Index. Although the fund has lagged its benchmark over the last 12 months, the fund outperformed its benchmark over the last three- and five-year periods. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost
The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expense ratio appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the advisory fee rate.

The board did not consider profitability of Wellington Management in determining whether to approve the advisory fee, because Wellington Management is independent of Vanguard, and the advisory fee is the result of arm’s-length negotiations.

The benefit of economies of scale
The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule. The breakpoints reduce the effective rate of the fee as the fund’s assets increase.

The board will consider whether to renew the advisory agreement again after a one-year period.

25


 

Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

26


 

Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

27


 

The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

 P.O. Box 2600 
 Valley Forge, PA 19482-2600 

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447   
Direct Investor Account Services > 800-662-2739   
Institutional Investor Services > 800-523-1036   
Text Telephone for People   
With Hearing Impairment > 800-749-7273   
 
This material may be used in conjunction   
with the offering of shares of any Vanguard   
fund only if preceded or accompanied by   
the fund’s current prospectus.   
 
All comparative mutual fund data are from Lipper Inc. or   
Morningstar, Inc., unless otherwise noted.   
 
You can obtain a free copy of Vanguard’s proxy voting   
guidelines by visiting vanguard.com/proxyreporting or by   
calling Vanguard at 800-662-2739. The guidelines are   
also available from the SEC’s website, sec.gov. In   
addition, you may obtain a free report on how your fund   
voted the proxies for securities it owned during the 12   
months ended June 30. To get the report, visit either   
vanguard.com/proxyreporting or sec.gov.   
 
You can review and copy information about your fund at   
the SEC’s Public Reference Room in Washington, D.C. To   
find out more about this public service, call the SEC at   
202-551-8090. Information about your fund is also   
available on the SEC’s website, and you can receive   
copies of this information, for a fee, by sending a   
request in either of two ways: via e-mail addressed to   
publicinfo@sec.gov or via regular mail addressed to the   
Public Reference Section, Securities and Exchange   
Commission, Washington, DC 20549-1520.   
 
 
  © 2011 The Vanguard Group, Inc. 
  All rights reserved. 
  Vanguard Marketing Corporation, Distributor. 
 
  Q570 032011 

 


 

 

Vanguard Dividend Appreciation 
Index Fund Annual Report 
January 31, 2011 

 



 

> For the fiscal year ended January 31, 2011, Vanguard Dividend Appreciation Index Fund returned about 19%.

> The fund closely tracked the return of its target index, the Dividend Achievers Select Index, but slightly trailed the average return of large-cap core funds.

> Nine of the index’s ten market sectors advanced, with industrials, energy, and consumer staples contributing most to the index’s return.

Contents   
Your Fund’s Total Returns.  1 
Chairman’s Letter.  2 
Fund Profile.  7 
Performance Summary.  8 
Financial Statements.  10 
Your Fund’s After-Tax Returns.  21 
About Your Fund’s Expenses.  22 
Glossary.  24 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

See the Glossary for definitions of investment terms used in this report.

Cover photograph: Jean Maher.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2011

  Total 
  Returns 
Vanguard Dividend Appreciation Index Fund   
Investor Shares  18.75% 
ETF Shares   
Market Price  19.07 
Net Asset Value  18.91 
Dividend Achievers Select Index  18.86 
Large-Cap Core Funds Average  19.55 
Large-Cap Core Funds Average: Derived from data provided by Lipper Inc.

 

The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. No. 6,879,964 B2; 7,337,138.

For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market price was above or below the NAV.

Your Fund’s Performance at a Glance
January 31, 2010 , Through January 31, 2011

      Distributions Per Share 
  Starting  Ending  Income  Capital 
  Share Price  Share Price  Dividends  Gains 
Vanguard Dividend Appreciation Index Fund         
Investor Shares  $18.33  $21.33  $0.398  $0.000 
ETF Shares  45.81  53.32  1.048  0.000 

 

1


 


Chairman’s Letter

Dear Shareholder,

Vanguard Dividend Appreciation Index Fund returned about 19% for the 12 months ended January 31, 2011, in line with the return of its benchmark, the Dividend Achievers Select Index, but slightly behind the average return of large-company core funds.

During the fiscal year, the U.S. stock market’s best performers tended to be small- and mid-capitalization companies. The Dividend Appreciation Index Fund focuses on large, profitable companies with a history of increasing dividends, and so the prices of its underlying securities did not rise as sharply as those of the smaller companies that fueled the recent broad market rally.

If you own the Dividend Appreciation Index Fund in a taxable account, you may wish to review the information about its after-tax returns later in this report.

Stocks rallied as economy ground into gear
Global stock markets produced excellent returns for the year, with much of the strength materializing in the second half. Europe’s sovereign-debt challenges and concerns that the economic recovery in the United States might not reach escape velocity seemed to recede from investors’ minds, displaced by strong corporate earnings and a powerful rebound in consumer spending and in the manufacturing sector.

2


 

The U.S. stock market returned about 24%. Small- and mid-capitalization stocks, often the first to respond to changes in the economic outlook, did even better. As a group, non-U.S. stock markets returned more than 18%. Emerging markets were the best performers. Despite high-profile dramas in Europe’s government bond markets, European stocks produced double-digit gains. Asia’s developed markets turned in mixed results on local exchanges, but the strength of the yen, the Australian dollar, and other regional currencies bolstered returns for U.S.-based investors.

A strong start, a faltering finish for bonds
In January 2010, the bond market’s near-term prospects looked dubious, in large part because yields hovered near generational lows. Over the following 12 months, however, yields dipped lower still. The taxable bond market returned about 5% for the year. As investors searched for yield, corporate bonds produced the best returns, with the riskiest credits leading the market.

