Vanguard Index Funds, et al. – ‘497’ on 1/27/06

On:  Friday, 1/27/06, at 5:04pm ET   ·   Effective:  1/27/06   ·   Accession #:  932471-6-131   ·   File #s:  2-17620, 2-56846, 2-88116, 33-32548

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Definitive Material   —   Rule 497
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 497         Sai Supplement Vanguard Funds With Vipers              8     40K 

Document Table of Contents

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  [SHIP LOGO VANGUARD /(R)/]

VANGUARD/(R)/ FUNDS 

SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION 

THE PORTFOLIO HOLDINGS DISCLOSURE POLICIES AND PROCEDURES SECTION OF THE        
STATEMENT OF ADDITIONAL INFORMATION IS REPLACED WITH THE FOLLOWING:             

INTRODUCTION                                                                    

The Vanguard Group, Inc. (Vanguard) and the Boards of Trustees of the Vanguard  
funds (Boards) have adopted Portfolio Holdings Disclosure Policies and          
Procedures (Polices and Procedures) to govern the disclosure of the portfolio   
holdings of a Vanguard fund. Vanguard and the Boards considered each of the     
circumstances under which Vanguard fund portfolio holdings may be disclosed to  
different categories of persons under the Policies and Procedures. Vanguard and 
the Boards also considered actual and potential material conflicts that could   
arise in such circumstances between the interests of Vanguard fund shareholders,
on the one hand, and those of the fund's investment advisor, distributor, or any
affiliated person of the fund, its investment advisor, or its distributor, on   
the other. After giving due consideration to such matters and after the exercise
of their fiduciary duties and reasonable business judgment, Vanguard and the    
Boards determined that the Vanguard funds have a legitimate business purpose for
disclosing portfolio holdings to the persons described in each of the           
circumstances set forth in the Policies and Procedures and that the Policies and
Procedures are reasonably designed to ensure that disclosure of portfolio       
holdings and information about portfolio holdings is in the best interests of   
fund shareholders and appropriately addresses the potential for material        
conflicts of interest.                                                          

The Boards exercise continuing oversight of the disclosure of Vanguard fund   
portfolio holdings by (1) overseeing the implementation and enforcement of the  
Policies and Procedures, the Code of Ethics, and the Policies and Procedures    
Designed to Prevent the Misuse of Inside Information (collectively, the         
portfolio holdings governing policies) by the Chief Compliance Officer of       
Vanguard and the Vanguard funds; (2) considering reports and recommendations by 
the Chief Compliance Officer concerning any material compliance matters (as     
defined in Rule 38a-1 under the Investment Company Act and Rule 206(4)-7 under  
the Investment Advisers Act of 1940) that may arise in connection with any      
portfolio holdings governing policies; and (3) considering whether to approve or
ratify any amendment to any portfolio holdings governing policies. Vanguard and 
the Boards reserve the right to amend the Policies and Procedures at any time   
and from time to time without prior notice in their sole discretion. For        
purposes of the Policies and Procedures, the term "portfolio holdings" means the
equity and debt securities (e.g., stocks and bonds) held by a Vanguard fund and 
does not mean the cash investments, derivatives, and other investment positions 
(collectively, other investment positions) held by the fund.                    

ONLINE DISCLOSURE OF TEN LARGEST STOCK HOLDINGS                                 

Each of the Vanguard equity funds and Vanguard balanced funds generally will  
seek to disclose the fund's ten largest stock portfolio holdings and the        
percentages that each of these ten largest stock portfolio holdings represent of
the fund's total assets (collectively, ten largest stock holdings) as of the    
most recent calendar-quarter-end online at www.vanguard.com in the "Holdings"   
section of the fund's Profile page, 15 calendar days after the end of the       
calendar quarter. Online disclosure of the ten largest stock holdings is made to
all categories of persons, including individual investors, institutional        
investors, intermediaries, third-party service providers, rating and ranking    
organizations, affiliated persons of a Vanguard fund, and all other persons.    

