VANGUARD MUNICIPAL BOND FUND INC
497, 1994-12-19
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[LOGO OF VANGUARD APPEARS HERE]                   A Member of The Vanguard Group
 
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PROSPECTUS--DECEMBER 14, 1994
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NEW ACCOUNT INFORMATION: INVESTOR INFORMATION DEPARTMENT--1-800-662-7447 (SHIP)
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SHAREHOLDER ACCOUNT SERVICES: CLIENT SERVICES DEPARTMENT--1-800-662-2739 (CREW)
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INVESTMENT       Vanguard Municipal Bond Fund, Inc. (the "Fund") is an open-
OBJECTIVE AND    end diversified investment company whose objective is to pro-
POLICIES         vide investors with the highest level of income that is ex-
                 empt from federal income tax and consistent with preservation
                 of capital. The Fund consists of seven different Portfolios,
                 each of which invests primarily in municipal securities
                 within prescribed maturity and quality standards.
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OPENING AN       Please complete and return the Account Registration Form. If
ACCOUNT          you need assistance in completing this Form, please call our
                 Investor Information Department at 1-800-662-7447, Monday
                 through Friday, from 8:00 a.m. to 9:00 p.m. and Saturday from
                 9:00 a.m. to 4:00 p.m. (Eastern time). The minimum initial
                 investment is $3,000 for each Portfolio or $500 for Uniform
                 Gifts/Transfers to Minors Act accounts. The Fund is offered
                 on a no-load basis (i.e., there are no sales commissions or
                 12b-1 fees). However, the Fund incurs expenses for investment
                 advisory, management, administrative and distribution servic-
                 es.
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ABOUT THIS       This Prospectus is designed to set forth concisely the
PROSPECTUS       information you should know about the Fund before you invest.
                 It should be retained for future reference. A "Statement of
                 Additional Information" containing additional information
                 about the Fund has been filed with the Securities and
                 Exchange Commission. Such Statement is dated December 14,
                 1994, and is hereby incorporated by reference into this
                 Prospectus. It may be obtained, without charge, by writing to
                 the Fund or by calling the Investor Information Department.
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                       Page
<S>                                                                    <C>
Highlights............................................................   2
Fund Expenses.........................................................   5
Financial Highlights..................................................   6
Yield and Total Return................................................  10
      FUND INFORMATION
Investment Objective..................................................  10
Investment Policies...................................................  10
Investment Risks......................................................  13
Who Should Invest.....................................................  15

<CAPTION>
                                                                       Page
<S>                                                                    <C>
How to Compare Tax-Free and 
  Taxable Yields......................................................  16
Implementation of Policies............................................  17
Investment Limitations................................................  21
Management of the Fund................................................  22
Investment Adviser....................................................  22
Dividends, Capital Gains and 
  Taxes...............................................................  23
The Share Price of Each Portfolio.....................................  25
General Information...................................................  26

<CAPTION>
                                                                       Page
<S>                                                                    <C>
                             SHAREHOLDER GUIDE
Opening an Account and Purchasing Shares..............................  27
When Your Account Will Be Credited....................................  30
Selling Your Shares...................................................  31
Exchanging Your Shares................................................  34
Important Information About Telephone Transactions....................  35
Transferring Registration.............................................  36
Other Vanguard Services...............................................  36
</TABLE>
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE COMMISSION PASSED UPON THE ACCURACY OR AD-
EQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OF-
FENSE.
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<PAGE>
 
                                   HIGHLIGHTS
 
OBJECTIVE AND    Vanguard Municipal Bond Fund, Inc. (the "Fund") is an open-
POLICIES         end diversified investment company whose objective is to pro-
                 vide investors with the highest level of income that is ex-
                 empt from federal income tax. The Fund consists of seven sep-
                 arate Portfolios, each of which invests in municipal securi-
                 ties within prescribed maturity and credit quality standards.
                 There is no assurance, however, that the Fund will achieve
                 its stated objective.
                                                                        PAGE 10
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SEVEN SEPARATE   Investors may choose to invest in any of seven Portfolios of
PORTFOLIOS       the Fund:
 
                 MONEY MARKET PORTFOLIO--invests in high-quality municipal se-
                 curities with a dollar-weighted average maturity of 90 days
                 or less and seeks to maintain a stable $1.00 share price. AN
                 INVESTMENT IN THE MONEY MARKET PORTFOLIO IS NEITHER INSURED
                 NOR GUARANTEED BY THE U.S. GOVERNMENT. ALSO, THERE IS NO AS-
                 SURANCE THAT THE PORTFOLIO WILL BE ABLE TO MAINTAIN A STABLE
                 NET ASSET VALUE OF $1.00 PER SHARE.
 
                 SHORT-TERM PORTFOLIO--invests in high-quality municipal secu-
                 rities with a dollar-weighted average maturity of 1 to 2
                 years.
 
                 LIMITED-TERM PORTFOLIO--invests in high-quality municipal se-
                 curities with a dollar-weighted average maturity of 2 to 5
                 years.
 
                 INTERMEDIATE-TERM PORTFOLIO--invests in high-quality munici-
                 pal securities with a dollar-weighted average maturity of 7
                 to 12 years.
 
                 LONG-TERM PORTFOLIO--invests in high-quality municipal secu-
                 rities with a dollar-weighted average maturity of 15 to 25
                 years.
 
                 INSURED LONG-TERM PORTFOLIO--invests in insured municipal se-
                 curities with a dollar-weighted average maturity of 15 to 25
                 years.
 
                 HIGH-YIELD PORTFOLIO--invests in medium-grade municipal secu-
                 rities with a dollar-weighted average maturity of 15 to 25
                 years.                                                 PAGE 11
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RISK             The seven Portfolios of the Fund differ significantly in
CHARACTERISTICS  terms of interest rate and credit risk. INTEREST RATE RISK is
                 the potential for fluctuations in the principal value of a
                 bond investment caused by changes in market interest rates.
                 It depends chiefly on the average maturity of a Portfolio's
                 municipal securities. CREDIT RISK is the possibility that a
                 municipal bond issuer will fail to make timely payments of
                 principal and interest to a Portfolio. It is a function of
                 the credit quality of a Portfolio's securities.
 
                 Five Portfolios of the Fund--the Money Market, Short-Term,
                 Limited-Term, Intermediate-Term and Long-Term Portfolios--
                 provide varying degrees of interest rate risk for a similar
                 level of credit quality. The Money Market Portfolio, which is
                 expected to maintain a stable $1.00 share price, provides
                 minimal exposure to interest rate risk. In contrast, share
                 prices for the Short-Term, Limited-Term, Intermediate-Term
                 and Long-Term Portfolios will generally fluctuate
 
2
 
2
 
2
<PAGE>
 
                 as interest rates change. In relative terms, share price
                 fluctuations are expected to be modest for the Short-Term
                 Portfolio, moderate for the Limited-Term Portfolio, reasona-
                 bly high for the Intermediate-Term Portfolio and highest for
                 the Long-Term Portfolios.
 
                 Two Portfolios--the Insured Long-Term and High-Yield Portfo-
                 lios--are similar to the Long-Term Portfolio in terms of in-
                 terest rate risk, but are different in terms of credit risk.
                 The Insured Long-Term Portfolio seeks a higher degree of
                 credit protection by investing in insured securities. In con-
                 trast, the High-Yield Portfolio is exposed to a substantial
                 degree of credit risk because the Portfolio seeks higher
                 yields by investing in medium-grade quality securities.   PAGE
                 13
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THE VANGUARD     The Fund is a member of The Vanguard Group of Investment Com-
GROUP            panies, a group of more than 30 investment companies with
                 more than 80 distinct investment portfolios and total assets
                 in excess of $130 billion. The Vanguard Group, Inc.
                 ("Vanguard"), a subsidiary jointly owned by the Vanguard
                 Funds, provides all corporate management, administrative,
                 distribution and shareholder accounting services on an at-
                 cost basis to the Funds in the Group.                  PAGE 22
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INVESTMENT       The Fund receives investment advisory services on an at-cost
ADVISER          basis from an experienced investment management staff em-
                 ployed directly by Vanguard. As a result, the Fund receives
                 its investment advisory services at a substantially lower
                 cost than would be possible if the Fund paid an investment
                 advisory fee to an external investment adviser.        PAGE 22
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DIVIDEND         Each Portfolio declares a dividend based on its ordinary in-
POLICY           come each business day. Dividends are paid monthly and may be
                 received in cash or reinvested in additional shares.   PAGE 23
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TAXES            Shareholders pay no federal income tax on tax-exempt divi-
                 dends paid by the Fund's Portfolios. However, tax-exempt div-
                 idends may be subject to state and local income taxes, de-
                 pending on state and local tax law. Capital gains distribu-
                 tions from the Fund are subject to federal income tax, as
                 well as state and local taxes if applicable. The disposition
                 of securities at a gain, which the Fund purchased at a market
                 discounted price above a certain nominal or de minimus
                 amount, will be subject to federal income taxation as ordi-
                 nary income. Although the Fund seeks to avoid taxable income,
                 shareholders would be responsible for any taxes due if tax-
                 able income were realized. A portion of the tax-exempt divi-
                 dends from the High-Yield Portfolio may be a tax preference
                 item for purposes of the alternative minimum tax.      PAGE 23
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PURCHASING       You may purchase shares by mail, wire or exchange from an-
SHARES           other Vanguard Fund. The minimum initial investment is $3,000
                 per Portfolio; the minimum for subsequent investments is
                 $100. There are no sales commissions or 12b-1 fees.
                                                                        PAGE 27
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                                                                               3
<PAGE>
 
                 You may redeem shares of each Portfolio by mail, telephone,
SELLING SHARES   wire or check. There is no charge for redemptions, except for
                 wire withdrawals under $5,000, which are subject to a $5
                 charge. (Your bank may also impose a fee upon receipt of a
                 wire.) Each Portfolio's share price (except the Money Market
                 Portfolio's) is expected to fluctuate, and may at redemption
                 be more or less than at the time of initial purchase, result-
                 ing in a gain or loss. Capital gains incurred by redeeming
                 shares may be taxable.                                 PAGE 31
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SERVICES TO      The Fund offers free checkwriting services (minimum $250 per
SHAREHOLDERS     check) for easy access to your account balance.        PAGE 31
 
                 The Fund also offers two special services: Fund Express, for
                 electronic transfers between the Fund and your bank account;
                 and Tele-Account, for 24-hour telephone access to your Fund
                 account balance and certain transactions.              PAGE 36
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SPECIAL          (1) The value of a Portfolio's municipal securities is ex-
CONSIDERATIONS   pected to fluctuate inversely with interest rates. In gener-
                 al, if interest rates rise, municipal bond prices fall; if
                 interest rates fall, bond prices rise. In addition, for a
                 given change in interest rates, bonds of longer maturities
                 fluctuate more in value than bonds of shorter maturities.
                 Thus, you should expect that each Portfolio's share price
                 (except the Money Market Portfolio's) will vary as interest
                 rates change, and that a Portfolio with a longer maturity
                 will fluctuate more than a Portfolio with a shorter maturity.
                 PAGE 14
 
                 (2) From time to time Congress has considered proposals to
                 restrict or eliminate the tax-exempt status of municipal se-
                 curities. If such proposals were enacted in the future, each
                 Portfolio would reconsider its investment objective and poli-
                 cies.
                                                                        PAGE 13
 
                 (3) Each Portfolio (except the Money Market Portfolio) may
                 invest a portion of its assets in futures contracts and
                 options.                                               PAGE 18
 
                 (4) Each Portfolio may invest up to 20% of its assets in
                 short-term municipal securities or in taxable short-term
                 securities.                                            PAGE 21
 
                 (5) Each Portfolio may purchase municipal obligations on a
                 when-issued basis. Securities purchased on a when-issued ba-
                 sis may decline or appreciate in market value prior to their
                 actual delivery to a Portfolio.                        PAGE 21
 
                 (6) Each Portfolio may lend its investment securities.    PAGE
                 21
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4
<PAGE>
 
FUND EXPENSES    The following table illustrates ALL expenses and fees that
                 you would incur as a shareholder of the Fund. The expenses
                 set forth below are for the 1994 fiscal year.
 