Toward the end of the fiscal year, an improving economic outlook nudged interest rates higher, putting pressure on bond prices. This dynamic was evident in the municipal bond market, where rising rates and a confluence of other factors weighed on prices. The expiration of the Build America Bonds program, for example, raised the prospect of a spike in new tax-exempt issuance, while the extension of federal tax rate cuts that were set to expire

Market Barometer

    Average Annual Total Returns 
    Periods Ended January 31, 2011 
  One  Three  Five 
  Year  Years  Years 
Stocks       
Russell 1000 Index (Large-caps)  23.33%  0.45%  2.51% 
Russell 2000 Index (Small-caps)  31.36  4.57  2.64 
Dow Jones U.S. Total Stock Market Index  24.31  1.22  2.86 
MSCI All Country World Index ex USA (International)  18.50  -0.96  4.08 
 
Bonds       
Barclays Capital U.S. Aggregate Bond Index (Broad       
taxable market)  5.06%  5.36%  5.82% 
Barclays Capital Municipal Bond Index (Broad       
tax-exempt market)  1.10  3.39  3.88 
Citigroup Three-Month U.S. Treasury Bill Index  0.14  0.59  2.23 
 
CPI       
Consumer Price Index  1.63%  1.42%  2.12% 

 

3


 

made munis’ tax exemption somewhat less attractive. For the full year, the muni market returned about 1%.

As it has since December 2008, the Federal Reserve held its target for short-term interest rates near 0%, keeping the returns available from money market instruments such as the 3-month Treasury bill in the same neighborhood.

Industrial stocks boosted the index’s fiscal-year return
After many U.S. companies chopped— or even halted—dividend payments amid the financial crisis, rising earnings led to an improved dividend outlook during the year. This boded well for the Dividend Appreciation Index Fund, which invests in blue-chip companies with a ten-year track record of increasing dividends.

Nine of the index’s ten sectors posted positive returns for the fiscal year. The industrial, energy, and consumer staples sectors did particularly well. Industrials, the index’s second-largest sector weighting, on average, during the period, contributed almost a third of its overall return. Among the sector’s outstanding performers were industry bellwethers that have benefited from the recent growing demand for heavy machinery among mining, transportation infrastructure, and energy companies in emerging markets.

Expense Ratios
Your Fund Compared With Its Peer Group

  Investor  ETF  Peer Group 
  Shares  Shares  Average 
Dividend Appreciation Index Fund  0.35%  0.23%  1.26% 

The fund expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the fund’s expense ratios were 0.30% for Investor Shares and 0.18% for ETF Shares. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2010.

Peer group: Large-Cap Core Funds.

4


 

In the energy sector, the index had a sizable allocation to large integrated oil and gas companies, many of which have surged recently on the growing demand for and rising prices of crude oil. Energy stocks contributed about 3 percentage points to the index’s return.

The consumer staples sector, the largest weighting in the index, also contributed about 3 percentage points to the index’s return. Giant food, beverage, and drug retailers were some of the top performers in this sector.

The index’s weakest result, and its only negative return, came from a traditionally dividend-rich segment of the market: health care. Pharmaceutical and medical equipment manufacturers, which faced product and regulatory challenges, accounted for much of the losses in this sector.

A healthy record over the longer term
Since the fund’s inception in 2006, Vanguard Dividend Appreciation Index Fund’s Investor Shares have had an average annual return of 3.19%, in line with the fund’s benchmark (+3.37%) but significantly ahead of its peers in the large-cap core funds category (+0.81%). This isn’t too surprising, since higher-quality, dividend-paying stocks tend to be better able to weather sharp declines in the stock market such as those we experienced during the recent financial crisis.

Total Returns
Inception Through January 31, 2011

  Average 
  Annual Return 
Dividend Appreciation Index Fund Investor Shares (Returns since inception: 4/27/2006)  3.19% 
Dividend Achievers Select Index  3.37 
Large-Cap Core Funds Average  0.81 
Large-Cap Core Funds Average: Derived from data provided by Lipper Inc.

 

The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

5


 

Since its inception, the Dividend Appreciation Index Fund has consistently met its investment objective of closely tracking its unmanaged benchmark, which has no costs or operating expenses. This tracking success is a testament to the skills of the fund’s investment advisor, Vanguard Quantitative Equity Group. Over the course of more than three decades, the group has developed sophisticated portfolio construction and trading methodologies to help Vanguard deliver sound index-fund management in a variety of different marketplaces and market environments. The group’s efforts are made easier, of course, by your fund’s low operating expenses.

Market conditions shouldn’t affect your investment strategy
The broad U.S. equity market ended the fiscal year with a double-digit return— marking the second consecutive year of growth since the depths of the financial crisis. While the market’s direction appears promising, it’s impossible to predict where it’s headed.

Vanguard’s approach to investing remains the same in any type of market: Build a well-balanced and diversified portfolio that includes an asset mix of stocks, bonds, and short-term investments appropriate for your long-term goals, financial objectives, and risk tolerance. Vanguard Dividend Appreciation Index Fund can play an important role in such a balanced, diversified portfolio by providing you with a cost-efficient way to invest in companies with strong prospects for dividends over the long term.

Thank you for investing your assets at Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 9, 2011

6


 

Dividend Appreciation Index Fund

Fund Profile
As of January 31, 2011

Share-Class Characteristics     
 
  Investor    ETF 
  Shares    Shares 
Ticker Symbol  VDAIX    VIG 
Expense Ratio1  0.35%    0.23% 
30-Day SEC Yield  2.02%    2.13% 
 
Portfolio Characteristics     
  Dividend  DJ 
  Achievers  U.S. Total 
    Select  Market 
  Fund  Index  Index 
Number of Stocks  138  142  3,858 
Median Market Cap $42.9B  $42.9B  $30.9B 
Price/Earnings Ratio  15.7x  15.7x  17.7x 
Price/Book Ratio  3.1x  3.1x  2.3x 
Return on Equity  26.1%  26.1%  19.0% 
Earnings Growth Rate  3.3%  3.3%  6.0% 
Dividend Yield  2.1%  2.1%  1.7% 
Foreign Holdings  0.0%  0.0%  0.0% 
Turnover Rate  15%     
Short-Term Reserves  0.5%     
 