ONLINE DISCLOSURE OF COMPLETE PORTFOLIO HOLDINGS                                

Each of the Vanguard funds, excluding Vanguard money market funds, generally    
will seek to disclose the fund's complete portfolio holdings (complete portfolio
holdings) as of the most recent calendar-quarter-end online at www.vanguard.com 
in the "Holdings" section of the fund's Profile page, 30 calendar days after the
end of the calendar quarter. Online disclosure                                  

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of complete portfolio holdings is made to all categories of persons, including  
individual investors, institutional investors, intermediaries, third-party      
service providers, rating and ranking organizations, affiliated persons of a    
Vanguard fund, and all other persons. Vanguard's Portfolio Review Department    
will review complete portfolio holdings before online disclosure is made as     
described above and, after consultation with a Vanguard fund's investment       
advisor, may withhold any portion of the fund's complete portfolio holdings from
online disclosure as described above when deemed to be in the best interests of 
the fund.                                                                       

DISCLOSURE OF COMPLETE PORTFOLIO HOLDINGS TO SERVICE PROVIDERS SUBJECT TO       
CONFIDENTIALITY AND TRADING RESTRICTIONS                                        

Vanguard, for legitimate business purposes, may disclose Vanguard fund complete 
portfolio holdings at times it deems necessary and appropriate to rating and    
ranking organizations, financial printers, proxy voting service providers,      
pricing information vendors, third-parties that deliver analytical, statistical,
or consulting services, and other third parties that provide services           
(collectively, Service Providers) to Vanguard, Vanguard subsidiaries, and/or the
Vanguard funds. Disclosure of complete portfolio holdings to a Service Provider 
is conditioned on the Service Provider being subject to a written agreement     
imposing a duty of confidentiality, including a duty not to trade on the basis  
of any material nonpublic information.                                          
The frequency with which complete portfolio holdings may be disclosed to a    
Service Provider, and the length of the lag, if any, between the date of the    
information and the date on which the information is disclosed to the Service   
Provider, is determined based on the facts and circumstances, including, without
limitation, the nature of the portfolio holdings information to be disclosed,   
the risk of harm to the funds and their shareholders, and the legitimate        
business purposes served by such disclosure. The frequency of disclosure to a   
Service Provider varies and may be as frequent as daily, with no lag. Disclosure
of Vanguard fund complete portfolio holdings by Vanguard to a Service Provider  
must be authorized by a Vanguard fund officer or a Principal in Vanguard's      
Portfolio Review or Legal Department. Any disclosure of Vanguard fund complete  
portfolio holdings to a Service Provider as described previously may also       
include a list of the other investment positions comprising the fund, such as   
cash investments and derivatives.                                               

As of December 31, 2005, Vanguard fund complete portfolio holdings are        
disclosed to the following Service Providers as part of ongoing arrangements    
that serve legitimate business purposes: Alcom Printing Group Inc., Apple Press,
L.C., Automatic Data Processing, Inc., Brown Brothers Harriman & Co., FactSet   
Research Systems Inc., Intelligencer Printing Company, Investment Technology    
Group, Inc., McMunn Associates Inc., Moore Wallace Inc., Pitney Bowes Management
Services, Reuters America Inc., Triune Color Corporation, and Tursack Printing  
Inc.                                                                            

DISCLOSURE OF COMPLETE PORTFOLIO HOLDINGS TO VANGUARD AFFILIATES AND CERTAIN    
FIDUCIARIES SUBJECT TO CONFIDENTIALITY AND TRADING RESTRICTIONS                 

Vanguard fund complete portfolio holdings may be disclosed between and among  
the following persons (collectively, Affiliates and Fiduciaries) for legitimate 
business purposes within the scope of their official duties and                 
responsibilities, subject to such persons' continuing legal duty of             
confidentiality and legal duty not to trade on the basis of any material        
nonpublic information, as such duties are imposed under the Code of Ethics, the 
Policies and Procedures Designed to Prevent the Misuse of Inside Information, by
agreement, or under applicable laws, rules, and regulations: (1) persons who are
subject to the Code of Ethics or the Policies and Procedures Designed to Prevent
the Misuse of Inside Information; (2) an investment advisor, distributor,       
administrator, transfer agent, or custodian to a Vanguard fund; (3) an          
accounting firm, an auditing firm or outside legal counsel retained by Vanguard,
a Vanguard subsidiary, or a Vanguard fund; (4) an investment advisor to whom    
complete portfolio holdings are disclosed for due diligence purposes when the   
advisor is in merger or acquisition talks with a Vanguard fund's current        
advisor; and (5) a newly hired investment advisor or sub-advisor to whom        
complete portfolio holdings are disclosed prior to the time it commences its    
duties.                                                                         