<TABLE>
<CAPTION>
                                        SHORT-   LIMITED-  INTERMEDIATE-            INSURED    HIGH-
SHAREHOLDER TRANSACTION   MONEY MARKET   TERM      TERM        TERM      LONG-TERM LONG-TERM   YIELD
EXPENSES                   PORTFOLIO   PORTFOLIO PORTFOLIO   PORTFOLIO   PORTFOLIO PORTFOLIO PORTFOLIO
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<S>                       <C>          <C>       <C>       <C>           <C>       <C>       <C>
Sales Load Imposed on
 Purchases..............      None       None      None        None        None      None      None
Sales Load Imposed on
 Reinvested Dividends...      None       None      None        None        None      None      None
Redemption Fees*........      None       None      None        None        None      None      None
Exchange Fees...........      None       None      None        None        None      None      None
<CAPTION>
                                        SHORT-   LIMITED-  INTERMEDIATE-   LONG-    INSURED    HIGH-
ANNUAL FUND OPERATING     MONEY MARKET   TERM      TERM        TERM        TERM    LONG-TERM   YIELD
EXPENSES                   PORTFOLIO   PORTFOLIO PORTFOLIO   PORTFOLIO   PORTFOLIO PORTFOLIO PORTFOLIO
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<S>                       <C>          <C>       <C>       <C>           <C>       <C>       <C>
Management &
 Administrative
 Expenses...............      0.15%      0.15%     0.15%       0.15%       0.15%     0.15%     0.15%
Investment Advisory
 Fees...................      0.01       0.01      0.01        0.01        0.01      0.01      0.01
12b-1 Fees..............      None       None      None        None        None      None      None
Other Expenses
 Distribution Costs.....      0.03       0.03      0.02        0.02        0.02      0.02      0.02
 Miscellaneous Expenses.      0.01       0.01      0.02        0.02        0.02      0.02      0.02
                              ----       ----      ----        ----        ----      ----      ----
Total Other Expenses....      0.04       0.04      0.04        0.04        0.04      0.04      0.04
                              ----       ----      ----        ----        ----      ----      ----
  TOTAL OPERATING
   EXPENSES.............      0.20%      0.20%     0.20%       0.20%       0.20%     0.20%     0.20%
                              ====       ====      ====        ====        ====      ====      ====
</TABLE>
 
*Wire redemptions of less than $5,000 are subject to a $5.00 charge.
 
                 The purpose of this table is to assist you in understanding
                 the various expenses that you would bear directly or indi-
                 rectly as an investor in the Fund.
 
                 The following example illustrates the expenses that you would
                 incur on a $1,000 investment over various periods, assuming
                 (1) a 5% annual rate of return and (2) redemption at the end
                 of each period.
 
<TABLE>
<CAPTION>
                                                        1 YEAR 3 YEARS 5 YEARS 10 YEARS
                                                        ------ ------- ------- --------
                    <S>                                 <C>    <C>     <C>     <C>
                    Money Market Portfolio.............   $2      $6     $11     $26
                    Short-Term Portfolio...............   $2      $6     $11     $26
                    Limited-Term Portfolio.............   $2      $6     $11     $26
                    Intermediate-Term Portfolio........   $2      $6     $11     $26
                    Long-Term Portfolio................   $2      $6     $11     $26
                    Insured Long-Term Portfolio........   $2      $6     $11     $26
                    High-Yield Portfolio...............   $2      $6     $11     $26
</TABLE>
 
                 THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
                 PAST OR FUTURE EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY
                 BE HIGHER OR LOWER THAN THOSE SHOWN.
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                                                                               5
<PAGE>
 
FINANCIAL        The following financial highlights information for a share
HIGHLIGHTS       outstanding throughout each period, insofar as they relate to
                 each of the five years in the period ended August 31, 1994,
                 have been audited by Price Waterhouse LLP, independent ac-
                 countants, whose report thereon was unqualified. This infor-
                 mation should be read in conjunction with the Fund's finan-
                 cial statements and notes thereto, which are incorporated by
                 reference in the Statement of Additional Information and this
                 Prospectus, and which appear, along with the report of Price
                 Waterhouse LLP, in the Fund's 1994 Annual Report to Share-
                 holders. For a more complete discussion of the Fund's perfor-
                 mance, please see the Fund's 1994 Annual Report to Sharehold-
                 ers which may be obtained without charge by writing to the
                 Fund or by calling our Investor Information Department at 1-
                 800-662-7447.
 
<TABLE>
<CAPTION>
                          -----------------------------------------------------------------------------
                                                 MONEY MARKET PORTFOLIO
                          -----------------------------------------------------------------------------
                                                 YEAR ENDED AUGUST 31,
                          -----------------------------------------------------------------------------
                            1994    1993    1992    1991    1990    1989    1988    1987    1986   1985
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<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE,
 BEGINNING OF YEAR......   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00  $1.00
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
INVESTMENT OPERATIONS
 Net Investment Income..    .024    .025    .035    .050    .057    .060    .048    .042    .049   .055
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........     --      --      --      --      --      --      --      --      --     --
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .024    .025    .035    .050    .057    .060    .048    .042    .049   .055
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DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.024)  (.025)  (.035)  (.050)  (.057)  (.060)  (.048)  (.042)  (.049) (.055)
 Distributions from
  Realized Capital
  Gains.................     --      --      --      --      --      --      --      --      --     --
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
  TOTAL DISTRIBUTIONS ..   (.024)  (.025)  (.035)  (.050)  (.057)  (.060)  (.048)  (.042)  (.049) (.055)
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NET ASSET VALUE, END OF
 YEAR...................   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00   $1.00  $1.00
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TOTAL RETURN............    2.43%   2.51%   3.54%   5.08%   5.90%   6.18%   4.91%   4.26%   5.02%  5.62%
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RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
 (Millions).............  $4,164  $3,538  $3,165  $2,709  $2,488  $2,109  $2,150  $1,886  $1,129   $710
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%    .29%    .26%    .33%   .39%
Ratio of Net Investment
 Income to Average Net
 Assets.................    2.41%   2.48%   3.45%   4.94%   5.72%   5.99%   4.78%   4.21%   4.83%  5.34%
Portfolio Turnover Rate.     N/A     N/A     N/A     N/A     N/A     N/A     N/A     N/A     N/A    N/A
</TABLE>
 
6
<PAGE>
 
 
<TABLE>
<CAPTION>
                          -----------------------------------------------------------------------------------
                                                  SHORT-TERM PORTFOLIO
                          -----------------------------------------------------------------------------------
                                                  YEAR ENDED AUGUST 31,
                          -----------------------------------------------------------------------------------
                            1994    1993    1992    1991    1990    1989    1988    1987    1986    1985
- -------------------------------------------------------------------------------------------------------------
<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     
NET ASSET VALUE,
 BEGINNING OF YEAR......  $15.63  $15.64  $15.53  $15.35  $15.30  $15.21  $15.37  $15.39  $15.24  $15.08
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
INVESTMENT OPERATIONS
 Net Investment Income..    .534    .609    .720    .861    .906    .880    .785    .782    .896    .991
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.150)   .033    .171    .180    .050    .090   (.056)  (.020)   .160    .160
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .384    .642    .891   1.041    .956    .970    .729    .762   1.056   1.151
- -------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.534)  (.609)  (.720)  (.861)  (.906)  (.880)  (.785)  (.782)  (.896)  (.991)
 Distributions from
  Realized Capital
  Gains.................   (.020)  (.043)  (.061)    --      --      --    (.104)    --    (.010)    --
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
  TOTAL DISTRIBUTIONS...   (.554)  (.652)  (.781)  (.861)  (.906)  (.880)  (.889)  (.782)  (.906)  (.991)
- -------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 YEAR...................  $15.46  $15.63  $15.64  $15.53  $15.35  $15.30  $15.21  $15.37  $15.39  $15.24
- -------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------
TOTAL RETURN............    2.49%   4.18%   5.87%   6.96%   6.42%   6.56%   4.89%   5.05%   7.13%   7.83%
- -------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
 (Millions).............  $1,561  $1,329  $1,061    $841    $751    $700    $841  $1,105    $906    $536
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%    .29%    .26%    .33%    .39%
Ratio of Net Investment
 Income to Average Net
 Assets.................    3.42%   3.88%   4.58%   5.55%   5.90%   5.77%   5.13%   5.12%   5.81%   6.47%
Portfolio Turnover Rate.      27%     46%     60%    104%     78%     54%    113%    120%     57%     55%
</TABLE>
 
<TABLE>
<CAPTION>
                          -------------------------------------------------------
                                       LIMITED-TERM PORTFOLIO
                          -------------------------------------------------------
                                       YEAR ENDED AUGUST 31,
                          -------------------------------------------------------
                            1994    1993    1992    1991    1990    1989    1988*
- ---------------------------------------------------------------------------------
<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD....  $10.80  $10.64  $10.43  $10.17  $10.14  $10.10  $10.00
                          ------  ------  ------  ------  ------  ------  ------
INVESTMENT OPERATIONS
 Net Investment Income..    .454    .485    .541    .614    .643    .638    .595
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.208)   .209    .271    .265    .041    .046    .100
                          ------  ------  ------  ------  ------  ------  ------
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .246    .694    .812    .879    .684    .684    .695
- ---------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.454)  (.485)  (.541)  (.614)  (.643)  (.638)  (.595)
 Distributions from
  Realized Capital
  Gains.................   (.022)  (.049)  (.061)  (.005)  (.011)  (.006)    --
                          ------  ------  ------  ------  ------  ------  ------
  TOTAL DISTRIBUTIONS...   (.476)  (.534)  (.602)  (.619)  (.654)  (.644)  (.595)
- ---------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 PERIOD.................  $10.57  $10.80  $10.64  $10.43  $10.17  $10.14  $10.10
- ---------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------
TOTAL RETURN............    2.31%   6.68%   8.01%   8.88%   6.93%   6.98%   7.11%
- ---------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of
 Period (Millions)......  $1,814  $1,625    $873    $420    $245    $166    $162
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%    .29%
Ratio of Net Investment
 Income to Average Net
 Assets.................    4.24%   4.50%   5.08%   5.91%   6.31%   6.33%   5.91%
Portfolio Turnover Rate.      21%     20%     37%     57%     55%     88%    122%
</TABLE>
 
*Since Commencement of Operations on September 1, 1987.
 
                                                                               7
<PAGE>
 
 
<TABLE>
<CAPTION>
                          -------------------------------------------------------------------------------
                                               INTERMEDIATE-TERM PORTFOLIO
                          -------------------------------------------------------------------------------
                                                  YEAR ENDED AUGUST 31,
                          -------------------------------------------------------------------------------
                            1994    1993    1992    1991    1990    1989    1988    1987    1986    1985
- ---------------------------------------------------------------------------------------------------------
<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE,
 BEGINNING OF YEAR......  $13.45  $12.85  $12.41  $11.90  $12.08  $11.71  $11.79  $12.15  $10.98  $10.44
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
INVESTMENT OPERATIONS
 Net Investment Income..    .683    .710    .747    .791    .822    .839    .800    .834    .892    .919
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.354)   .721    .516    .605   (.114)   .370    .012   (.360)  1.190    .540
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .329   1.431   1.263   1.396    .708   1.209    .812    .474   2.082   1.459
- ---------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.683)  (.710)  (.747)  (.791)  (.822)  (.839)  (.800)  (.834)  (.892)  (.919)
 Distributions from
  Realized Capital
  Gains.................   (.076)  (.121)  (.076)  (.095)  (.066)    --    (.092)    --    (.020)    --
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
  TOTAL DISTRIBUTIONS...   (.759)  (.831)  (.823)  (.886)  (.888)  (.839)  (.892)  (.834)  (.912)  (.919)
- ---------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 YEAR...................  $13.02  $13.45  $12.85  $12.41  $11.90  $12.08  $11.71  $11.79  $12.15  $10.98
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
TOTAL RETURN............    2.49%  11.54%  10.52%  12.15%   6.05%  10.63%   7.22%   3.95%  19.65%  14.51%
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
 (Millions) ............  $5,068  $4,945  $3,102  $2,006  $1,259  $1,005    $794    $920    $812    $412
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%    .29%    .26%    .33%    .39%
Ratio of Net Investment
 Income to Average Net
 Assets.................    5.15%   5.41%   5.91%   6.49%   6.83%   7.03%   6.88%   6.94%   7.66%   8.53%
Portfolio Turnover Rate.      18%     15%     32%     27%     54%     56%     89%     57%     13%     26%
</TABLE>
 
