<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24f-2
Read Instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer:
VANGUARD FIXED INCOME SECURITIES FUND, INC.
2. Name of each series or class of funds for which this notice is filed:
Intermediate-Term Corporate Bond Portfolio
High Yield Corporate Portfolio
Long-Term Corporate Bond Portfolio
GNMA Portfolio
Short-Term Corporate Portfolio
Short-Term Federal Portfolio
Short-Term U.S. Treasury Portfolio
Intermediate Term U.S. Treasury Portfolio
Long-Term U.S. Treasury Portfolio
3. Investment Company Act File Number: 811-2368
Securities Act File Number: 2-47371
4. Last day of fiscal year for which this notice is filed: 1/31/96
5. Check box if this notice is being filed more than 180 days after the
close of the issuer's fiscal year for purposes of reporting
securities sold after the close of the fiscal year but before
termination of the issuer's 24f-2 declaration:
/ /
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
N/A
7. Number and amount of securities of the same class or series which had
been registered under the Securities Act of 1933 other than pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at the
beginning of the fiscal year.
None
8. Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
None
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9. Number and aggregate sales price of securities sold during the fiscal
year:
<TABLE>
<CAPTION>
Number of Aggregate
Name of Portfolio Portfolio Shares Sales Price
<S> <C> <C>
Intermediate-Term Corporate
Bond Portfolio 31,050,098 $ 308,037,390
High Yield Corporate Portfolio 132,907,312 1,017,744,294
Long-Term Corporate Bond Portfolio 104,079,131 926,143,965
GNMA Portfolio 161,324,815 1,642,708,142
Short-Term Corporate Portfolio 170,783,268 1,833,113,532
Short-Term Federal Portfolio 43,254,671 436,431,306
Short-Term U.S. Treasury Portfolio 49,138,019 499,616,052
Intermediate Term U.S. Treasury Portfolio 54,988,491 571,266,175
Long-Term U.S. Treasury Portfolio 47,317,487 480,872,904
Total 795,294,292 $7,715,933,760
</TABLE>
10. Number and aggregate sales price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
<TABLE>
<CAPTION>
Number of Aggregate
Name of Portfolio Portfolio Shares Sales Price
<S> <C> <C>
Intermediate-Term Corporate
Bond Portfolio 31,050,098 $ 308,037,390
High Yield Corporate Portfolio 132,907,312 1,017,744,294
Long-Term Corporate Bond Portfolio 104,079,131 926,143,965
GNMA Portfolio 161,324,815 1,642,708,142
Short-Term Corporate Portfolio 170,783,268 1,833,113,532
Short-Term Federal Portfolio 43,254,671 436,431,306
Short-Term U.S. Treasury Portfolio 49,138,019 499,616,052
Intermediate Term U.S. Treasury
Portfolio 54,988,491 571,266,175
Long-Term U.S. Treasury Portfolio 47,317,487 480,872,904
Total 795,294,292 $7,715,933,760
</TABLE>
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
None
12. Calculation of registration fee:
<TABLE>
<S> <C> <C>
(i) Aggregate sales price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $7,715,933,760
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): + - 0 -
(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): - 4,668,397,018
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to
rule 24f-2 (if applicable): + -0-
(v) Net aggregate price of securities sold and issued during
the fiscal year in reliance on rule 24f-2 [line (I), plus line
(ii), less line (iii), plus line (iv)] (if applicable): $3,047,536,742
(vi) Multiplier prescried by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x 1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $1,050,874.74
</TABLE>
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INSTRUCTION: Issuers should complete lines (ii), (iii), (iv), and (v) only
if the form is being filed within 60 days after the close of
the issuer's fiscal year. See Instruction C.3.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
/ X /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 11, 1996
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dated indicated:
By (Signature and Title) /s/ RAYMOND J. KLAPINSKY, SECRETARY
------------------------------------------
Raymond J. Klapinsky, Secretary
Date: March 14, 1996
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EXHIBIT "A"
March 14, 1996
Vanguard Fixed Income Securities Fund, Inc.
100 Vanguard Boulevard
Malvern, PA 19355
Gentlemen:
Vanguard Fixed Income Securities Fund, Inc. (the "Fund") was originally
organized as a Maryland corporation on March 23, 1972. On June 1, 1984, the
Fund was reorganized into a Pennsylvania business trust which was created
solely for that purpose. The Fund was again reorganized into a Maryland
corporation on December 30, 1985. I have acted as counsel to the Fund since
its initial registration as an open-end management investment company under the
Investment Company Act ("1940 Act"), as amended. It is in my capacity as
counsel to the Fund that I am furnishing you this opinion.