The frequency with which complete portfolio holdings may be disclosed between 
and among Affiliates and Fiduciaries, and the length of the lag, if any, between
the date of the information and the date on which the information is disclosed  
between and among the Affiliates and Fiduciaries, is determined by such         
Affiliates and Fiduciaries based on the facts and circumstances, including,     
without limitation, the nature of the portfolio holdings information to be      
disclosed, the risk of harm to the funds and their shareholders, and the        
legitimate business purposes served by such disclosure. The frequency of        
disclosure between and among Affiliates and Fiduciaries varies and may be as    
frequent as daily, with no lag. Any disclosure of Vanguard fund complete        
portfolio holdings to                                                           

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any Affiliates and Fiduciaries as previously described above may also include a 
list of the other investment positions comprising the fund, such as cash        
investments and derivatives. Disclosure of Vanguard fund complete portfolio     
holdings or other investment positions by Vanguard, Vanguard Marketing          
Corporation, or a Vanguard fund to Affiliates and Fiduciaries must be authorized
by a Vanguard fund officer or a Principal of Vanguard.                          

As of December 31, 2005, Vanguard fund complete portfolio holdings are        
disclosed to the following Affiliates and Fiduciaries as part of ongoing        
arrangements that serve legitimate business purposes: The Vanguard Group, Inc.  
and each investment advisor, custodian, and independent registered public       
accounting firm for a Fund identified in this Statement of Additional           
Information.                                                                    

DISCLOSURE OF PORTFOLIO HOLDINGS TO BROKER-DEALERS IN THE NORMAL COURSE OF      
MANAGING A FUND'S ASSETS                                                        

An investment advisor, administrator, or custodian for a Vanguard fund may, for 
legitimate business purposes within the scope of its official duties and        
responsibilities, disclose portfolio holdings (whether partial portfolio        
holdings or complete portfolio holdings) and other investment positions         
comprising the fund to one or more broker-dealers during the course of, or in   
connection with, normal day-to-day securities and derivatives transactions with 
or through such broker-dealers subject to the broker-dealer's legal obligation  
not to use or disclose material nonpublic information concerning the fund's     
portfolio holdings, other investment positions, securities transactions, or     
derivatives transactions without the consent of the fund or its agents. The     
Vanguard funds have not given their consent to any such use or disclosure and no
person or agent of Vanguard is authorized to give such consent except as        
approved in writing by the Boards of the Vanguard funds. Disclosure of portfolio
holdings or other investment positions by Vanguard to broker-dealers must be    
authorized by a Vanguard fund officer or a Principal                            
of Vanguard.                                                                    

DISCLOSURE OF NON-MATERIAL INFORMATION                                          

The Policies and Procedures permit Vanguard fund officers, Vanguard fund        
portfolio managers, and other Vanguard representatives (collectively, Approved  
Vanguard Representatives) to disclose any views, opinions, judgments, advice or 
commentary, or any analytical, statistical, performance, or other information,  
in connection with or relating to a Vanguard fund or its portfolio holdings     
and/or other investment positions (collectively, commentary and analysis) or any
changes in the portfolio holdings of a Vanguard fund that occurred after the    
most recent calendar-quarter end (recent portfolio changes) to any person if (1)
such disclosure serves a legitimate business purpose, (2) such disclosure does  
not effectively result in the disclosure of the complete portfolio holdings of  
any Vanguard fund (which can be disclosed only in accordance with the Policies  
and Procedures), and (3) such information does not constitute material nonpublic
information. Disclosure of commentary and analysis or recent portfolio changes  
by Vanguard, Vanguard Marketing Corporation, or a Vanguard fund must be         
authorized by a Vanguard fund officer or a Principal of Vanguard.               