<TABLE>
<CAPTION>
                          ------------------------------------------------------------------------------
                                                  LONG-TERM PORTFOLIO
                          ------------------------------------------------------------------------------
                                                 YEAR ENDED AUGUST 31,
                          ------------------------------------------------------------------------------
                            1994    1993    1992    1991    1990    1989    1988    1987    1986   1985
- --------------------------------------------------------------------------------------------------------
<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE,
 BEGINNING OF YEAR......  $11.38  $10.95  $10.58  $10.13  $10.53  $10.04  $10.38  $10.97  $ 9.79  $9.17
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
INVESTMENT OPERATIONS
 Net Investment Income..    .609    .640    .711    .722    .732    .760    .747    .797    .849   .869
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.595)   .715    .561    .626   (.233)   .490   (.022)  (.590)  1.370   .620
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .014   1.355   1.272   1.348    .499   1.250    .725    .207   2.219  1.489
- --------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.609)  (.640)  (.711)  (.722)  (.732)  (.760)  (.747)  (.797)  (.849) (.869)
 Distributions from
  Realized Capital
  Gains.................   (.205)  (.285)  (.191)  (.176)  (.167)    --    (.318)    --    (.190)   --
                          ------  ------  ------  ------  ------  ------  ------  ------  ------  -----
  TOTAL DISTRIBUTIONS...   (.814)  (.925)  (.902)  (.898)  (.899)  (.760) (1.065)  (.797) (1.039) (.869)
- --------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 YEAR...................  $10.58  $11.38  $10.95  $10.58  $10.13  $10.53  $10.04  $10.38  $10.97  $9.79
- --------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------
TOTAL RETURN............    0.08%  13.09%  12.60%  13.86%   4.88%  12.79%   7.57%   1.84%  23.47% 16.95%
- --------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
 (Millions) ............  $1,001  $1,131    $962    $798    $683    $626    $531    $617    $628   $411
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%    .29%    .26%    .33%   .39%
Ratio of Net Investment
 Income to Average Net
 Assets.................    5.56%   5.81%   6.52%   7.09%   7.04%   7.33%   7.48%   7.40%   8.09%  9.13%
Portfolio Turnover Rate.      45%     36%     63%     62%    110%     99%     34%     67%     32%    72%
</TABLE>
 
 
8
<PAGE>
 
 
<TABLE>
<CAPTION>
                          ---------------------------------------------------------------------------------------
                                                   INSURED LONG-TERM PORTFOLIO
                          ---------------------------------------------------------------------------------------
                                              YEAR ENDED AUGUST 31,                                OCT. 1, 1984**
                          -----------------------------------------------------------------------        TO
                            1994     1993    1992    1991    1990    1989    1988    1987    1986  AUG. 31, 1985
- -----------------------------------------------------------------------------------------------------------------
<S>                       <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD....  $12.89   $12.28  $11.74  $11.25  $11.67  $11.14  $11.24  $11.73  $10.50      $10.00
                          ------   ------  ------  ------  ------  ------  ------  ------  ------      ------
INVESTMENT OPERATIONS
 Net Investment Income..    .699     .718    .768    .775    .805    .833    .827    .848    .901        .831
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.734)    .813    .616    .615   (.267)   .530     --    (.490)  1.400        .500
                          ------   ------  ------  ------  ------  ------  ------  ------  ------      ------
  TOTAL FROM INVESTMENT
   OPERATIONS...........   (.035)   1.531   1.384   1.390    .538   1.363    .827    .358   2.301       1.331
- -----------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.699)   (.718)  (.768)  (.775)  (.805)  (.833)  (.827)  (.848)  (.901)      (.831)
 Distributions from
  Realized Capital
  Gains.................   (.176)   (.203)  (.076)  (.125)  (.153)    --    (.100)    --    (.170)        --
                          ------   ------  ------  ------  ------  ------  ------  ------  ------      ------
  TOTAL DISTRIBUTIONS...   (.875)   (.921)  (.844)  (.900)  (.958)  (.833)  (.927)  (.848) (1.071)      (.831)
- -----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 PERIOD.................  $11.98   $12.89  $12.28  $11.74  $11.25  $11.67  $11.14  $11.24  $11.73      $10.50
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
TOTAL RETURN............   (0.32)%  13.06%  12.22%  12.79%   4.74%  12.57%   7.78%   3.07%  22.73%      13.81%
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of
 Period (Millions)......  $1,938   $2,194  $1,947  $1,551  $1,122    $934    $735    $793    $709        $336
Ratio of Expenses to
 Average Net Assets.....     .20%     .20%    .23%    .25%    .25%    .27%    .29%    .26%    .33%        .36%*
Ratio of Net
 InvestmentIncome to
 Average Net Assets.....    5.62%    5.77%   6.34%   6.77%   6.99%   7.24%   7.50%   7.35%   7.99%       8.70%*
Portfolio Turnover Rate.      16%      30%     42%     33%     47%     36%     28%     50%     20%         16%
</TABLE>
 
*Annualized.
**Commencement of Operations.
 
<TABLE>
<CAPTION>
                          -----------------------------------------------------------------------------
                                                  HIGH-YIELD PORTFOLIO
                          -----------------------------------------------------------------------------
                                                 YEAR ENDED AUGUST 31,
                          -----------------------------------------------------------------------------
                            1994    1993    1992    1991    1990    1989   1988    1987     1986   1985
- --------------------------------------------------------------------------------------------------------
<S>                       <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>      <C>
NET ASSET VALUE,
 BEGINNING OF YEAR......  $11.17  $10.76  $10.32  $ 9.90  $10.27  $ 9.73  $9.94  $10.55  $  9.56  $8.94
                          ------  ------  ------  ------  ------  ------  -----  ------  -------  -----
INVESTMENT OPERATIONS
 Net Investment Income..    .626    .669    .723    .732    .739    .752   .745    .782     .852   .869
 Net Realized and
  Unrealized Gain (Loss)
  on Investments........   (.566)   .664    .546    .560   (.259)   .540  (.006)  (.610)   1.380   .620
                          ------  ------  ------  ------  ------  ------  -----  ------  -------  -----
  TOTAL FROM INVESTMENT
   OPERATIONS...........    .060   1.333   1.269   1.292    .480   1.292   .739    .172    2.232  1.489
- --------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net
  Investment Income.....   (.626)  (.669)  (.723)  (.732)  (.739)  (.752) (.745)  (.782)   (.852) (.869)
 Distributions from
  Realized Capital
  Gains.................   (.214)  (.254)  (.106)  (.140)  (.111)    --   (.204)    --     (.390)   --
                          ------  ------  ------  ------  ------  ------  -----  ------  -------  -----
  TOTAL DISTRIBUTIONS...   (.840)  (.923)  (.829)  (.872)  (.850)  (.752) (.949)  (.782)  (1.242) (.869)
- --------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF
 YEAR...................  $10.39  $11.17  $10.76  $10.32  $ 9.90  $10.27  $9.73  $ 9.94   $10.55  $9.56
- --------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------
TOTAL RETURN............    0.52%  13.08%  12.81%  13.66%   4.82%  13.64%  8.00%   1.57%   24.21% 17.47%
- --------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
 (Millions).............  $1,781  $1,931  $1,505  $1,215    $962    $865   $690    $791     $794   $452
Ratio of Expenses to
 Average Net Assets.....     .20%    .20%    .23%    .25%    .25%    .27%   .29%    .26%     .33%   .39%
Ratio of Net Investment
 Income to Average Net
 Assets.................    5.83%   6.15%   6.83%   7.34%   7.30%   7.43%  7.74%   7.55%    8.32%  9.37%
Portfolio Turnover Rate.      50%     34%     64%     58%     82%     80%    40%     83%      38%    41%
</TABLE>
- --------------------------------------------------------------------------------
 
                                                                               9
<PAGE>
 
YIELD AND        From time to time a Portfolio of the Fund may advertise its
TOTAL RETURN     yield and total return. Both yield and total return figures
                 are based on historical earnings and are not intended to in-
                 dicate future performance. The "total return" of a Portfolio
                 refers to the average annual compounded rates of return over
                 one-, five- and ten-year periods or over the life of a Port-
                 folio (as stated in the advertisement) that would equate an
                 initial amount invested at the beginning of a stated period
                 to the ending redeemable value of the investment, assuming
                 the reinvestment of all dividend and capital gains distribu-
                 tions.
 
                 In accordance with industry guidelines set forth by the U.S.
                 Securities and Exchange Commission, the "yield" of the Port-
                 folio is computed by dividing the net investment income per
                 share earned during the period stated in the advertisement
                 (using the average number of shares entitled to receive divi-
                 dends) by the net asset value per share on the last day of
                 the period. The yield formula provides for semi-annual com-
                 pounding, which assumes that net investment income is earned
                 and reinvested at a constant rate and annualized at the end
                 of a six-month period. The calculation includes among ex-
                 penses of the Portfolio, for the purpose of determining net
                 investment income, all recurring fees that are charged to all
                 shareholder accounts and any nonrecurring charges for the pe-
                 riod stated. The current yield of the Money Market Portfolio
                 is calculated daily based on the return for a hypothetical
                 account having a beginning balance of one share for a partic-
                 ular period (usually seven days).
- --------------------------------------------------------------------------------
INVESTMENT       The Fund is an open-end diversified investment company. The
OBJECTIVE        objective of the Fund is to provide investors with the high-
                 est total return, with income that is exempt from federal in-
THE FUND SEEKS   come tax, and overall management which is consistent with
TO PROVIDE       preservation of capital.
TAX-EXEMPT       
INCOME           The Fund consists of seven Portfolios, each of which provides
                 tax-exempt income within prescribed maturity and credit qual-
                 ity standards. In addition, the Money Market Portfolio seeks 
                 to maintain liquidity and a constant share price of $1.00.   
 
                 The investment objective of the Fund is fundamental and so
                 cannot be changed without the approval of a majority of the
                 Fund's shareholders.
- --------------------------------------------------------------------------------
INVESTMENT       Each Portfolio of the Fund will invest principally in tax-ex-
POLICIES         empt municipal securities. Tax-exempt municipal securities
                 are debt obligations, issued by state and local governments
                 and regional governmental authorities, which provide interest
                 income that is exempt from federal income taxes. At least 65%
                 of the assets of each Portfolio will be invested in such tax-
                 exempt municipal securities. See "Implementation of Policies"
                 for a description of municipal securities.
 
                 The municipal securities held by each Portfolio are expected
                 to differ significantly in terms of credit quality and matu-
                 rity.
 
 
10
<PAGE>
 
THE MONEY        The MONEY MARKET PORTFOLIO may invest in high quality short
MARKET           term municipal securities and variable or floating rate in-
PORTFOLIO        struments (including tender option bonds). The Portfolio's
INVESTS IN       investments may include tax, revenue, and bond anticipation
SHORT-TERM       notes; tax-exempt commercial paper; general obligation and
MUNICIPAL        revenue bonds (including municipal lease obligations and re-
SECURITIES       source recovery bonds). To be considered high quality, a se-
                 curity must be rated in one of the two highest rating catego-
                 ries for short term securities by at least two nationally
                 recognized rating services (or by one, if only one rating
                 service has rated the security), or, if unrated, determined
                 to be of equivalent quality by Vanguard.
 
                 In seeking to provide a stable share price of $1.00, the
                 Money Market Portfolio is expected to maintain an average
                 weighted maturity of 90 days or less, and will purchase secu-
                 rities with an effective maturity of 13 months or less.
 
FOUR             The Short-Term, Limited-Term, Intermediate-Term and Long-Term
PORTFOLIOS       Portfolios of the Fund will invest in high-quality municipal
DIFFER CHIEFLY   securities of varying maturities:
BY MATURITY
                 THE SHORT-TERM PORTFOLIO is expected to maintain a dollar-
                 weighted average maturity between 1 and 2 years, and will
                 purchase securities with an effective maturity of 5 years or
                 less.
 
                 THE LIMITED-TERM PORTFOLIO is expected to maintain a dollar-
                 weighted average maturity between 2 and 5 years, and will
                 purchase securities with an effective maturity of 10 years or
                 less.
 
                 THE INTERMEDIATE-TERM PORTFOLIO is expected to maintain a
                 dollar-weighted average maturity between 7 and 12 years.
                 There is no limit on the maturity of any individual security
                 in the Portfolio.
 