Sector Diversification (% of equity exposure) 
  Dividend  DJ 
  Achievers  U.S. Total 
    Select  Market 
  Fund  Index  Index 
Consumer       
Discretionary  12.3%  12.2%  11.6% 
Consumer Staples  23.8  23.8  9.2 
Energy  14.9  15.0  11.2 
Financials  7.1  7.2  16.6 
Health Care  6.3  6.2  10.5 
Industrials  21.5  21.4  11.5 
Information       
Technology  6.2  6.2  19.1 
Materials  5.8  5.9  4.5 
Telecommunication       
Services  0.2  0.2  2.6 
Utilities  1.9  1.9  3.2 

 

Volatility Measures     
  Dividend  DJ 
  Achievers  U.S. Total 
  Select  Market 
  Index  Index 
R-Squared  1.00  0.94 
Beta  1.00  0.80 
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months. 
 
Ten Largest Holdings (% of total net assets) 
Exxon Mobil Corp.  Integrated Oil &   
  Gas  4.1% 
International Business  IT Consulting &   
Machines Corp.  Other Services  4.1 
Chevron Corp.  Integrated Oil &   
  Gas  4.0 
Coca-Cola Co.  Soft Drinks  4.0 
ConocoPhillips  Integrated Oil &   
  Gas  4.0 
McDonald's Corp.  Restaurants  4.0 
United Technologies  Aerospace &   
Corp.  Defense  4.0 
Procter & Gamble Co.  Household   
  Products  4.0 
PepsiCo Inc.  Soft Drinks  4.0 
Wal-Mart Stores Inc.  Hypermarkets &   
  Super Centers  3.9 
Top Ten    40.1% 
The holdings listed exclude any temporary cash investments and equity index products. 

 

Investment Focus


1 The expense ratios shown are from the prospectus dated May 28, 2010, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2011, the expense ratios were 0.30% for Investor Shares and 0.18% for ETF Shares.

7


 

Dividend Appreciation Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Cumulative Performance: April 27, 2006, Through January 31, 2011
Initial Investment of $10,000


  Average Annual Total Returns   
  Periods Ended January 31, 2011   
    Since  Final Value 
  One  Inception  of a $10,000 
  Year  (4/27/2006)  Investment 
Dividend Appreciation Index Fund       
Investor Shares  18.75%  3.19%  $11,615 
Dow Jones U.S. Total Stock Market       
Index  24.31  2.40  11,195 
Dividend Achievers Select Index  18.86  3.37  11,710 
Large-Cap Core Funds Average  19.55  0.81  10,391 

Large-Cap Core Funds Average: Derived from data provided by Lipper Inc.

"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

    Since  Final Value 
  One  Inception  of a $10,000 
  Year  (4/21/2006)  Investment 
Dividend Appreciation Index Fund       
ETF Shares Net Asset Value  18.91%  3.37%  $11,714 
Dow Jones U.S. Total Stock Market Index  24.31  2.33  11,164 
Dividend Achievers Select Index  18.86  3.42  11,744 
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards. 

 

See Financial Highlights for dividend and capital gains information.

8


 

Dividend Appreciation Index Fund

Cumulative Returns of ETF Shares: April 21, 2006, Through January 31, 2011

    Since 
  One  Inception 
  Year  (4/21/2006) 
Dividend Appreciation Index Fund     
ETF Shares Market Price  19.07%  17.25% 
Dividend Appreciation Index Fund     
ETF Shares Net Asset Value  18.91  17.14 
Dividend Achievers Select Index  18.86  17.44 
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards. 

 

Fiscal-Year Total Returns (%): April 27, 2006, Through January 31, 2011


Average Annual Total Returns: Periods Ended December 31, 2010
This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

  Inception  One  Since 
  Date  Year  Inception 
Investor Shares  4/27/2006  14.57%  2.96% 
ETF Shares  4/21/2006     
Market Price    14.69  3.14 
Net Asset Value    14.67  3.13 

 

9


 

Dividend Appreciation Index Fund

Financial Statements

Statement of Net Assets
As of January 31, 2011

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market 
    Value  
  Shares  ($000) 
Common Stocks (99.9%)     
Consumer Discretionary (12.3%)   
McDonald’s Corp.  3,475,031  256,006 
Target Corp.  2,547,302  139,669 
Lowe’s Cos. Inc.  4,677,678  116,006 
TJX Cos. Inc.  1,372,555  65,045 
McGraw-Hill Cos. Inc.  1,075,429  41,920 
Stanley Black &     
Decker Inc.  535,394  38,912 
VF Corp.  384,128  31,775 
Genuine Parts Co.  534,360  27,653 
Ross Stores Inc.  412,874  26,919 
Family Dollar Stores Inc.  453,214  19,253 
Polaris Industries Inc.  114,713  8,824 
John Wiley & Sons Inc.     
Class A  176,013  8,088 
Meredith Corp.  124,146  4,184 
Matthews     
International Corp.     
Class A  100,705  3,569 
H&R Block Inc.  6,433  81 
    787,904 
Consumer Staples (23.8%)     
Coca-Cola Co.  4,121,634  259,045 
Procter & Gamble Co.  4,020,237  253,798 
PepsiCo Inc.  3,941,338  253,467 
Wal-Mart Stores Inc.  4,484,022  251,419 
Colgate-Palmolive Co.  1,763,060  135,350 
Walgreen Co.  3,304,091  133,617 
Archer-Daniels-     
Midland Co.  2,258,447  73,783 
Avon Products Inc.  1,549,756  43,874 
JM Smucker Co.  435,808  27,090 
Hormel Foods Corp.  474,887  23,459 
Brown-Forman Corp.     
Class B  314,855  20,891 
McCormick & Co. Inc.  434,489  19,204 
Church & Dwight Co. Inc.  256,428  17,645 