An Approved Vanguard Representative must make a good faith determination    
whether the information constitutes material nonpublic information, which       
involves an assessment of the particular facts and circumstances. Vanguard      
believes that in most cases recent portfolio changes that involve a few or even 
several securities in a diversified portfolio or commentary and analysis would  
be immaterial and would not convey any advantage to a recipient in making an    
investment decision concerning a Vanguard fund. Nonexclusive examples of        
commentary and analysis about a Vanguard fund include (1) the allocation of the 
fund's portfolio holdings and other investment positions among various asset    
classes, sectors, industries, and countries; (2) the characteristics of the     
stock and bond components of the fund's portfolio holdings and other investment 
positions; (3) the attribution of fund returns by asset class, sector, industry,
and country; and (4) the volatility characteristics of the fund. An Approved    
Vanguard Representative may in its sole discretion determine whether to deny any
request for information made by any person, and may do so for any reason or for 
no reason. "Approved Vanguard Representatives" include, for purposes of the     
Policies and Procedures, persons employed by or associated with Vanguard or a   
subsidiary of Vanguard who have been authorized by Vanguard's Portfolio Review  
Department to disclose recent portfolio changes and/or commentary and analysis  
in accordance with the Policies and Procedures.                                 

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DISCLOSURE OF PORTFOLIO HOLDINGS IN ACCORDANCE WITH SEC EXEMPTIVE ORDERS        

Vanguard's Fund Financial Services unit may disclose to the National Securities 
Clearing Corporation (NSCC) the daily portfolio composition files (PCFs) that   
identify a basket of specified securities which may overlap with the actual or  
expected portfolio holdings of the Vanguard index funds (VIPER Funds) that offer
a class of shares known as Vanguard/(R)/ Index Participation Equity Receipts    
(VIPER) Shares in accordance with the terms and conditions of related exemptive 
orders (VIPER Exemptive Orders) issued by the Securities and Exchange Commission
(SEC), as described further below.                                              

Unlike the conventional classes of shares issued by VIPER Funds, the VIPER    
Shares are listed for trading on the American Stock Exchange (AMEX). Each VIPER 
Fund issues VIPER Shares in large blocks, known as "Creation Units." To purchase
or redeem a Creation Unit, an investor must be an "Authorized Participant" or it
must do so through a broker-dealer that is an Authorized Participant. An        
Authorized Participant is a participant in the Depository Trust Company (DTC)   
that has executed a Participant Agreement with Vanguard Marketing Corporation.  
Each VIPER Fund issues Creation Units in exchange for a "portfolio deposit"     
consisting of a basket of specified securities (Deposit Securities) and a cash  
payment (the Balancing Amount). Each VIPER Fund also redeems Creation Units in  
kind; an investor who tenders a Creation Unit will receive, as redemption       
proceeds, a basket of specified securities together with a Balancing Amount.    

  In connection with the creation and redemption process, and in accordance with
the terms and conditions of the VIPER Exemptive Orders, Vanguard makes available
to the NSCC, for dissemination to NSCC participants on each business day prior  
to the opening of trading on the AMEX, a PCF containing a list of the names and 
the required number of shares of each Deposit Security for each VIPER Fund. (The
NSCC is a clearing agency registered with the SEC and affiliated with DTC.) In  
addition, the AMEX disseminates (1) continuously throughout the trading day,    
through the facilities of the consolidated tape, the market value of a VIPER    
Share, and (2) every 15 seconds throughout the trading day, separately from the 
consolidated tape, a calculation of the estimated net asset value (NAV) of a    
VIPER Share (which estimate is expected to be accurate to within a few basis    
points). Comparing these two figures allows an investor to determine whether,   
and to what extent, VIPER Shares are selling at a premium or at a discount to   
NAV. VIPER Shares are listed on the AMEX and traded in the secondary market in  
the same manner as other equity securities. The price of VIPER Shares trading on
the secondary market is based on a current bid/offer market.                    