                 THE LONG-TERM PORTFOLIO is expected to maintain a dollar-
                 weighted average maturity between 15 and 25 years. There is
                 no limit on the maturity of any individual security in the
                 Portfolio.
 
                 At least 75% of the municipal securities held by each of
                 these Portfolios will be rated in the top three ratings cate-
                 gories (Aaa, Aa, and A from Moody's or AAA, AA, and A from
                 Standard & Poor's). No more than 20% of net assets will be
                 invested in securities rated Baa (Moody's) or BBB (Standard &
                 Poor's). Not more than 5% of net assets may be lower rated or
                 unrated.
 
                 In addition, each of the four Portfolios may invest in the
                 following short-term municipal obligations:
 
                 . Short-term municipal notes rated MIG-1 or MIG-2 by Moody's
                   or SP-1+ or SP-1 by Standard & Poor's;
 
                 . Tax-exempt commercial paper rated P-1 by Moody's or A-1+ or
                   A-1 by Standard & Poor's;
 
                 . Municipal bonds with an effective maturity of one year or
                   less which are rated a minimum of A by Moody's or Standard
                   & Poor's; or
 
                                                                              11
<PAGE>
 
 
                 . Unrated short-term obligations from an issuer whose out-
                   standing long-term municipal obligations are rated a mini-
                   mum of A by Moody's or Standard & Poor's.
 
THE INSURED      In an effort to provide an additional level of credit protec-
LONG-TERM        tion, the Insured Long-Term Portfolio will invest at least
PORTFOLIO        80% of its assets in insured tax-exempt municipal securities.
INVESTS IN       The Portfolio may also invest up to 20% of its assets in un-
INSURED          insured municipal securities rated a minimum of A by Moody's
MUNICIPAL        or Standard & Poor's. The average credit rating of the munic-
SECURITIES       ipal securities in the Insured Long-Term Portfolio is ex-
                 pected to be the equivalent of Aaa from Moody's or AAA from
                 Standard & Poor's.
 
                 The Insured Long-Term Portfolio is expected to maintain a
                 dollar-weighted average maturity between 15 and 25 years.
                 There is no limit on the maturity of any individual security
                 in the Portfolio. The Insured Long-Term Portfolio may also
                 invest in the same high quality short-term municipal obliga-
                 tions authorized for the Money Market Portfolio.
 
                 Insured municipal bonds are those in which scheduled payments
                 of interest and principal are guaranteed by a private (non-
                 governmental) insurance company. THE INSURANCE DOES NOT GUAR-
                 ANTEE THE MARKET VALUE OF THE MUNICIPAL BONDS OR THE VALUE OF
                 THE SHARES OF THE INSURED LONG-TERM PORTFOLIO. The insurance
                 refers to the face or par value of the securities in the
                 Portfolio, not the market values of those securities or the
                 share price of the Portfolio. See "Implementation of Poli-
                 cies" for a description of the insurance feature of the In-
                 sured Long-Term Portfolio.
 
THE HIGH-YIELD   In an effort to provide higher yields, the High-Yield Portfo-
PORTFOLIO        lio will invest in securities with an average credit quality
INVESTS IN       lower than that of the Long-Term Portfolio. It will invest at
MEDIUM-GRADE     least 80% of its assets in investment grade municipal securi-
MUNICIPAL        ties--those securities rated a minimum of Baa by Moody's or
BONDS            BBB by Standard & Poor's--and up to 20% of its assets in low-
                 er-rated or unrated municipal securities. Securities rated
                 less than Baa by Moody's or BBB by Standard & Poor's are
                 classified as non-investment grade securities. Such securi-
                 ties carry a high degree of risk and are considered specula-
                 tive by the major credit rating agencies. The Portfolio is
                 expected to maintain a dollar-weighted average maturity be-
                 tween 15 and 25 years. There is no limit on the maturity of
                 any individual security in the Portfolio. The High-Yield
                 Portfolio may also invest in the same short-term municipal
                 obligations authorized for the Short-Term, Limited-Term, In-
                 termediate-Term and Long-Term Portfolios.
 
                 AMT BONDS. The High-Yield Portfolio may also invest up to 20%
                 of its assets in AMT bonds--municipal securities that provide
                 interest income that is exempt from the regular federal in-
                 come tax but that is subject to the alternative minimum tax.
                 See "Implementation of Policies" for a description of AMT
                 bonds.
 
12
<PAGE>
 
 
THE FUND MAY     Each Portfolio of the Fund except the Money Market Portfolio
INVEST IN        is authorized to invest in bond futures contracts and options
FUTURES          to a limited extent. Also, under unusual circumstances, each
CONTRACTS,       Portfolio may invest temporarily in certain short-term tax-
OPTIONS AND      able securities. See "Implementation of Policies" for a de-
TAXABLE          scription of these and other investment practices of the
SECURITIES       Fund.
 
                 The investment policies described above are not fundamental
                 and so may be changed by the Board of Directors without
                 shareholder approval. However, shareholders would be notified
                 before any material change is made in the Fund's policies.
- --------------------------------------------------------------------------------
INVESTMENT       As mutual funds investing in fixed income securities, the
RISKS            seven Portfolios of the Fund are subject primarily to inter-
                 est rate, credit, call, income, and manager, risk.
 
THE FUND IS      INTEREST RATE RISK is the potential for fluctuations in bond
SUBJECT TO       prices due to changing interest rates. In general, bond
INTEREST RATE,   prices vary inversely with interest rates. If interest rates
CREDIT, CALL,    rise, bond prices generally fall; if interest rates fall,
AND INCOME       bond prices generally rise. In addition, for a given change
RISK             in interest rates, longer-maturity bonds fluctuate more in
                 price (gaining or losing more in value) than shorter-maturity
                 bonds. To compensate investors for this risk, longer-maturity
                 bonds generally offer higher and more durable yields than
                 shorter-maturity bonds, all other factors, including credit
                 quality, being equal.
 
                 CREDIT RISK is the possibility that a bond issuer will fail
                 to make timely payments of interest or principal to a Portfo-
                 lio. The credit risk of a Portfolio depends on the credit
                 quality of its underlying securities. In general, the lower
                 the credit quality of a Portfolio's municipal securities, the
                 higher a Portfolio's yield, all other factors such as matu-
                 rity being equal.
 
                 CALL RISK is the possibility that, during periods of falling
                 interest rates, a municipal security with a high stated in-
                 terest rate will be prepaid (or "called") prior to its ex-
                 pected maturity date. As a result, a Portfolio will be re-
                 quired to invest the unanticipated proceeds at lower interest
                 rates, and the Portfolio's income may decline. Call provi-
                 sions are most common for intermediate- and long-term munici-
                 pal bonds.
 
                 INCOME RISK is the potential for a decline in a Portfolio's
                 income due to falling market interest rates. Because a Port-
                 folio's income is based on interest rates, which can fluctu-
                 ate substantially over short periods, income risk is expected
                 to vary from Portfolio to Portfolio.
 
THE FUND IS      Finally, the investment adviser manages the Fund's Portfolios
SUBJECT TO       according to the traditional methods of "active" investment
MANAGER RISK     management, which involves the buying and selling of securi-
                 ties based upon economic, financial and market analysis and
                 investment judgment. MANAGER RISK refers to the possibility
                 that the Fund's investment adviser may fail to execute a
                 Portfolio's investment strategy effectively. As a result, a
                 Portfolio may fail to achieve its stated objective.
 
                                                                              13
<PAGE>
 
 
EXCEPT FOR THE   In terms of interest rate risk, you should anticipate that
MONEY MARKET     the share prices of the Portfolios will fluctuate inversely
PORTFOLIO,       with interest rates. The one exception is the Money Market
SHARE PRICES     Portfolio, which is expected to maintain a stable share price
WILL FLUCTUATE   of $1.00.
 
                 The following chart illustrates the relative interest rate
                 risk of the Short-Term, Limited-Term, Intermediate-Term and
                 Long-Term Portfolios. (The High-Yield and Insured Long-Term
                 Portfolios are expected to exhibit interest rate risk charac-
                 teristics similar to those of the Long-Term Portfolio.) The
                 chart depicts the effect on bond prices of a 2 percentage
                 point change in interest rates of a bond investment with ma-
                 turity characteristics similar to those of each Portfolio.
 
<TABLE>
<CAPTION>
                                         2 PERCENTAGE POINT 2 PERCENTAGE POINT
                                            INCREASE IN        DECREASE  IN
                 STATED MATURITY           INTEREST RATES     INTEREST RATES
                 ---------------         ------------------ ------------------
                 <S>                     <C>                <C>
                 Short-Term (1.5 years)        (2.9%)              3.0%
                 Limited-Term (3 years)        (5.5%)              5.8%
                 Intermediate-Term (10
                  years)                      (14.6%)             17.7%
                 Long-Term (20 years)         (21.4%)             29.9%
</TABLE>
 
                 As illustrated, bond prices move inversely with interest
                 rates, and bonds with longer maturities are likely to exhibit
                 greater fluctuations in market value, all other things being
                 equal, than bonds with shorter maturities.
 
                 This chart is intended to provide you with general guidelines
                 for evaluating maturity differences among the Portfolios and
                 assist you with understanding the degree of interest rate
                 risk you may experience. It should not be considered a pre-
                 diction of the gain or loss expected in any Portfolio.
 
FIVE             In terms of credit risk, five of the Fund's Portfolios--the
PORTFOLIOS       Money Market, Short-Term, Limited-Term, Intermediate-Term and
MAINTAIN HIGH-   Long-Term Portfolios--have almost identical credit quality
QUALITY CREDIT   standards. Although the Money Market Portfolio's standards
STANDARDS        are slightly higher, all five Portfolios attempt to maintain
                 a high level of credit quality. Credit risk is expected to be
                 low. The chief difference among these Portfolios is interest
                 rate risk, not credit risk.
 
TWO LONG-TERM    The Insured Long-Term and High-Yield Portfolios, while simi-
PORTFOLIOS       lar to the Long-Term Portfolio in terms of average maturity
OFFER            and exposure to interest rate risk, differ somewhat in credit
DIFFERENT        terms. The credit risk of the Insured Long-Term Portfolio is
CREDIT CHOICES   expected to be minimal since at least 80% of the Portfolio's
                 assets must be insured. In contrast, the High-Yield Portfolio
                 is expected to incur a higher degree of credit risk since it
                 invests in securities of lower credit quality.
 
 
14
<PAGE>
 
                 The following chart summarizes credit, interest rate, and in-
                 come risks for the seven Portfolios of the Fund:
 
<TABLE>
<CAPTION>
                                        CREDIT              INTEREST              INCOME
              PORTFOLIO                  RISK               RATE RISK              RISK
              --------------------------------------------------------------------------
              <S>                      <C>                  <C>                   <C>
              Money Market               Low                   Low                 High
              Short-Term                 Low                   Low                 High
              Limited-Term               Low                 Medium               Medium
              Intermediate-Term          Low                 Medium               Medium
              Long-Term                  Low                  High                 Low
              Insured Long-Term        Very Low               High                 Low
              High-Yield                Medium                High                 Low
</TABLE>
- --------------------------------------------------------------------------------
WHO SHOULD       The Fund is intended for investors seeking income that is ex-
INVEST           empt from federal income taxes. As a rule, tax-free income is
                 attractive to investors in high federal income tax brackets.
INVESTORS        You can determine whether tax-exempt or taxable income is
SEEKING TAX-     more attractive in your own case by calculating the "taxable
FREE INCOME      equivalent yield" of a Portfolio and comparing it with the
                 yield from a comparable taxable mutual fund investment. See
                 "How to Compare Tax-Free and Taxable Yields."

                 Assuming that tax-free income is attractive in your tax
                 bracket, you should base your selection of a Portfolio (or
                 Portfolios) on its expected price volatility, credit risk and
                 yield, and your own investment objectives, risk preferences
                 and time horizons.
 
                 The MONEY MARKET PORTFOLIO is intended for investors who are
                 seeking a stable share price and low credit risk. The yield
                 of the Portfolio is expected to fluctuate from day to day and
                 to be lower on average than yields from the Fund's other
                 Portfolios. The Portfolio is suitable as a short-term invest-
                 ment vehicle, emphasizing maximum protection of principal.
 
                 The SHORT-TERM, LIMITED-TERM, AND INTERMEDIATE-TERM PORTFO-
                 LIOS are intended for investors who are willing to accept
                 moderate share price fluctuations in exchange for potentially
                 higher and more durable yields. The choice between the three
                 is principally one of exposure to interest rate risk.
 