 

    Market 
    Value  
  Shares  ($000) 
Casey’s General Stores Inc.   131,285  5,578 
Lancaster Colony Corp.  92,271  5,128 
Tootsie Roll Industries Inc.  126,757  3,506 
    1,526,854 
Energy (14.8%)     
Exxon Mobil Corp.  3,237,488  261,201 
Chevron Corp.  2,729,138  259,077 
ConocoPhillips  3,623,082  258,905 
EOG Resources Inc.  887,358  94,406 
Murphy Oil Corp.  745,072  49,398 
Helmerich & Payne Inc.  334,776  19,661 
CARBO Ceramics Inc.  73,199  8,430 
    951,078 
Financials (7.1%)     
Aflac Inc.  1,667,804  96,032 
Franklin Resources Inc.  774,399  93,431 
Chubb Corp.  1,061,365  61,485 
T Rowe Price Group Inc.  887,449  58,501 
SEI Investments Co.  694,419  16,076 
Cullen/Frost Bankers Inc.  225,992  13,058 
Eaton Vance Corp.  424,911  12,875 
Commerce     
Bancshares Inc.  308,737  12,698 
Brown & Brown Inc.  483,998  11,984 
HCC Insurance     
Holdings Inc.  393,114  11,903 
Transatlantic Holdings Inc.  223,593  11,504 
Erie Indemnity Co. Class A  171,072  11,363 
Wesco Financial Corp.  25,255  9,491 
StanCorp Financial     
Group Inc.  157,806  7,040 
Prosperity Bancshares Inc.  159,445  6,450 
UMB Financial Corp.  138,053  5,612 
Westamerica     
Bancorporation  97,510  4,875 
RLI Corp.  69,634  3,751 
Bank of the Ozarks Inc.  56,201  2,424 
Bancfirst Corp.  50,565  2,051 

 

10


 

Dividend Appreciation Index Fund

    Market 
    Value  
  Shares  ($000) 
First Financial Corp.  46,732  1,473 
Southside Bancshares Inc.  55,824  1,196 
First Financial     
Bankshares Inc.  392  19 
Tompkins Financial Corp.  203  8 
Republic Bancorp Inc.     
Class A  420  8 
SY Bancorp Inc.  259  6 
    455,314 
Health Care (6.3%)     
Medtronic Inc.  3,764,643  144,261 
Stryker Corp.  1,389,852  80,000 
Becton Dickinson and Co.  803,364  66,639 
Cardinal Health Inc.  1,222,388  50,741 
CR Bard Inc.  323,599  30,532 
Beckman Coulter Inc.  242,992  17,498 
Owens & Minor Inc.  220,790  6,520 
West Pharmaceutical     
Services Inc.  114,033  4,560 
Meridian Bioscience Inc.  812  18 
Abbott Laboratories  5   
    400,769 
Industrials (21.5%)     
United Technologies Corp.   3,128,226  254,325 
3M Co.  2,560,655  225,133 
Caterpillar Inc.  2,199,416  213,365 
Emerson Electric Co.  2,643,151  155,629 
General Dynamics Corp.  1,274,153  96,071 
Illinois Tool Works Inc.  1,765,015  94,411 
Parker Hannifin Corp.  560,178  50,085 
CH Robinson     
Worldwide Inc.  588,644  45,379 
Dover Corp.  634,081  40,645 
WW Grainger Inc.  254,221  33,422 
Fastenal Co.  522,524  30,338 
Roper Industries Inc.  322,414  25,048 
Donaldson Co. Inc.  271,838  15,930 
Pentair Inc.  343,075  12,409 
Nordson Corp.  118,366  10,926 
Harsco Corp.  273,145  8,814 
Graco Inc.  203,437  8,642 
Carlisle Cos. Inc.  223,360  8,423 
CLARCOR Inc.  169,823  7,333 
AO Smith Corp.  148,233  6,346 
Brady Corp. Class A  173,407  5,679 
ABM Industries Inc.  182,761  4,697 
Mine Safety     
Appliances Co.  121,392  3,785 
Franklin Electric Co. Inc.  83,236  3,419 
Raven Industries Inc.  64,561  3,050 
NACCO Industries Inc.     
Class A  28,613  2,868 
Tennant Co.  64,461  2,600 

 

    Market 
    Value  
  Shares  ($000) 
Universal Forest     
Products Inc.  66,991  2,459 
Badger Meter Inc.  52,958  2,171 
Gorman-Rupp Co.  58,751  1,867 
    1,375,269 
Information Technology (6.2%)   
International Business     
Machines Corp.  1,605,404  260,075 
Automatic Data     
Processing Inc.  1,779,510  85,239 
Linear Technology Corp.  792,167  27,560 
Factset Research     
Systems Inc.  159,662  16,094 
Jack Henry &     
Associates Inc.  297,340  8,789 
    397,757 
Materials (5.8%)     
Praxair Inc.  1,080,531  100,533 
Air Products &     
Chemicals Inc.  760,353  66,341 
PPG Industries Inc.  556,413  46,894 
Ecolab Inc.  829,819  41,234 
Sherwin-Williams Co.  370,582  31,399 
Sigma-Aldrich Corp.  423,723  26,970 
Albemarle Corp.  329,287  18,493 
Valspar Corp.  331,570  12,391 
Bemis Co. Inc.  376,424  12,253 
Aptargroup Inc.  229,642  11,037 
HB Fuller Co.  173,850  3,962 
Stepan Co.  34,535  2,504 
Martin Marietta     
Materials Inc.  903  75 
    374,086 
Telecommunication Services (0.2%)   
Telephone &     
Data Systems Inc.  200,562  7,170 
Atlantic Tele-Network Inc.  56,761  2,120 
Shenandoah     
Telecommunications Co.  83,509  1,397 
    10,687 
Utilities (1.9%)     
National Fuel Gas Co.  292,567  19,994 
Northeast Utilities  605,049  19,918 
Energen Corp.  250,638  14,011 
MDU Resources     
Group Inc.  651,372  13,829 
UGI Corp.  391,814  12,283 
Questar Corp.  636,612  11,096 
Aqua America Inc.  474,382  10,968 
New Jersey     
Resources Corp.  143,479  6,020 
South Jersey     
Industries Inc.  100,977  5,275 