As contemplated by the VIPER Exemptive Orders, Vanguard and the VIPER Funds   
expect that only institutional arbitrageurs and institutional investors with    
large indexed portfolios will buy and sell VIPER Shares in Creation Unit-sized  
aggregations because Creation Units can be purchased only in exchange for       
securities likely to cost millions of dollars. An AMEX specialist, in providing 
for a fair and orderly secondary market for VIPER Shares, also may purchase     
Creation Units for use in its market-making activities on the AMEX. Vanguard and
the VIPER Funds expect secondary market purchasers of VIPER Shares will include 
both institutional and retail investors. Vanguard and the VIPER Funds believe   
that arbitrageurs will purchase or redeem Creation Units to take advantage of   
discrepancies between the VIPER Shares' market price and the VIPER Shares'      
underlying NAV. Vanguard and the VIPER Funds expect that this arbitrage activity
will provide a market "discipline" that will result in a close correspondence   
between the price at which the VIPER Shares trade and their NAV. In other words,
Vanguard and the VIPER Funds do not expect the VIPER Shares to trade at a       
significant premium or discount to their NAV.                                   

In addition to making PCFs available to the NSCC, as previously described,  
Vanguard's Fund Financial Services unit may disclose the PCF for any VIPER Fund 
to any person, or online at www.vanguard.com to all categories of persons, if   
(1) such disclosure serves a legitimate business purpose and (2) such disclosure
does not constitute material nonpublic information. Vanguard's Fund Financial   
Services unit must make a good faith determination whether the PCF for any VIPER
Fund constitutes material nonpublic information, which involves an assessment of
the particular facts and circumstances. Vanguard believes that in most cases the
PCF for any VIPER Fund would be immaterial and would not convey any advantage to
the recipient in making an investment decision concerning the VIPER Fund if     
sufficient time has passed between the date of the PCF and the date on which the
PCF is disclosed. Vanguard's Fund Financial Services unit may in its sole       
discretion determine whether to deny any request for the PCF for any VIPER Fund 
made by any person, and may do so for any reason or for no reason. Disclosure of
a PCF must be authorized by a Vanguard fund officer or a Principal in Vanguard's
Fund Financial Services unit.                                                   

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DISCLOSURE OF PORTFOLIO HOLDINGS RELATED INFORMATION TO THE ISSUER OF A SECURITY
FOR LEGITIMATE BUSINESS PURPOSES                                                

Vanguard, it its sole discretion, may disclose portfolio holdings information   
concerning a security held by one or more Vanguard funds to the issuer of such  
security if the issuer presents, to the satisfaction of Fund Financial Services,
convincing evidence that the issuer has a legitimate business purpose for such  
information. Disclosure of this information to an issuer is conditioned on the  
issuer being subject to a written agreement imposing a duty of confidentiality, 
including a duty not to trade on the basis of any material nonpublic            
information. The frequency with which portfolio holdings information concerning 
a security may be disclosed to the issuer of such security, and the length of   
the lag, if any, between the date of the information and the date on which the  
information is disclosed to the issuer, is determined based on the facts and    
circumstances, including, without limitation, the nature of the portfolio       
holdings information to be disclosed, the risk of harm to the funds and their   
shareholders, and the legitimate business purposes served by such disclosure.   
The frequency of disclosure to an issuer cannot be determined in advance of a   
specific request and will vary based upon the particular facts and circumstances
and the legitimate business purposes, but in unusual situations could be as     
frequent as daily, with no lag. Disclosure of portfolio holdings information    
concerning a security held by one or more Vanguard funds to the issuer of such  
security must be authorized by a Vanguard fund officer or a Principal in        
Vanguard's Portfolio Review or Legal Department.                                

DISCLOSURE OF PORTFOLIO HOLDINGS AS REQUIRED BY APPLICABLE LAW                  

Vanguard fund portfolio holdings (whether partial portfolio holdings or complete
portfolio holdings) and other investment positions comprising a fund shall be   
disclosed to any person as required by applicable laws, rules, and regulations. 
Examples of such required disclosure include, but are not limited to, disclosure
of Vanguard fund portfolio holdings (1) in a filing or submission with the SEC  
or another regulatory body, (2) in connection with seeking recovery on defaulted
bonds in a federal bankruptcy case, (3) in connection with a lawsuit, or (4) as 
required by court order. Disclosure of portfolio holdings or other investment   
positions by Vanguard, Vanguard Marketing Corporation, or a Vanguard fund as    
required by applicable laws, rules, and regulations must be authorized by a     
Vanguard fund officer or a Principal of Vanguard.                               