                 The LONG-TERM, HIGH-YIELD AND INSURED LONG-TERM PORTFOLIOS
                 are intended for investors who are seeking the highest, most
                 durable streams of income and who can tolerate sharp fluctua-
                 tions in share price in pursuit of their income objectives.
 
                 The Portfolios of the Fund, except for the Money Market Port-
                 folio, are intended to be long-term investment vehicles and
                 are not designed to provide investors with a means of specu-
                 lating on short-term market movements. Investors who engage
                 in excessive account activity generate additional costs which
                 are borne by all of the Fund's shareholders. In order to min-
                 imize such costs the Fund has adopted the following policies.
                 The Fund reserves the right to reject any purchase request
                 (including exchange purchases from other Vanguard portfolios)
                 that is reasonably deemed to be disruptive to efficient port-
                 folio management,
 
                                                                              15
<PAGE>
 
                 either because of the timing of the investment or previous
                 excessive trading by the investor. Additionally, the Fund has
                 adopted exchange privilege limitations as described in the
                 section "Exchange Privilege Limitations." Finally, the Fund
                 reserves the right to suspend the offering of its shares.
- --------------------------------------------------------------------------------
HOW TO COMPARE   Before choosing a specific tax-exempt investment, such as a
TAX-FREE AND     Portfolio of the Fund, you should determine if you would be
TAXABLE YIELDS   best served with taxable or tax-exempt income in your tax
                 bracket. To compare taxable and tax-exempt income, you should
                 calculate the "taxable equivalent yield" for the Portfolio
                 you are considering, and compare it with the yield of a tax-
                 able investment with similar credit and maturity standards.
 
                 The taxable equivalent yield for a Portfolio is based upon
                 the Portfolio's current tax-exempt yield and your tax brack-
                 et. The formula is:
 
                  Portfolio's Tax-Exempt Yield       =          Your Taxable
                  ----------------------------
                    100% - Your Tax Bracket                     Equivalent Yield
 
                 For example, if you are in the 28% federal tax bracket and can
                 earn a tax-exempt yield of 5.0%, the taxable equivalent yield
                 would be 6.94%:
 
                           5.0%                     =                  6.94%
                         --------
                         100%-28%
 
                 In this example, you would choose the tax-free investment if
                 its taxable equivalent yield of 6.94% were greater than the
                 taxable yield from a comparable investment (e.g., a taxable
                 bond fund of comparable maturity and quality).
 
                 The following chart indicates the advantages of tax-exempt
                 investing based upon tax rates in effect during 1994. There
                 can be no guarantee, of course, that any Portfolio of the
                 Fund will achieve a specific yield. Also, although all of the
                 income of the Fund to date has been exempt from federal in-
                 come taxes, it is possible from time to time that small por-
                 tions of a Portfolio's dividends may be subject to such tax-
                 es. A substantial portion, if not all, of such dividends may
                 be subject to state and local tax. Finally, a portion of the
                 High-Yield Portfolio's dividends may be a tax preference item
                 for purposes of the alternative minimum tax.
 
                                 TAXABLE EQUIVALENT YIELD TABLE
 
<TABLE>
<CAPTION>
                     FEDERAL        TAXABLE  EQUIVALENT RATES BASED ON TAX-
                 MARGINAL INCOME               EXEMPT YIELD OF:
                   TAX BRACKET       2%     3%     4%     5%     6%     7%
                 ---------------   ------ ------ ------ ------ ------ ------
                 <S>               <C>    <C>    <C>    <C>    <C>    <C>
                        15%         2.35%  3.53%  4.71%  5.88%  7.06%  8.24%
                        28%          2.78   4.17   5.56   6.94   8.33   9.72
                        31%          2.90   4.35   5.80   7.25   8.70  10.14
                        36%          3.13   4.69   6.25   7.81   9.38  10.94
                      39.6%          3.31   4.97   6.62   8.28   9.93  11.59
</TABLE>
- --------------------------------------------------------------------------------
 
16
<PAGE>
 
IMPLEMENTATION   The Fund's Adviser uses a variety of investment vehicles to
OF POLICIES      achieve the objective of the Fund and the individual Portfo-
                 lios.
 
THE FUND         Each Portfolio of the Fund invests principally in tax-exempt
INVESTS IN       municipal securities. Tax-exempt municipal securities are
MUNICIPAL        debt obligations, issued by state and local governments and
BONDS AND        regional governmental authorities, which provide interest in-
NOTES            come that is exempt from federal income taxes. Municipal se-
                 curities include both municipal bonds (those securities with
                 maturities of five years or more) and municipal notes (those
                 with maturities of less than five years).
 
                 Municipal bonds are issued for a wide variety of reasons: to
                 construct public facilities, such as airports, highways,
                 bridges, schools, hospitals, housing, mass transportation,
                 streets, water and sewer works; to obtain funds for operating
                 expenses; to refund outstanding municipal obligations; and to
                 loan funds to various public institutions and facilities.
                 Certain industrial development bonds are also considered mu-
                 nicipal bonds if their interest is exempt from federal income
                 tax. Industrial development bonds are issued on behalf of
                 public authorities to obtain funds for various privately-op-
                 erated manufacturing facilities, housing, sports arenas, con-
                 vention centers, airports, mass transportation systems and
                 water, gas or sewage works.
 
                 General obligation municipal bonds are secured by the is-
                 suer's pledge of full faith, credit and taxing power. Revenue
                 or special tax bonds are payable from the revenues derived
                 from a particular facility or, in some cases, from a special
                 excise or other tax, but not from general tax revenue. Indus-
                 trial development bonds are ordinarily dependent on the
                 credit quality of a private user, not the public issuer.
 
                 Municipal notes are issued to meet the short-term funding re-
                 quirements of local, regional and state governments. Munici-
                 pal notes include tax anticipation notes, bond anticipation
                 notes, revenue anticipation notes, tax and revenue anticipa-
                 tion notes, construction loan notes, short-term discount
                 notes, tax-exempt commercial paper, demand notes, and similar
                 instruments. Demand notes permit an investor (such as the
                 Fund) to demand from the issuer payment of principal plus ac-
                 crued interest upon a specified number of days' notice.
 
THE HIGH-YIELD   The High-Yield Portfolio of the Fund is authorized to invest
PORTFOLIO MAY    up to 20% of its assets in "AMT" bonds. AMT bonds are tax-ex-
INVEST IN AMT    empt "private activity" bonds issued after August 7, 1986,
BONDS            whose proceeds are directed at least in part to a private,
                 for-profit organization. While the income from AMT bonds is
                 exempt from regular federal income tax, it is a tax prefer-
                 ence item for purposes of the "alternative minimum tax." The
                 alternative minimum tax is a special tax that applies to a
                 limited number of taxpayers who have certain adjustments to
                 income or tax preference items.
              
EACH PORTFOLIO   Each portfolio of the Fund may invest in "Market Discount"
MAY INVEST IN    bonds when, in the opinion of the Fund's adviser, the invest-
MARKET           ment will be advantageous to the Fund's shareholders. A Mar-
DISCOUNT BONDS   ket Discount bond is a bond purchased with "Market Dis-
 
                                                                              17
<PAGE>
 
                    
                 count" after April 30, 1993 and with a maturity in excess of
                 one year from its issue date. In certain circumstances, a
                 Market Discount bond will result in taxable ordinary income
                 disposition of to the extent of any gain realized.     
 
                 Although the objective of the Fund is to provide income free
                 of federal income tax, certain market conditions may make
                 Market Discount bonds desirable investments. The Fund will
                 purchase Market Discount bonds only if the Fund's adviser ex-
                 pects that the purchase of these investments on an after-tax
                 basis will enhance the Fund's total return.
 
A PORTFOLIO      Each Portfolio of the Fund observes strict maturity guide-
MAY REPORT AN    lines as set forth in detail under "Investment Policies."
EFFECTIVE        These maturity standards are specified in terms of a Portfo-
DOLLAR-          lio's dollar-weighted average maturity. From time to time,
WEIGHTED         however, the Fund may also report a Portfolio's effective
AVERAGE          dollar-weighted average maturity, which reflects, among other
MATURITY         items, the likelihood that a municipal bond or note held by a
                 Portfolio may be redeemed or "called" prior to its stated ma-
                 turity date. For example, if a Portfolio consists entirely of
                 twenty-year bonds, some of which may be "called" prior to
                 their stated maturity in twenty years, the Portfolio's dol-
                 lar-weighted average maturity will be twenty years, while its
                 effective dollar-weighted average maturity will be shorter.
 
                 A Portfolio's effective dollar-weighted average maturity will
                 be influenced by bond market conditions, and so may vary from
                 day to day, even if no change has been made to the Portfo-
                 lio's underlying investment securities. For example, if in-
                 terest rates decline, a greater proportion of a Portfolio's
                 securities may be subject to call (redemption) prior to their
                 stated maturity. As a result, reflecting this increased call
                 risk, the effective dollar-weighted average maturity of the
                 Portfolio will shorten, independent of actual purchases or
                 sales of portfolio securities.
 
CERTAIN          The Fund may utilize bond futures contracts and options to a
PORTFOLIOS MAY   limited extent. Specifically, each Portfolio of the Fund (ex-
USE FUTURES      cept the Money Market Portfolio) may enter into futures con-
CONTRACTS AND    tracts provided that not more than 5% of its assets are re-
OPTIONS          quired as a futures contract deposit; in addition, each Port-
                 folio (except the Money Market Portfolio) may enter into
                 futures contracts and options transactions only to the extent
                 that obligations under such contracts or transactions repre-
                 sent not more than 20% of the Portfolio's assets.
 
                 Futures contracts and options may be used for several rea-
                 sons: to maintain cash reserves while remaining fully invest-
                 ed, to facilitate trading, to reduce transactions costs, or
                 to seek higher investment returns when a futures contract is
                 priced more attractively than the underlying municipal secu-
                 rity, index or other interest rate futures contracts. A Port-
                 folio may not use futures contracts or options transactions
                 to leverage its assets.
 
                 For example, in order to remain fully invested in bonds,
                 while maintaining liquidity to meet potential shareholder re-
                 demptions, a Portfolio may invest a portion of its assets in
                 a bond futures contract. Because futures contracts only re-
                 quire a small initial margin deposit, the Portfolio would
                 then be able to main-
 
18
<PAGE>
 
                 tain a cash reserve to meet potential redemptions, while at
                 the same time remaining fully invested. Also, because the
                 transactions costs of futures contracts and options may be
                 lower than the costs of investing in bonds directly, it is
                 expected that the use of futures contracts and options may
                 reduce a Portfolio's total transactions costs.
 
FUTURES          The primary risks associated with the use of futures con-
CONTRACTS AND    tracts and options are: (i) imperfect correlation between the
OPTIONS POSE     change in market value of the bonds held by a Portfolio and
CERTAIN RISKS    the prices of futures contracts and options; and (ii) possi-
                 ble lack of a liquid secondary market for a futures contract
                 and the resulting inability to close a futures position prior
                 to its maturity date. The risk of imperfect correlation will
                 be minimized by investing only in those contracts whose price
                 fluctuations are expected to resemble those of a Portfolio's
                 underlying securities. The risk that a Portfolio will be un-
                 able to close out a futures position will be minimized by en-
                 tering into such transactions on a national exchange with an
                 active and liquid secondary market. In general, the futures
                 market is more liquid than the municipal bond market, and so
                 by investing in futures liquidity may be improved.
 
                 The risk of loss in trading futures contracts in some strate-
                 gies can be substantial, due both to the low margin deposits
                 required, and the extremely high degree of leverage involved
                 in futures pricing. As a result, a relatively small price
                 movement in a futures contract may result in immediate and
                 substantial loss (or gain) to the investor. When investing in
                 futures contracts, the Fund will segregate cash or cash
                 equivalents in the amount of the underlying obligation.
                    