 

11


 

Dividend Appreciation Index Fund

    Market 
    Value  
  Shares  ($000) 
California Water     
Service Group  71,611  2,614 
American States     
Water Co.  65,407  2,224 
SJW Corp.  63,050  1,541 
Northwest Natural Gas Co.  504  22 
    119,795 
Total Common Stocks     
(Cost $5,657,851)    6,399,513 
Temporary Cash Investment (0.0%)   
Money Market Fund (0.0%)     
1 Vanguard Market     
Liquidity Fund, 0.207%     
(Cost $2,124)  2,123,706  2,124 
Total Investments (99.9%)     
(Cost $5,659,975)    6,401,637 
Other Assets and Liabilities (0.1%)   
Other Assets    574,509 
Liabilities    (570,604) 
    3,905 
Net Assets (100%)    6,405,542 
 
 
Statement of Assets and Liabilities   
Assets     
Investments in Securities, at Value  6,401,637 
Receivables for Investment     
Securities Sold    561,218 
Receivables for Capital Shares Issued  4,577 
Other Assets    8,714 
Total Assets    6,976,146 
Liabilities     
Payables for Investment     
Securities Purchased    535,906 
Other Liabilities    34,698 
Total Liabilities    570,604 
Net Assets    6,405,542 

 

At January 31, 2011, net assets consisted of: 
  Amount 
  ($000) 
Paid-in Capital  5,896,396 
Undistributed Net Investment Income  4,242 
Accumulated Net Realized Losses  (236,758) 
Unrealized Appreciation (Depreciation)  741,662 
Net Assets  6,405,542 
 
 
Investor Shares—Net Assets   
Applicable to 66,611,269 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  1,420,979 
Net Asset Value Per Share—   
Investor Shares  $21.33 
 
 
ETF Shares—Net Assets   
Applicable to 93,483,137 outstanding   
$.001 par value shares of beneficial   
interest (unlimited authorization)  4,984,563 
Net Asset Value Per Share—   
ETF Shares  $53.32 

 

See Note A in Notes to Financial Statements.
1 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

12


 

Dividend Appreciation Index Fund

Statement of Operations

  Year Ended 
  January 31, 2011 
  ($000) 
Investment Income   
Income   
Dividends  104,281 
Interest1  10 
Security Lending  23 
Total Income  104,314 
Expenses   
The Vanguard Group—Note B   
Investment Advisory Services  289 
Management and Administrative—Investor Shares  2,476 
Management and Administrative—ETF Shares  4,723 
Marketing and Distribution—Investor Shares  241 
Marketing and Distribution—ETF Shares  857 
Custodian Fees  107 
Auditing Fees  25 
Shareholders’ Reports—Investor Shares  14 
Shareholders’ Reports—ETF Shares  91 
Trustees’ Fees and Expenses  5 
Total Expenses  8,828 
Net Investment Income  95,486 
Realized Net Gain (Loss) on Investment Securities Sold  62,018 
Change in Unrealized Appreciation (Depreciation) of Investment Securities  607,952 
Net Increase (Decrease) in Net Assets Resulting from Operations  765,456 
1 Interest income from an affiliated company of the fund was $10,000.

 

See accompanying Notes, which are an integral part of the Financial Statements.

13


 

Dividend Appreciation Index Fund

Statement of Changes in Net Assets

  Year Ended January 31, 
  2011  2010 
  ($000)  ($000) 
Increase (Decrease) in Net Assets     
Operations     
Net Investment Income  95,486  39,729 
Realized Net Gain (Loss)  62,018  31,626 
Change in Unrealized Appreciation (Depreciation)  607,952  294,047 
Net Increase (Decrease) in Net Assets Resulting from Operations  765,456  365,402 
Distributions     
Net Investment Income     
Investor Shares  (19,694)  (10,294) 
ETF Shares  (74,247)  (28,500) 
Realized Capital Gain     
Investor Shares     
ETF Shares     
Total Distributions  (93,941)  (38,794) 
Capital Share Transactions     
Investor Shares  655,145  133,342 
ETF Shares  2,547,856  880,312 
Net Increase (Decrease) from Capital Share Transactions  3,203,001  1,013,654 
Total Increase (Decrease)  3,874,516  1,340,262 
Net Assets     
Beginning of Period  2,531,026  1,190,764 
End of Period1  6,405,542  2,531,026 
1 Net Assets—End of Period includes undistributed net investment income of $4,242,000 and $2,697,000.

 

See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Dividend Appreciation Index Fund

Financial Highlights

Investor Shares

         
          April 27, 
     20061 to 
For a Share Outstanding      Year Ended January 31,  Jan. 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $18.33  $14.79  $21.40  $21.84  $20.05 
Investment Operations           
Net Investment Income  .392  .369  .387  .325  .214 
Net Realized and Unrealized Gain (Loss)           
on Investments  3.006  3.543  (6.614)  (.438)  1.782 
Total from Investment Operations  3.398  3.912  (6.227)  (.113)  1.996 
Distributions           
Dividends from Net Investment Income  (.398)  (.372)  (.383)  (.327)  (.206) 
Distributions from Realized Capital Gains           
Total Distributions  (.398)  (.372)  (.383)  (.327)  (.206) 
Net Asset Value, End of Period  $21.33  $18.33  $14.79  $21.40  $21.84 
 
Total Return2  18.75%  26.80%  -29.48%  -0.58%  10.02% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $1,421  $613  $386  $357  $163 
Ratio of Total Expenses to           
Average Net Assets  0.30%  0.35%  0.36%  0.40%  0.40%3 
Ratio of Net Investment Income to           
Average Net Assets  2.13%  2.24%  2.25%  1.56%  1.53%3 
Portfolio Turnover Rate4  15%  20%  34%  17%  21% 