PROHIBITIONS ON DISCLOSURE OF PORTFOLIO HOLDINGS                                

No person is authorized to disclose Vanguard fund portfolio holdings or other   
investment positions (whether online at www.vanguard.com, in writing, by fax, by
e-mail, orally, or by other means) except in accordance with the Policies and   
Procedures. In addition, no person is authorized to make disclosure pursuant to 
the Policies and Procedures if such disclosure is otherwise unlawful under the  
antifraud provisions of the federal securities laws (as defined in Rule         
38a-1under the Investment Company Act). Furthermore, Vanguard's management, in  
its sole discretion, may determine not to disclose portfolio holdings or other  
investment positions comprising a Vanguard fund to any person who would         
otherwise be eligible to receive such information under the Policies and        
Procedures, or may determine to make such disclosures publicly as provided by   
the Policies and Procedures.                                                    

PROHIBITIONS ON RECEIPT OF COMPENSATION OR OTHER CONSIDERATION                  

The Policies and Procedures prohibit a Vanguard fund, its investment advisor,   
and any other person to pay or receive any compensation or other consideration  
of any type for the purpose of obtaining disclosure of Vanguard fund portfolio  
holdings or other investment positions. "Consideration" includes any agreement  
to maintain assets in the fund or in other investment companies or accounts     
managed by the investment advisor or by any affiliated person of the investment 
advisor.                                                                        

THE FIRST TWO PARAGRAPHS OF THE "MANAGEMENT OF THE FUNDS - DISTRIBUTION" SECTION
OF THE STATEMENT OF ADDITIONAL INFORMATION ARE REPLACED BY THE FOLLOWING:       

DISTRIBUTION. Vanguard Marketing Corporation (VMC), a wholly-owned subsidiary of
Vanguard, is the principal underwriter for the funds and in that capacity       
performs and finances marketing, promotional, and distribution activities       
(collectively, marketing and distribution activities) that are primarily        
intended to result in the sale of the funds' shares. VMC performs marketing and 
distribution activities at cost in accordance with the terms and conditions of a
1981 SEC exemptive order that permits the Vanguard funds to internalize and     
jointly finance the                                                             

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marketing, promotion, and distribution of their shares. Under the terms of the  
SEC order, the funds' trustees review and approve the marketing and distribution
expenses incurred on their behalf, including the nature and cost of the         
activities and the desirability of each fund's continued participation in the   
joint arrangement.                                                              

To ensure that each fund's participation in the joint arrangement falls within
a reasonable range of fairness, each fund contributes to VMC's marketing and    
distribution expenses in accordance with an SEC-approved formula. Under that    
formula, one half of the marketing and distribution expenses are allocated among
the funds based upon their relative net assets. The remaining half of those     
expenses is allocated among the funds based upon each fund's sales for the      
preceding 24 months relative to the total sales of the funds as a group;        
provided, however, that no fund's aggregate quarterly rate of contribution for  
marketing and distribution expenses shall exceed 125% of the average marketing  
and distribution expense rate for Vanguard, and that no fund shall incur annual 
marketing and distribution expenses in excess of 0.20 of 1% of its average      
month-end net assets. As of September 30, 2005, none of the Vanguard funds'     
allocated share of VMC's marketing and distribution expenses was greater than   
0.02% of the fund's average month-end net assets. Each fund's contribution to   
these marketing and distribution expenses helps to maintain and enhance the     
attractiveness and viability of the Vanguard complex as a whole, which benefits 
all of the funds and their shareholders.                                        

VMC's principal marketing and distribution expenses are for advertising,      
promotional materials, and marketing personnel. Other marketing and distribution
activities that VMC undertakes on behalf of the funds may include, but are not  
limited to:                                                                     

- Conducting or publishing Vanguard-generated research and analysis concerning  
the funds, other investments, the financial markets or the economy;         

- Providing views, opinions, advice or commentary concerning the funds, other   
investments, the financial markets, or the economy;                         

- Providing analytical, statistical, performance or other information concerning
the funds, other investments, the financial markets, or the economy;        

- Providing administrative services in connection with investments in the funds 
or other investments, including, but not limited to, shareholder services,  
recordkeeping services and educational services;                            

- Providing products or services that assist investors or financial service     
providers (as defined below) in the investment decision-making process;     

- Providing promotional discounts, commission-free trading, fee waivers and     
other benefits to clients of Vanguard Brokerage Services(R) who maintain    
qualifying investments in the funds; and                                    

- Sponsoring, jointly sponsoring, financially supporting or participating in    
conferences, programs, seminars, presentations, meetings or other events    
 involving fund shareholders, financial service providers or others concerning
the funds, other investments, the financial markets or the economy, such as 
industry conferences, prospecting trips, due diligence visits, training or  
education meetings and sales presentations.                                 