DERIVATIVE       Derivative securities represent the purchaser's right to re-
SECURITIES       ceive principal and interest payments from underlying bonds.
                 A Fund may purchase a derivative security from another port-
                 folio within the Vanguard Group, as permitted by the Invest-
                 ment Company Act of 1940 and applicable rules thereunder, or
                 from an outside financial institution. There are different
                 derivative structures. An example of the steps involved in
                 creating and using a derivative structure follows: 1) a de-
                 positor places the underlying bond into a trust supervised by
                 an independent party; 2) a financial institution provides the
                 purchasers the right, at periodic intervals, to tender the
                 derivative security; 3) the financial institution receives
                 the difference between the prevailing short-term interest
                 rate (which is paid to the Portfolio holding the derivative
                 security) and the coupon on the underlying bond in considera-
                 tion for providing the tender option; and 4) the tender op-
                 tion may be discontinued upon the occurrence of certain
                 events, in which case, the Fund which owns the derivative se-
                 curity should receive its proportional share of the under-
                 lying bond. The primary risks associated with the use of de-
                 rivative securities are the interest rate risks discussed un-
                 der "Investment Risks," the possible lack of a liquid second-
                 ary market, the risk that the other party in a contractual
                 derivative agreement cannot meet its obligations and the po-
                 tential for greater price volatility relative to the under-
                 lying security on which the derivative is based.     
 
                 The Portfolios intend to limit the risk of derivative securi-
                 ties by purchasing only those derivative securities that are
                 consistent with a Portfolio's investment ob-
 
                                                                              19
<PAGE>
 
                    
                 jectives and policies. The Portfolios will not use such in-
                 struments to leverage assets. Hence, derivative securities'
                 contributions to the overall market risk characteristics of a
                 Portfolio will not materially alter its risk profile and will
                 be fully representative of the Portfolio's maturity guide-
                 lines.     
 
IN UNUSUAL       Although none of the Portfolios are expected to do so, except
CIRCUMSTANCES,   in unusual circumstances, each Portfolio of the Fund may in-
THE FUND MAY     vest up to 20% of its assets in the following non-tax-exempt
INVEST IN        securities: notes issued by or on behalf of incorporated is-
TAXABLE          suers; obligations of the United States Government and its
SECURITIES       agencies or instrumentalities; commercial paper, bank certif-
                 icates of deposit, and bankers' acceptances; and repurchase
                 agreements collateralized by these securities, or taxable mu-
                 nicipal bonds.
          
REPURCHASE       A repurchase agreement is a means of investing monies for a
AGREEMENTS       short period. In a repurchase agreement, a seller--a U.S.
                 commercial bank or recognized U.S. securities dealer--sells
                 securities (either taxable or municipal securities) to a
                 Portfolio and agrees to repurchase the securities at the
                 Portfolio's cost plus interest within a specified period
                 (normally one day). In these transactions, the securities
                 purchased by the Portfolio will have a total value equal to
                 or in excess of the value of the repurchase agreement, and
                 will be held by the Fund's Custodian Bank until repurchased.
     
THREE TYPES OF   The Insured Long-Term Portfolio may utilize new issue, mutual
INSURANCE MAY    fund, or secondary market insurance. A new issue insurance
BE USED IN THE   policy is purchased by a bond issuer who wishes to increase
INSURED LONG-    the credit rating of a security. By paying a premium and
TERM             meeting the insurer's underwriting standards, the bond issuer
PORTFOLIO:       is able to obtain a high credit rating (usually, Aaa from
                 Moody's or AAA from Standard & Poor's) for the issued securi-
1. NEW ISSUE     ty. Such insurance is likely to increase the purchase price
   INSURANCE     and resale value of the security. New issue insurance poli-
                 cies are non-cancellable and continue in force as long as the
                 bonds are outstanding.
 
2. MUTUAL FUND   A mutual fund insurance policy is used to guarantee specific
   INSURANCE     bonds only while owned by a mutual fund. The Insured Long-
                 Term Portfolio of the Fund has obtained a mutual fund insur-
                 ance policy from Financial Guaranty Insurance Company ("Fi-
                 nancial Guaranty"). Based upon the expected composition of
                 the Portfolio, the annual premiums for the policy may range
                 from 0.20% to 0.40% of the principal value of the bonds in-
                 sured, thereby reducing the Portfolio's current yield.
 
3. SECONDARY     A secondary market insurance policy is purchased by an in-
   MARKET        vestor (such as the Insured Long-Term Portfolio) subsequent
   INSURANCE     to a bond's original issuance and generally insures a partic-
                 ular bond for the remainder of its term. The Portfolio may
                 purchase bonds which have already been insured under a sec-
                 ondary market insurance policy by a prior investor, or the
                 Portfolio may itself purchase such a policy from Financial
                 Guaranty for bonds which are currently uninsured.
 
                 An insured municipal bond in the Portfolio will typically be
                 covered by only one of the three policies. For instance, if a
                 bond is already covered by a new issue insurance policy or a
                 secondary market insurance policy, then that security will
 
20
<PAGE>
 
                 not be insured under the Portfolio's mutual fund insurance
                 policy. All of the insurance policies used by the Portfolio
                 will be obtained only from insurance companies rated Aaa by
                 Moody's or AAA by Standard & Poor's.
 
THE FUND MAY     Each Portfolio may purchase tax-exempt securities on a "when-
PURCHASE WHEN-   issued" basis. In buying "when-issued" securities, a Portfo-
ISSUED           lio commits to buy securities at a certain price even though
SECURITIES       the securities may not be delivered for up to 45 days. The
                 Portfolio pays for the securities and begins earning interest
                 when the securities are actually delivered. As a consequence,
                 it is possible that the market price of the securities at the
                 time of delivery may be higher or lower than the purchase
                 price.
            
THE FUND MAY     Each Portfolio may lend its investment securities on either a
LEND ITS         short-term or long-term basis to qualified institutional in-
SECURITIES       vestors for the purpose of realizing additional net invest-
                 ment income. Loans of securities by a Portfolio will be col-
                 lateralized by cash, letters of credit, or securities issued
                 or guaranteed by the U.S. Government or its agencies. The
                 collateral which will be held by the Fund's custodian bank,
                 will equal at least 100% of the current market value of the
                 loaned securities. Income derived from the lending of securi-
                 ties is not tax-exempt, and a portion of the tax-exempt in-
                 terest earned when a municipal security is on loan must be
                 characterized as taxable income. Therefore, each Portfolio
                 will limit such activity in accordance with its investment
                 objective.
- --------------------------------------------------------------------------------
INVESTMENT       The Fund has adopted certain limitations on its investment
LIMITATIONS      practices, including the following:
 
THE FUND HAS     (a) The Fund's Portfolios will generally not invest in secu-
ADOPTED              rities other than municipal securities; however, each
CERTAIN              Portfolio may invest up to 20% of its assets in certain
FUNDAMENTAL          short-term taxable securities and (except for the Money
LIMITATIONS          Market Portfolio) in bond futures contracts and options;
 
                 (b) A Portfolio will not borrow money except for temporary or
                     emergency purposes and then not in excess of 10% of total
                     assets; the Portfolio will repay all borrowings before
                     making additional investments; and interest paid on such
                     borrowings will reduce income;
 
                 (c) A Portfolio will not invest more than 5% of its assets in
                     securities of one issuer (except the United States Gov-
                     ernment, its agencies and instrumentalities, and any mu-
                     nicipal security guaranteed or collateralized by the U.S.
                     Government); for purposes of this limitation, identifica-
                     tion of the issuer will be based on a determination of
                     the source of assets and revenues committed to meeting
                     interest and principal payments of each security;
 
                 (d) A Portfolio will not purchase any securities which would
                     cause more than 25% of the value of that Portfolio's net
                     assets at the time of such purchase to be invested in the
                     securities of one or more issuers conducting their prin-
                     cipal activities in the same state; and
 
                 (e) A Portfolio will not pledge, mortgage or hypothecate more
                     than 10% of its assets.
 
                                                                              21
<PAGE>
 
 
                 The above mentioned investment limitations are considered at
                 the time investment securities are purchased. The investment
                 limitations described here and in the Statement of Additional
                 Information may be changed only with the approval of a major-
                 ity of the Fund's shareholders.
- --------------------------------------------------------------------------------
MANAGEMENT OF    The Fund is a member of The Vanguard Group of Investment Com-
THE FUND         panies, a family of more than 30 investment companies with
                 more than 80 distinct investment portfolios and total assets
VANGUARD         in excess of $130 billion. Through their jointly-owned sub-
ADMINISTERS      sidiary, The Vanguard Group, Inc. ("Vanguard"), the Fund and
AND              the other funds in the Group obtain at cost virtually all of
DISTRIBUTES      their corporate management, administrative, shareholder ac-
THE FUND         counting and distribution services. Vanguard also provides
                 investment advisory services on an at-cost basis to certain
                 Vanguard funds including Vanguard Municipal Bond Fund. As a
                 result of Vanguard's unique corporate structure, the Vanguard
                 funds have costs substantially lower than those of most com-
                 peting mutual funds. In 1993, the average expense ratio (an-
                 nual costs including advisory fees divided by total net as-
                 sets) for the Vanguard funds amounted to approximately .30%,
                 compared to an average of 1.02% for the mutual fund industry
                 (data provided by Lipper Analytical Services).
 
                 The Officers of the Fund manage its day to day operations and
                 are responsible to the Fund's Board of Directors. The Direc-
                 tors set broad policies for the Fund and choose its officers.
                 A list of the Directors and Officers of the Fund and a state-
                 ment of their present positions and principal occupations
                 during the past five years can be found in the Statement of
                 Additional Information.
 
                 Vanguard employs a supporting staff of management and admin-
                 istrative personnel needed to provide the requisite services
                 to the funds and also furnishes the funds with necessary of-
                 fice space, furnishings and equipment. Each fund pays its
                 share of Vanguard's total expenses, which are allocated among
                 the funds under methods approved by the Board of Directors
                 (Trustees) of each fund. In addition, each fund bears its own
                 direct expenses, such as legal, auditing and custodian fees.
 
                 Vanguard also provides distribution and marketing services to
                 the Vanguard funds. The funds are available on a no-load ba-
                 sis (i.e., there are no sales commissions or 12b-1 fees).
                 However, each fund bears its allocated share of the Group's
                 distribution costs.
- --------------------------------------------------------------------------------
                    
INVESTMENT       The Fund receives all investment advisory services on an at-
ADVISER          cost basis from VANGUARD'S FIXED INCOME GROUP. The Group also
                 provides investment advisory services to more than 40 Van-
VANGUARD         guard money market and bond portfolios, both taxable and tax-
MANAGES THE      exempt. Total assets under management by Vanguard's Fixed In-
FUND'S           come Group was $54 billion as of August 31, 1994. The Fixed
INVESTMENTS      Income Group is supervised by the Officers of the Fund.     
 
                 Ian A. MacKinnon, Senior Vice President of Vanguard, has been
                 in charge of the Group since its inception in 1981. Mr.
                 MacKinnon is responsible for setting the
 
22
<PAGE>
 
                 broad investment policies and strategies employed by the
                 Fund, and for overseeing the Portfolio managers who implement
                 those strategies on a day-to-day basis. The Fund's Portfolio
                 managers are as follows:
 
                 . Jerome J. Jacobs, Vice President, serves as portfolio man-
                   ager of the Long-Term and High-Yield Portfolios. Associated
                   with the Fixed Income Group since 1984, Mr. Jacobs has man-
                   aged the Portfolios since 1988. Previously he managed the
                   Short-Term, Limited-Term and Intermediate-Term Portfolios.
 
                 . Christopher M. Ryon, Assistant Vice President serves as
                   portfolio manager of the Short-Term, Limited-Term and In-
                   termediate-Term Portfolios. Associated with the Fixed In-
                   come Group since 1985, Mr. Ryon has managed the Short-Term
                   and Limited-Term Portfolio's since 1988, and the Intermedi-
                   ate-Term Portfolio since 1991. Previously he served as a
                   senior analyst.
 
                 . David E. Hamlin, Assistant Vice President serves as portfo-
                   lio manager of the Insured-Long Term Portfolio. Mr. Hamlin
                   has managed the Portfolio since joining the Fixed Income
                   Group in 1986. Previously he managed tax-exempt money mar-
                   ket funds for a major investment company.
 
                 The Fixed Income Group manages the investment and reinvest-
                 ment of the assets of the Portfolios of the Fund and continu-
                 ously reviews, supervises and administers each Portfolio's
                 investment program, subject to the maturity and quality stan-
                 dards specified in this Prospectus and supplemental guide-
                 lines approved by the Fund's Board of Directors. The Fixed
                 Income Group's selection of investments for the Portfolios is
                 based on: (a) continuing credit analysis of those instruments
                 held in the Portfolios and those being considered for inclu-
                 sion therein; (b) possible disparities in yield relationships
                 between different fixed income securities; and (c) actual or
                 anticipated movements in the general level of interest rates.
 