1 Inception.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
3 Annualized.
4 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Dividend Appreciation Index Fund

Financial Highlights

ETF Shares

         
          April 21, 
     20061 to 
For a Share Outstanding      Year Ended January 31,  Jan. 31, 
Throughout Each Period  2011  2010  2009  2008  2007 
Net Asset Value, Beginning of Period  $45.81  $36.96  $53.48  $54.60  $49.94 
Investment Operations           
Net Investment Income  1.034  .973  1.032  .873  .555 
Net Realized and Unrealized Gain (Loss)           
on Investments  7.524  8.856  (16.526)  (1.120)  4.631 
Total from Investment Operations  8.558  9.829  (15.494)  (.247)  5.186 
Distributions           
Dividends from Net Investment Income  (1.048)  (.979)  (1.026)  (.873)  (.526) 
Distributions from Realized Capital Gains           
Total Distributions  (1.048)  (.979)  (1.026)  (.873)  (.526) 
Net Asset Value, End of Period  $53.32  $45.81  $36.96  $53.48  $54.60 
 
Total Return  18.91%  26.95%  -29.38%  -0.51%  10.45% 
 
Ratios/Supplemental Data           
Net Assets, End of Period (Millions)  $4,985  $1,918  $805  $302  $111 
Ratio of Total Expenses to           
Average Net Assets  0.18%  0.23%  0.24%  0.28%  0.28%2 
Ratio of Net Investment Income to           
Average Net Assets  2.25%  2.36%  2.37%  1.68%  1.65%2 
Portfolio Turnover Rate3  15%  20%  34%  17%  21% 

1 Inception.
2 Annualized.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Dividend Appreciation Index Fund

Notes to Financial Statements

Vanguard Dividend Appreciation Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers two classes of shares: Investor Shares and ETF Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on the NYSE Arca, Inc.; they can be purchased and sold through a broker.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2008–2011), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents fees charged to borrowers plus income earned on investing cash collateral, less expenses associated with the loan.

5. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

17


 

Dividend Appreciation Index Fund

B. The Vanguard Group furnishes at cost investment advisory, corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At January 31, 2011, the fund had contributed capital of $1,005,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 0.40% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

C. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

At January 31, 2011, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the year ended January 31, 2011, the fund realized $101,828,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

For tax purposes, at January 31, 2011, the fund had $7,555,000 of ordinary income available for distribution. The fund had available capital loss carryforwards totaling $191,649,000 to offset future net capital gains of $609,000 through January 31, 2016, $22,242,000 through January 31, 2017, $146,149,000 through January 31, 2018, and $22,649,000 through January 31, 2019. In addition, the fund realized losses of $42,826,000 during the period from November 1, 2010, through January 31, 2011, which are deferred and will be treated as realized for tax purposes in fiscal 2012.

At January 31, 2011, the cost of investment securities for tax purposes was $5,662,259,000. Net unrealized appreciation of investment securities for tax purposes was $739,378,000, consisting of unrealized gains of $752,191,000 on securities that had risen in value since their purchase and $12,813,000 in unrealized losses on securities that had fallen in value since their purchase.

18


 

Dividend Appreciation Index Fund

E. During the year ended January 31, 2011, the fund purchased $4,480,930,000 of investment securities and sold $1,285,161,000 of investment securities, other than temporary cash investments.

F. Capital share transactions for each class of shares were:

      Year Ended January 31, 
    2011    2010 
  Amount  Shares  Amount  Shares 
  ($000)  (000)  ($000)  (000) 
Investor Shares         
Issued  764,953  38,773  227,145  13,195 
Issued in Lieu of Cash Distributions  18,250  928  9,119  557 
Redeemed  (128,058)  (6,510)  (102,922)  (6,443) 
Net Increase (Decrease)—Investor Shares  655,145  33,191  133,342  7,309 
ETF Shares         
Issued  3,186,243  64,200  1,178,556  26,816 
Issued in Lieu of Cash Distributions         
Redeemed  (638,387)  (12,600)  (298,244)  (6,700) 
Net Increase (Decrease)—ETF Shares  2,547,856  51,600  880,312  20,116 

 

G. In preparing the financial statements as of January 31, 2011, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

19


 

Report of Independent Registered
Public Accounting Firm

To the Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Dividend Appreciation Index Fund:

In our opinion, the accompanying statement of net assets and statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Dividend Appreciation Index Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2011 by correspondence with the custodian and by agreement to the underlying ownership records of Vanguard Market Liquidity Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania

March 11, 2011

Special 2010 tax information (unaudited) for Vanguard Dividend Appreciation Index Fund 

 

This information for the fiscal year ended January 31, 2011, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $93,941,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 100% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

20


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income , using actual prior-year figures and estimates for 2011. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Dividend Appreciation Index Fund Investor Shares
Periods Ended January 31, 2011

    Since 
  One  Inception 
  Year  (4/27/2006) 
Returns Before Taxes  18.75%  3.19% 
Returns After Taxes on Distributions  18.39  2.91 
Returns After Taxes on Distributions and Sale of Fund Shares  12.61  2.70 

 

21


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the account service fee described in the prospectus. If such a fee were applied to your account, your costs would be higher. Your fund does not charge transaction fees, such as purchase or redemption fees, nor does it carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

22


 

Six Months Ended January 31, 2011

  Beginning  Ending  Expenses 
  Account Value  Account Value  Paid During 
Dividend Appreciation Index Fund  7/31/2010  1/31/2011  Period 
Based on Actual Fund Return       
Investor Shares  $1,000.00  $1,150.06  $1.57 
ETF Shares  1,000.00  1,151.21  0.92 
Based on Hypothetical 5% Yearly Return       
Investor Shares  $1,000.00  $1,023.74  $1.48 
ETF Shares  1,000.00  1,024.35  0.87 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.29% for Investor Shares and 0.17% for ETF Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