     VMC performs  most  marketing  and  distribution  activities  itself.  Some
activities  may be  conducted  by third  parties  pursuant  to shared  marketing
arrangements  under  which VMC  agrees to share  the  costs and  performance  of
marketing  and  distribution  activities  in concert  with a  financial  service
provider.   Financial  service  providers  include,  but  are  not  limited  to,
investment advisors, broker-dealers,  financial planners, financial consultants,
banks,  and  insurance  companies.  Under  these  cost- and  performance-sharing
arrangements,  VMC may pay or reimburse a financial service provider (or a third
party it retains)  for  marketing  and  distribution  activities  that VMC would
otherwise  perform.  VMC's  cost- and  performance-sharing  arrangements  may be
established in connection with Vanguard  investment products or services offered
or provided to or through the financial service  providers.  VMC's  arrangements
for shared  marketing  and  distribution  activities  may vary  among  financial
service  providers,  and its payments or  reimbursements  to  financial  service
providers in connection with shared marketing and distribution activities may be
significant.  VMC does not participate in the offshore  arrangement Vanguard has
established  for qualifying  Vanguard funds to be distributed in certain foreign
countries  on  a  private-placement  basis  to  government-sponsored  and  other
institutional investors through a third-party asesor de inversiones" (investment
adviser),  which  includes  incentive-based  remuneration.                      

In connection with its marketing and distribution activities, VMC may give    
financial service providers (or their representatives): (1) promotional items of
nominal value that display Vanguard's logo, such as golf balls, shirts,         

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towels, pens, and mouse pads; (2) gifts that do not exceed $100 per person      
annually and are not preconditioned on achievement of a sales target; (3) an    
occasional meal, a ticket to a sporting event or the theater, or comparable     
entertainment which is neither so frequent nor so extensive as to raise any     
question of propriety and is not preconditioned on achievement of a sales       
target; and (4) reasonable travel and lodging accommodations to facilitate      
participation in marketing and distribution activities.                         

 VMC, as a matter of policy, does not pay asset-based fees, sales-based fees, or
account-based fees to financial service providers in connection with its        
marketing and distribution activities for the Vanguard funds. VMC policy also   
prohibits marketing and distribution activities that are intended, designed, or 
likely to compromise suitability determinations by, or the fulfillment of any   
fiduciary duties or other obligations that apply to, financial service          
providers. Nonetheless, VMC's marketing and distribution activities are         
primarily intended to result in the sale of the funds' shares, and as such its  
activities, including shared marketing activities, may influence participating  
financial service providers (or their representatives) to recommend, promote,   
include, or invest in a Vanguard fund or share class. In addition, Vanguard or  
any of its subsidiaries may retain a financial service provider to provide      
consulting or other services, and that financial service provider also may      
provide services to investors. Investors should consider the possibility that   
any of these activities or relationships may influence a financial service      
provider's (or its representatives') decision to recommend, promote, include, or
invest in a Vanguard fund or share class. Each financial service provider should
consider its suitability determinations, fiduciary duties, and other legal      
obligations (or those of its representatives) in connection with any decision to
consider, recommend, promote, include, or invest in a Vanguard fund or share    
class.                                                                          

497
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(C)2006 The Vanguard Group, Inc. All rights reserved.                           
Vanguard Marketing Corporation, Distributor.                 BSPHMDBVPR 012006  

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘497’ Filing		Date		First		Last			Other Filings
Filed on / Effective on:		1/27/06							497,  N-Q
		12/31/05		2		3			24F-2NT,  N-CSR,  N-CSR/A,  NSAR-B
		9/30/05		6					N-Q
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