                 Vanguard's investment management staff places all orders for
                 purchases and sales of portfolio securities. Purchase of
                 portfolio securities are made either directly from the issuer
                 or from municipal securities dealers. The investment manage-
                 ment staff may sell portfolio securities prior to their matu-
                 rity if circumstances and considerations warrant and if it
                 believes such dispositions advisable. The Fund's policy of
                 investing in short-term instruments in the Short-Term Portfo-
                 lio will likely result in significant portfolio turnover. The
                 staff seeks to obtain the best available net price and most
                 favorable execution for all portfolio transactions. The full
                 range and quality of brokerage services are considered in
                 making these determinations.
- --------------------------------------------------------------------------------
DIVIDENDS,       Dividends consisting of virtually all of the ordinary income
CAPITAL GAINS    of each Portfolio are declared daily and are payable to
AND TAXES        shareholders of record at the close of the previous business
                 day. Such dividends are paid on the first business day of
EACH PORTFOLIO   each month. Capital gains distributions, if any, will be made
PAYS MONTHLY     annually.
DIVIDENDS     
                 In addition, in order to satisfy certain distribution re-
                 quirements of the Tax Reform Act of 1986, each Portfolio may
                 declare special year-end dividend and
 
                                                                              23
<PAGE>
 
                 capital gains distributions during December. Such distribu-
                 tions, if received by shareholders by January 31, are deemed
                 to have been paid by the Portfolio and received by sharehold-
                 ers by December 31 of the prior year.
 
                 Dividend and capital gains distributions may be automatically
                 reinvested or received in cash. See "Choosing a Distribution
                 Option" for a description of these distributions methods.
 
EACH PORTFOLIO   Each Portfolio intends to continue to qualify for taxation as
EXPECTS TO PAY   a "regulated investment company" under the Internal Revenue
TAX-EXEMPT       Code so that it will not be subject to federal income tax to
DIVIDENDS        the extent its income is distributed to shareholders. In ad-
                 dition, each Portfolio intends to invest a sufficient portion
                 of its assets in municipal bonds and notes so that it will
                 qualify to pay "exempt-interest dividends" to shareholders.
                 Such exempt-interest dividends distributed to shareholders
                 are excluded from a shareholder's gross income for federal
                 tax purposes. The Revenue Reconciliation Act enacted during
                 1993 provides that market discount on tax-exempt bonds, pur-
                 chased after April 30, 1993 is taxable income to the extent
                 of any gain realized upon disposition. Accordingly, purchases
                 of such discounted securities may result in taxable income.
 
                 Distributions paid by the Portfolio from long-term capital
                 gains, whether received in cash or reinvested in additional
                 shares, are taxable, regardless of the length of time you
                 have owned shares in the Portfolio. Capital gains distribu-
                 tions are made when the Portfolio realizes net capital gains
                 on sales of portfolio securities during the year. For the
                 Portfolio, realized capital gains are not expected to be a
                 significant or predictable part of investment return.
 
                 Any short-term capital gains or any taxable interest income
                 will be distributed as a taxable ordinary dividend distribu-
                 tion. In general, such taxable income distributions from a
                 Portfolio are expected to be negligible in comparison with
                 tax-exempt dividends.
 
                 Also, a portion of the dividends from the High-Yield Portfo-
                 lio, while exempt from the regular federal income tax, may be
                 a tax preference item for purposes of the alternative minimum
                 tax.
 
                 The Fund will notify you annually as to the tax status of
                 dividend and capital gains distributions paid by the Fund.
              
A CAPITAL GAIN   Although dividend income from the Fund is expected to be ex-
OR LOSS MAY BE   empt from federal taxes, a sale of a Portfolio's shares is a
REALIZED UPON    taxable event, and may result in a capital gain or loss. A
EXCHANGE OR      capital gain or loss may be realized from an ordinary redemp-
REDEMPTION       tion of shares, a check-writing redemption, or an exchange of
                 shares between two mutual funds (or two portfolios of a mu-
                 tual fund).
 
                 In addition, any capital loss realized from municipal securi-
                 ties held for six months or less is disallowed to the extent
                 of tax-exempt dividend income received. In other words, if
                 you held shares in a Portfolio for six months or less, and
                 sold those shares (or a portion of those shares) at a loss,
                 the capital loss you report is reduced by the tax-exempt div-
                 idends paid by these shares.
 
24
<PAGE>
 
 
                 Tax-exempt dividends from a Portfolio, capital gains distri-
                 butions from a Portfolio, and any capital gains or losses re-
                 alized from the sale or exchange of shares may be subject to
                 state and local taxes. However, some states allow sharehold-
                 ers to exclude from state income tax that portion of a Port-
                 folio's tax-exempt income that is attributable to municipal
                 securities issued within the shareholder's own state. To as-
                 sist shareholders of these states, the Fund will provide a
                 breakdown of each Portfolio's tax-exempt interest income on a
                 state-by-state basis subsequent to year-end.
 
                 The Fund is required to withhold 31% of taxable dividends,
                 capital gains distributions, and redemptions paid to share-
                 holders who have not complied with IRS taxpayer identifica-
                 tion regulations. You may avoid this withholding requirement
                 by indicating your proper Social Security or Taxpayer Identi-
                 fication Number on your Account Registration Form and by cer-
                 tifying that you are not subject to backup withholding.
 
                 Up to 85% of an individual's Social Security benefits may be
                 subject to federal income tax. Along with other factors, to-
                 tal tax-exempt income, including any tax-exempt dividend in-
                 come from Portfolios of the Fund, is used to calculate the
                 portion of Social Security benefits that is taxed.
 
                 The Fund has obtained a Certificate of Authority to do busi-
                 ness as a foreign corporation in Pennsylvania, and does busi-
                 ness and maintains an office in that state. In the opinion of
                 counsel, the shares of the Fund are exempt from Pennsylvania
                 personal property taxes.
 
                 The tax discussion set forth above is included for general
                 information only. Prospective investors should consult their
                 own tax advisers concerning the tax consequences of an in-
                 vestment in the Fund.
- --------------------------------------------------------------------------------
THE SHARE        Each Portfolio's net asset value (or price per share) is com-
PRICE OF EACH    puted daily by dividing the Portfolio's total value of in-
PORTFOLIO        vestments and other assets, less any liabilities, by the num-
                 ber of outstanding shares of the Portfolio.
 
                 MONEY MARKET PORTFOLIO. The net asset value per share of the
                 Money Market Portfolio is determined as of the close of regu-
                 lar trading on the New York Stock Exchange (generally 4:00
                 p.m. Eastern time), on each day the Exchange is open. It is
                 the policy of the Money Market Portfolio to attempt to main-
                 tain a net asset value of $1.00 per share for purposes of
                 sales and redemptions. The instruments held by the Money Mar-
                 ket Portfolio are valued on the basis of amortized cost,
                 which does not take into account unrealized capital gains or
                 losses.
 
                 SHORT-TERM, LIMITED-TERM, INTERMEDIATE-TERM, LONG-TERM, IN-
                 SURED LONG-TERM AND HIGH-YIELD PORTFOLIOS. The net asset val-
                 ues per share of the Short-Term, Limited-Term, Intermediate-
                 Term, Long-Term, Insured Long-Term and High-Yield Portfolios
                 are determined as of the close of regular trading on the New
                 York Stock Exchange (generally 4:00 p.m. Eastern time), on
                 each day the Exchange is open. When approved by the Board of
                 Directors, bonds and other
 
                                                                              25
<PAGE>
 
                 fixed income securities of each of the Portfolios may be val-
                 ued on the basis of prices provided by a pricing service when
                 such prices are believed to reflect the fair market value of
                 such securities. (Since the majority of municipal bond issues
                 do not trade each day, current prices are generally not
                 available for many securities. In estimating a security's
                 price, a pricing service takes into account institutional-
                 size trading in similar groups of securities and any develop-
                 ments related to specific securities.) The methods used by
                 the pricing service and the valuations so established are re-
                 viewed by the officers of the Fund under policies determined
                 by the Directors. There are a number of pricing services
                 available and the Directors, as part of an on-going evalua-
                 tion of these services, may authorize the use of other pric-
                 ing services or discontinue the use of any service in whole
                 or in part.
 
                 Securities not priced in this manner are priced at the most
                 recent quoted bid price provided by investment dealers.
                 Short-term instruments maturing within 60 days of the valua-
                 tion date may be valued at cost, plus or minus any amortized
                 discount or premium. Other assets and securities for which no
                 quotations are readily available will be valued in good faith
                 at their fair value using methods determined by the Direc-
                 tors.
- --------------------------------------------------------------------------------
GENERAL          The Fund is a Maryland corporation. The Articles of Incorpo-
INFORMATION      ration, as amended and restated, permit the Directors to is-
                 sue 7,250,000,000 shares of common stock with a $.001 par
                 value. The Board of Directors has the power to designate one
                 or more classes ("Portfolios") of shares of common stock.
                 Currently, the Fund is offering seven Portfolios.
 
                 Annual meetings of shareholders will not be held except as
                 required by the Investment Company Act of 1940 and other ap-
                 plicable law. An annual meeting will be held to vote on the
                 removal of a Director or Directors of the Fund if requested
                 in writing by the holders of not less than 10% of the out-
                 standing shares of the Fund.
 
                 The shares of each Portfolio are fully paid and non-assessa-
                 ble; have no preference as to conversion, exchange, divi-
                 dends, retirement or other features; and have no pre-emptive
                 rights. The shares of each Portfolio have non-cumulative vot-
                 ing rights, meaning that the holders of more than 50% of the
                 shares of the entire Fund (irrespective of the net asset
                 value of each Portfolio) voting for the election of Directors
                 can elect 100% of the Directors if they so choose.
 
                 CoreStates Bank, N.A., Philadelphia, Pennsylvania, has been
                 retained to act as custodian of the assets of the Fund. The
                 Bank takes no part in determining the investment policies of
                 the Fund or in deciding which securities are purchased or
                 sold by the Fund. The Vanguard Group, Inc. acts as Transfer
                 Agent and Dividend Disbursing Agent for the Fund. Price
                 Waterhouse LLP serves as independent accountants for the Fund
                 and audits its financial statements annually. The Fund is not
                 involved in any litigation.
- --------------------------------------------------------------------------------
 
26
<PAGE>
 
                               SHAREHOLDER GUIDE
 
OPENING AN       To open a new account, either by mail or by wire, simply com-
ACCOUNT AND      plete and return an Account Registration Form. Please indi-
PURCHASING       cate the Portfolio you have chosen and the amount you wish to
SHARES           invest. Your purchase must be equal to or greater than the
                 $3,000 minimum initial investment requirement for a Portfolio
                 ($500 for Individual Retirement Accounts, other retirement
                 accounts or Uniform Gifts/Transfers to Minors Act accounts).
                 If you need assistance with the Account Registration Form or
                 have any questions about this Fund, please call our Investor
                 Information Department at 1-800-662-7447. NOTE: For other ac-
                 count registrations (e.g., corporations, associations, other
                 organizations, trust or powers of attorney, please call us to
                 determine which additional forms you may need.
 
                 Because of the risks associated with bond investments, the
                 Fund is intended to be a long-term investment vehicle and is
                 not designed to provide investors with a means of speculating
                 on short-term market movements. Consequently, the Fund re-
                 serves the right to reject any specific purchase (and ex-
                 change purchase) request. The Fund also reserves the right to
                 suspend the offering of shares for a period of time.
 
                 Each Portfolio's shares are purchased at the next-determined
                 net asset value after your investment has been received in
                 the form of Federal Funds. See "When Your Account Will Be
                 Credited." The Fund is offered on a no-load basis (i.e.,
                 there are no sales commissions or 12b-1 fees).
 