23


 

Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

24


 

Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 179 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1  and President (2006–2008) of Rohm and Haas Co. 
  (chemicals); Director of Tyco International, Ltd. 
F. William McNabb III  (diversified manufacturing and services) and Hewlett- 
Born 1957. Trustee Since July 2009. Chairman of the  Packard Co. (electronic computer manufacturing); 
Board. Principal Occupation(s) During the Past Five  Senior Advisor at New Mountain Capital; Trustee 
Years: Chairman of the Board of The Vanguard Group,  of The Conference Board; Member of the Board of 
Inc., and of each of the investment companies served  Managers of Delphi Automotive LLP (automotive 
by The Vanguard Group, since January 2010; Director  components). 
of The Vanguard Group since 2008; Chief Executive   
Officer and President of The Vanguard Group and of  Amy Gutmann 
each of the investment companies served by The  Born 1949. Trustee Since June 2006. Principal 
Vanguard Group since 2008; Director of Vanguard  Occupation(s) During the Past Five Years: President 
Marketing Corporation; Managing Director of The  of the University of Pennsylvania; Christopher H. 
Vanguard Group (1995–2008).  Browne Distinguished Professor of Political Science 
  in the School of Arts and Sciences with secondary 
  appointments at the Annenberg School for Commu- 
Independent Trustees  nication and the Graduate School of Education 
  of the University of Pennsylvania; Director of 
Emerson U. Fullwood  Carnegie Corporation of New York, Schuylkill River 
Born 1948. Trustee Since January 2008. Principal  Development Corporation, and Greater Philadelphia 
Occupation(s) During the Past Five Years: Executive  Chamber of Commerce; Trustee of the National 
Chief Staff and Marketing Officer for North America  Constitution Center; Chair of the Presidential 
and Corporate Vice President (retired 2008) of Xerox  Commission for the Study of Bioethical Issues. 
Corporation (document management products and   
services); Executive in Residence and 2010  JoAnn Heffernan Heisen 
Distinguished Minett Professor at the Rochester  Born 1950. Trustee Since July 1998. Principal 
Institute of Technology; Director of SPX Corporation  Occupation(s) During the Past Five Years: Corporate 
(multi-industry manufacturing), the United Way of  Vice President and Chief Global Diversity Officer 
Rochester, Amerigroup Corporation (managed health  (retired 2008) and Member of the Executive 
care), the University of Rochester Medical Center,  Committee (1997–2008) of Johnson & Johnson 
Monroe Community College Foundation, and North  (pharmaceuticals/consumer products); Director of 
Carolina A&T University.  Skytop Lodge Corporation (hotels), the University 
  Medical Center at Princeton, the Robert Wood 
Rajiv L. Gupta  Johnson Foundation, and the Center for Work Life 
Born 1945. Trustee Since December 2001.2  Policy; Member of the Advisory Board of the 
Principal Occupation(s) During the Past Five Years:  Maxwell School of Citizenship and Public Affairs 
Chairman and Chief Executive Officer (retired 2009)  at Syracuse University. 

 


 

F. Joseph Loughrey  Thomas J. Higgins   
Born 1949. Trustee Since October 2009. Principal  Born 1957. Chief Financial Officer Since September 
Occupation(s) During the Past Five Years: President  2008. Principal Occupation(s) During the Past Five 
and Chief Operating Officer (retired 2009) and Vice  Years: Principal of The Vanguard Group, Inc.; Chief 
Chairman of the Board (2008–2009) of Cummins Inc.  Financial Officer of each of the investment companies 
(industrial machinery); Director of SKF AB (industrial  served by The Vanguard Group since 2008; Treasurer 
machinery), Hillenbrand, Inc. (specialized consumer  of each of the investment companies served by The 
services), the Lumina Foundation for Education, and  Vanguard Group (1998–2008) . 
Oxfam America; Chairman of the Advisory Council     
for the College of Arts and Letters and Member  Kathryn J. Hyatt   
of the Advisory Board to the Kellogg Institute for  Born 1955. Treasurer Since November 2008. Principal 
International Studies at the University of Notre Dame.  Occupation(s) During the Past Five Years: Principal 
  of The Vanguard Group, Inc.; Treasurer of each of 
André F. Perold  the investment companies served by The Vanguard 
Born 1952. Trustee Since December 2004. Principal  Group since 2008; Assistant Treasurer of each of the 
Occupation(s) During the Past Five Years: George  investment companies served by The Vanguard Group 
Gund Professor of Finance and Banking at the Harvard  (1988–2008).   
Business School; Chair of the Investment Committee     
of HighVista Strategies LLC (private investment firm).  Heidi Stam   
  Born 1956. Secretary Since July 2005. Principal 
Alfred M. Rankin, Jr.  Occupation(s) During the Past Five Years: Managing 
Born 1941. Trustee Since January 1993. Principal  Director of The Vanguard Group, Inc., since 2006; 
Occupation(s) During the Past Five Years: Chairman,  General Counsel of The Vanguard Group since 2005; 
President, and Chief Executive Officer of NACCO  Secretary of The Vanguard Group and of each of the 
Industries, Inc. (forklift trucks/housewares/lignite);  investment companies served by The Vanguard Group 
Director of Goodrich Corporation (industrial products/  since 2005; Director and Senior Vice President of 
aircraft systems and services) and the National  Vanguard Marketing Corporation since 2005; 
Association of Manufacturers; Chairman of the Federal  Principal of The Vanguard Group (1997–2006). 
Reserve Bank of Cleveland; Trustee of University     
Hospitals of Cleveland; President of the Board of The     
Cleveland Museum of Art.  Vanguard Senior Management Team 
 