I have examined the Fund's: (1) Articles of Incorporation as amended and
restated; (2) minutes of the meetings of shareholders and Directors; (3)
Notification of Registration on Form N-8A under the 1940 Act; (4) Registration
on Form N-1A under the Securities Act of 1933 ("1933 Act"), and all amendments
thereto; and (5) all other relevant documents and records, as well as the
procedures and requirements relative to the issuance and sale of the Fund's
shares.
The Fund is authorized to issue 3,550,000,000 shares of its common stock with a
$.001 par value. On January 31, 1996, (the end of the Fund's fiscal year), the
Fund had issued and outstanding approximately 41,686,351 shares of the
Intermediate-Term Corporate Bond Portfolio; approximately 380,865,068 shares of
the High Yield Corporate Portfolio; approximately 357,851,645 shares of the
Long-Term Corporate Bond Portfolio; approximately 669,790,673 shares of the
GNMA Portfolio; approximately 112,463,848 shares of the Intermediate U.S.
Treasury Portfolio; approximately 88,757,481 shares of the Short-Term U.S.
Treasury Portfolio; approximately 353,890,295 shares of the Short-Term
Corporate Portfolio; approximately 136,312,816 shares of the Short-Term Federal
Portfolio; and approximately 85,366,999 shares of the Long-Term U.S. Treasury
Portfolio.
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My examination disclosed the following information:
1. On February 1, 1995, (the beginning of the Fund's last fiscal year),
the Fund had no shares registered under the 1933 Act other than pursuant to
Rule 24f-2 of the 1940 Act, but which remained unsold on that date.
2. During the fiscal year ended January 31, 1996, the Fund did not
register any securities under the 1933 Act other than pursuant to Rule 24f-2.
3. During the fiscal year ended January 31, 1996, the Fund sold the
following shares in reliance upon registration pursuant to Rule 24f-2 of the
1940 Act:
<TABLE>
<CAPTION>
Number of Aggregate
Name of Portfolio Portfolio Shares Sales Price
<S> <C> <C>
Intermediate-Term
Corporate Bond 31,501,098 $308,037,390
High Yield Corporate 132,907,312 1,017,744,294
Long-Term Corporate Bond 104,079,131 926,143,965
GNMA 161,324,815 1,642,708,142
Short-Term Corporate 170,783,268 1,833,113,532
Short-Term Federal 43,254,671 436,431,306
Short-Term U.S. Treasury 49,138,019 499,616,052
Intermediate U.S. Treasury 54,988,491 571,266,175
Long-Term U.S. Treasury 47,317,487 480,872,904
Total 795,294,292 $7,715,933,760
</TABLE>
4. During the fiscal year ended, January 31, 1996, the Fund redeemed a
combined total of 473,914,599 shares with an aggregate redemption price of
$4,668,397,018 from the Fund's nine Portfolios.
You have instructed me to file, on behalf of the Fund, a Notice pursuant to
Rule 24f-2 of the 1940 Act, for the purpose of registering, under the 1933 Act,
the combined total of 795,294,292 shares from the Fund's nine Portfolios which
were sold by the Fund during the fiscal year in reliance upon Rule 24f-2 of the
1940 Act.
Based upon the foregoing information and my examination, it is in my opinion
that:
1. During the fiscal year ended, January 31, 1996, the Fund was a valid
and subsisting corporation of the State of Maryland, authorized to issue
3,550,000,000 shares of its common stock, with a $.001 par value. The Board of
Directors has the power to designate one or more classes ("Portfolios") of
shares in common stock and to classify and reclassify any unissued shares with
respect to such Portfolios.
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2. The proposed registration of the combined total of 795,294,292 shares
sold by the Fund during its fiscal year ended January 31, 1996, pursuant to
Rule 24f-2 of the 1940 Act is proper, and that such shares were legally
authorized, fully paid and non-assessable.
3. The holders of such shares have all rights provided with respect to
such holdings by the Articles of Incorporation and the laws of the State of
Maryland.
I hereby consent to the use of this opinion as an Exhibit to the Rule 24f-2
Notice filed on behalf of the Fund, covering the registration of such shares
under the 1933 Act, and to the applications and registration statements, and
amendments thereto, filed in accordance with the securities laws of the states
in which shares of the Fund are offered. I further consent to reference in the
Prospectus of the Fund to the fact that this opinion concerning the legality of
the issue has been rendered by me.
Very truly yours,
/s/ RAYMOND J. KLAPINSKY
- ------------------------------------------
BY: (Raymond J. Klapinsky)
Counsel
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