Peter F. Volanakis  R. Gregory Barton  Michael S. Miller 
Born 1955. Trustee Since July 2009. Principal  Mortimer J. Buckley  James M. Norris 
Occupation(s) During the Past Five Years: President  Kathleen C. Gubanich  Glenn W. Reed 
and Chief Operating Officer (retired 2010) of Corning  Paul A. Heller  George U. Sauter 
Incorporated (communications equipment); Director of     
Corning Incorporated (2000–2010) and Dow Corning     
(2001–2010); Trustee of the Corning Incorporated  Chairman Emeritus and Senior Advisor 
Foundation and the Corning Museum of Glass;     
Overseer of the Amos Tuck School of Business  John J. Brennan   
Administration at Dartmouth College.  Chairman, 1996–2009   
  Chief Executive Officer and President, 1996–2008 
 
Executive Officers     
  Founder   
Glenn Booraem     
Born 1967. Controller Since July 2010. Principal  John C. Bogle   
Occupation(s) During the Past Five Years: Principal  Chairman and Chief Executive Officer, 1974–1996 
of The Vanguard Group, Inc.; Controller of each of     
the investment companies served by The Vanguard     
Group since 2010; Assistant Controller of each of     
the investment companies served by The Vanguard     
Group (2001–2010).     

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

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Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.

Item 3: Audit Committee Financial Expert. The following members of the Audit Committee have been determined by the Registrant’s Board of Trustees to be Audit Committee Financial Experts serving on its Audit Committee, and to be independent: Charles D. Ellis, Rajiv L. Gupta, JoAnn Heffernan Heisen, André F. Perold, and Alfred M. Rankin, Jr.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Audit Fees of the Registrant

Fiscal Year Ended January 31, 2011: $161,000
Fiscal Year Ended January 31, 2010: $161,000

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.

Fiscal Year Ended January 31, 2011: $3,607,060
Fiscal Year Ended January 31, 2010: $3,354,640

(b) Audit-Related Fees.

Fiscal Year Ended January 31, 2011: $791,350
Fiscal Year Ended January 31, 2010: $876,210

Includes fees billed in connection with assurance and related services provided to the Registrant, The Vanguard Group, Inc., Vanguard Marketing Corporation, and other registered investment companies in the Vanguard Group.

(c) Tax Fees.

Fiscal Year Ended January 31, 2011: $336,090
Fiscal Year Ended January 31, 2010: $423,070

Includes fees billed in connection with tax compliance, planning and advice services provided to the Registrant, The Vanguard Group, Inc., Vanguard Marketing Corporation, and other registered investment companies in the Vanguard Group and related to income and excise taxes.

(d) All Other Fees.

Fiscal Year Ended January 31, 2011: $16,000
Fiscal Year Ended January 31, 2010: $0

Includes fees billed for services related to risk management and privacy matters. Services were provided to the Registrant, The Vanguard Group, Inc., Vanguard Marketing Corporation, and other registered investment companies in the Vanguard Group.

(e) (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider and, if appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-audit services provided to: (1) the Registrant; (2) The Vanguard Group, Inc.; (3) other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant; and (4) other registered investment


 

companies in the Vanguard Group. In making a determination, the Audit Committee considers whether the services are consistent with maintaining the principal accountant’s independence.

     In the event of a contingency situation in which the principal accountant is needed to provide services in between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to complete services through the next Audit Committee meeting, and to determine if such services would be consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting, services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate, approval by the entire Audit Committee. The Audit Committee would again consider whether such services and fees are consistent with maintaining the principal accountant’s independence.

     The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided by the principal accountant to the Vanguard complex, whether such services are provided to: (1) the Registrant; (2) The Vanguard Group, Inc.; (3) other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant; or (4) other registered investment companies in the Vanguard Group.

     (2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s engagement were not performed by persons other than full-time, permanent employees of the principal accountant.

(g) Aggregate Non-Audit Fees.

Fiscal Year Ended January 31, 2011: $352,090
Fiscal Year Ended January 31, 2010: $423,070

Includes fees billed for non-audit services provided to the Registrant, The Vanguard Group, Inc., Vanguard Marketing Corporation, and other registered investment companies in the Vanguard Group.

(h) For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit services was consistent with maintaining the principal accountant’s independence.

Item 5: Audit Committee of Listed Registrants.

The Registrant is a listed issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934 (“Exchange Act”). The Registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Registrant’s audit committee members are: Emerson U. Fullwood, Rajiv L. Gupta, Amy Gutmann, JoAnn Heffernan Heisen, F. Joseph Loughrey, André F. Perold, Alfred M. Rankin, Jr., and Peter F. Volanakis.

Item 6: Investments.

Not Applicable.

Item 7: Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not Applicable.

Item 8: Portfolio Managers of Closed-End Management Investment Companies.

Not Applicable.

Item 9: Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.


 

Not Applicable.

Item 10: Submission of Matters to a Vote of Security Holders.

Not Applicable.

Item 11: Controls and Procedures.

     (a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant's Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

     (b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.


 

Item 12: Exhibits.

(a) Code of Ethics.
(b) Certifications.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  VANGUARD SPECIALIZED FUNDS 
 
By:  /s/ F. WILLIAM MCNABB III* 
  F. WILLIAM MCNABB III 
  CHIEF EXECUTIVE OFFICER 
 
Date: March 21, 2011 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

  VANGUARD SPECIALIZED FUNDS 
 
By:  /s/ F. WILLIAM MCNABB III* 
  F. WILLIAM MCNABB III 
  CHIEF EXECUTIVE OFFICER 
 
Date: March 21, 2011 

 

  VANGUARD SPECIALIZED FUNDS 
 
By:  /s/ THOMAS J. HIGGINS* 
  THOMAS J. HIGGINS 
  CHIEF FINANCIAL OFFICER 
 
Date: March 21, 2011 

 

* By: /s/ Heidi Stam

Heidi Stam, pursuant to a Power of Attorney filed on April 26, 2010, see file Number 33-53683, Incorporated by Reference.