ADDITIONAL       Subsequent investments may be made by mail ($100 minimum per
INVESTMENTS      Portfolio), wire ($1,000 minimum per Portfolio), exchange
                 from another Vanguard Fund account, or Vanguard Fund Express.
                 --------------------------------------------------------------
                                               ADDITIONAL INVESTMENTS
                       NEW ACCOUNT              TO EXISTING ACCOUNTS
 
PURCHASING BY    Please include the            Additional investments should
MAIL             amount of your initial        include the Invest-by-Mail re-
Complete and     investment and the            mittance form attached to your
sign the         name of the Portfo-           Fund confirmation statements.
enclosed         lio(s) you have se-           Please make your check payable
Account          lected on the regis-          to The Vanguard Group-(Portfo-
Registration     tration form, make            lio number), see page 28 for
Form             your check payable to         appropriate Portfolio number,
                 The Vanguard Group-           write your account number on
                 (Portfolio number),           your check and, using the re-
                 see page 28 for appro-        turn envelope provided, mail to
                 priate Portfolio num-         the address indicated on the
                 ber and mail to:              Invest-by-Mail Form.
 
                 VANGUARD FINANCIAL
                 CENTER
                 P.O. BOX 2600
                 VALLEY FORGE, PA 19482
 
 
                                                                              27
<PAGE>
 
For express or   VANGUARD FINANCIAL            All written requests should be
registered       CENTER 455 DEVON PARK         mailed to one of the addresses
mail, send to:   DRIVE WAYNE, PA 19087         indicated for new accounts. Do
                                               not send registered or express
                                               mail to the post office box ad-
                                               dress.
 
                 VANGUARD MUNICIPAL BOND FUND PORTFOLIO NUMBERS
                 Money Market Portfolio-45     Long-Term Portfolio-43
                 Short-Term Portfolio-41       Insured Long-Term Portfolio-58
                 Limited-Term Portfolio-31     High-Yield Portfolio-44
                 Intermediate-Term Portfolio-42
                 --------------------------------------------------------------
PURCHASING BY                   CORESTATES BANK, N.A.                        
WIRE                            ABA 031000011                                
Money should be                 CORESTATES NO 0141 1274                      
wired to:                       ATTN VANGUARD                                
                                VANGUARD MUNICIPAL BOND FUND
BEFORE WIRING                   NAME OF PORTFOLIO          
Please contact                  ACCOUNT NUMBER             
Client Services                 ACCOUNT REGISTRATION        
(1-800-662-2739)
 
                 To assure proper receipt, please be sure your bank includes
                 the Portfolio name, the account number Vanguard has assigned
                 to you and the eight digit Corestates number. If you are
                 opening a new account, please complete the Account Registra-
                 tion Form and mail it to the "New Account" address after com-
                 pleting your wire arrangement. NOTE: Federal Funds wire pur-
                 chase orders will be accepted only when the Fund and Custo-
                 dian Bank are open for business.
                 --------------------------------------------------------------
PURCHASING BY    You may open an account or purchase additional shares by mak-
EXCHANGE (from   ing an exchange from an existing Vanguard Fund account. Call
a Vanguard       Vanguard's Client Services Department at 1-800-662-2739. The
account)         new account will have the same registration as the existing
                 account. However, the Fund reserves the right to refuse any
                 exchange purchase request.
                 --------------------------------------------------------------
PURCHASING BY    The Fund Express Special Purchase option lets you move money
FUND EXPRESS     from your bank account to your Vanguard account at your re-
                 quest. Or if you choose the Automatic Investment option,
Special          money will be moved from your bank account to your Vanguard
Purchase and     account on the schedule (monthly, bimonthly [every other
Automatic        month], quarterly or yearly) you select. To establish these
Investment       Fund Express options, please provide the appropriate informa-
                 tion on the Account Registration Form. We will send you a
                 confirmation of your Fund Express service; please wait three
                 weeks before using the service.
- --------------------------------------------------------------------------------
 
28
<PAGE>
 
CHOOSING A       You must select one of three distribution options:
DISTRIBUTION
OPTION           1. AUTOMATIC REINVESTMENT OPTION--Both dividends and capital
                    gains distributions will be reinvested in additional Fund
                    shares. This option will be selected for you automatically
                    unless you specify one of the other options.
 
                 2. CASH DIVIDEND OPTION--Your dividends will be paid in cash
                    and your capital gains will be reinvested in additional
                    Fund shares.
 
                 3. ALL CASH OPTION--Dividend and capital gains distributions
                    will be paid in cash.
 
                 You may change your option by calling our Client Services De-
                 partment (1-800-662-2739).
 
                 In addition, an option to invest your cash dividends and/or
                 capital gains distributions in another Vanguard Fund Account
                 is available. Please call our Client Services Department (1-
                 800-662-2739) for information. You may also elect Vanguard
                 Dividend Express which allows you to transfer your cash divi-
                 dends and/or capital gains distributions automatically to
                 your bank account. Please see "Other Vanguard Services" for
                 more information.
- --------------------------------------------------------------------------------
TAX CAUTION      Under Federal tax laws, the Fund is required to distribute
                 net capital gains and dividend income to Fund shareholders.
INVESTORS        These distributions are made to all shareholders who own Fund
SHOULD ASK       shares as of the distribution's record date, regardless of
ABOUT THE        how long the shares have been owned. Purchasing shares just
TIMING OF        prior to the record date could have a significant impact on
CAPITAL GAINS    your tax liability for the year. For example, if you purchase
AND DIVIDEND     shares immediately prior to the record date of a sizable cap-
DISTRIBUTIONS    ital gain, you will be assessed taxes on the amount of the
BEFORE           capital gain distribution later paid even though you owned
INVESTING        the Fund shares for just a short period of time. (Taxes are
                 due on the distributions even if the dividend or gain is re-
                 invested in additional Fund shares.) While the total value of
                 your investment will be the same after the capital gain dis-
                 tribution--the amount of the capital gain distribution will
                 offset the drop in the net asset value of the shares--you
                 should be aware of the tax implications the timing of your
                 purchase may have.
 
                 Prospective investors should, therefore, inquire about poten-
                 tial distributions before investing. The Fund's annual capi-
                 tal gains distribution normally occurs in December while in-
                 come dividends are generally paid on the first business day
                 of each month. For additional information on distributions
                 and taxes, see the section titled "Dividends, Capital Gains,
                 and Taxes."
- --------------------------------------------------------------------------------
IMPORTANT        The easiest way to establish optional Vanguard services on
INFORMATION      your account is to select the options you desire when you
                 complete your Account Registration Form. IF YOU WISH TO ADD
ESTABLISHING     SHAREHOLDER OPTIONS LATER, YOU MAY NEED TO PROVIDE VANGUARD
OPTIONAL         WITH ADDITIONAL INFORMATION AND A SIGNATURE GUARANTEE. PLEASE
SERVICES         CALL OUR CLIENT SERVICES DEPARTMENT (1-800-662-2739) FOR FUR-
                 THER ASSISTANCE.
 
 
                                                                              29
<PAGE>
 
SIGNATURE        For our mutual protection, we may require a signature guaran-
GUARANTEES       tee on certain written transaction requests. A signature
                 guarantee verifies the authenticity of your signature, and
                 may be obtained from banks, brokers and any other guarantor
                 that Vanguard deems acceptable. A SIGNATURE GUARANTEE CANNOT
                 BE PROVIDED BY A NOTARY PUBLIC.
 
CERTIFICATES     With the exception of the Money Market Portfolio, share cer-
                 tificates will be issued upon request. If a certificate is
                 lost, you may incur an expense to replace it.
             
BROKER-DEALER    If you purchase shares in Vanguard Funds through a registered
PURCHASES        broker-dealer or investment adviser, the broker-dealer or ad-
                 viser may charge a service fee.
 
CANCELLING       The Fund will not cancel any trade (e.g., a purchase, ex-
TRADES           change or redemption) believed to be authentic, received in
                 writing or by telephone, once the trade request has been re-
                 ceived.
- --------------------------------------------------------------------------------
WHEN YOUR        The trade date is the date on which your account is credited.
ACCOUNT WILL     It is generally the day on which the Fund receives your in-
BE CREDITED      vestment in the form of Federal Funds (monies credited to the
                 Fund's Custodian Bank by a Federal Reserve Bank). Your trade
                 date varies according to your method of payment for your
                 shares.
 
                 Purchases of Fund shares by check (except the Money Market
                 Portfolio) will receive a trade date the day the funds are
                 received in good order by Vanguard. Thus, if your purchase by
                 check is received by the close of regular trading on the New
                 York Stock Exchange (generally 4:00 p.m. Eastern time), your
                 trade date is the business day your check is received in good
                 order. If your purchase is received after the close of the
                 Exchange, your trade date is the business day following re-
                 ceipt of your check. Vanguard will not accept third-party
                 checks to open an account. Please be sure your purchase check
                 is made payable to the Vanguard Group.
 
                 For purchases by check for the Money Market Portfolio, the
                 Fund is ordinarily credited with Federal Funds within one
                 business day. Thus, if your purchase by check is received by
                 the close of regular trading on the New York Stock Exchange
                 (generally 4:00 p.m. Eastern time), your trade date is the
                 business day following receipt of your check. If your pur-
                 chase is received after the close of the Exchange your trade
                 date is the second business day following receipt of your
                 check.
 
                 For purchases by Federal Funds wire or exchange, all portfo-
                 lios of the Fund (including the money market portfolio) are
                 credited immediately with Federal Funds. Thus, if your pur-
                 chase by Federal Funds wire or exchange is received by the
                 close of regular trading on the Exchange your trade date is
                 the day of receipt. If your purchase is received after the
                 close of regular trading on the Exchange your trade date is
                 the business day following receipt of your wire or exchange.
 
                 Your shares are purchased at the next-determined net asset
                 value after your investment has been received in the form of
                 Federal Funds. You will begin to earn dividends on the calen-
                 dar day following the trade date. (For a Friday trade
 
30
<PAGE>
 
                 date, you will begin earning dividends on Saturday.) For a
                 purchase of shares of the Money Market Portfolio by Federal
                 Funds wire, you may qualify for a dividend on the date of
                 purchase if you have notified the Fund of your intention to
                 make the purchase by 10:45 a.m. (Eastern time) on the busi-
                 ness day of the wire.
 
                 In order to prevent lengthy processing delays caused by the
                 clearing of foreign checks, Vanguard will only accept a for-
                 eign check which has been drawn in U.S. dollars and has been
                 issued by a foreign bank with a U.S. correspondent bank. The
                 name of the U.S. correspondent bank must be printed on the
                 face of the foreign check.
 
                 Each Portfolio reserves the right to suspend the offering of
                 shares for a period of time. Each Portfolio also reserves the
                 right to reject any specific purchase request.
- --------------------------------------------------------------------------------
SELLING YOUR     You may withdraw any portion of the funds in your account by
SHARES           redeeming shares at any time. Please see "Important Redemp-
                 tion Information". You may initiate a request by writing or
                 by telephoning. Your redemption proceeds are normally mailed,
                 credited or wired--depending upon the method of withdrawal
                 you have PREVIOUSLY chosen--within two business days after
                 the receipt of the request in Good Order.
 
SELLING BY       You may withdraw funds from your account by writing a check
WRITING A        payable in the amount of $250 or more. When a check is pre-
CHECK            sented for payment to the Fund's agent, CoreStates Bank,
                 N.A., the Fund will redeem sufficient shares in your account
                 at the next determined net asset value to cover the amount of
                 the check.
 
                 In order to establish the checkwriting option on your ac-
                 count, all registered shareholders must sign a signature
                 card. After your completed signature card is received by the
                 Fund, an initial supply of checks will be mailed within 10
                 business days. There is no charge for checks or for their
                 clearance. CORPORATIONS, TRUSTS AND OTHER ORGANIZATIONS
                 SHOULD CALL VANGUARD'S CLIENT SERVICES DEPARTMENT (1-800-662-
                 2739) BEFORE SUBMITTING SIGNATURE CARDS, AS ADDITIONAL DOCU-
                 MENTS MAY BE REQUIRED TO ESTABLISH THE CHECKWRITING SERVICE.
 
                 Before establishing the checkwriting option, you should be
                 aware that:
 
                 1. Writing a check (a redemption of shares) is a taxable
                    event.
                 2. The Fund does not allow an account to be closed through
                    the checkwriting option.
                 3. Vanguard cannot guarantee a stop payment on the
                    checkwriting option. If you wish to reverse a stop payment
                    order, you must do so in writing.
                 4. Shares held in certificate form cannot be redeemed using
                    the checkwriting option.
                 5. The Fund reserves the right to terminate or alter this
                    service at any time.
                 --------------------------------------------------------------
SELLING BY       Requests should be mailed to VANGUARD FINANCIAL CENTER, VAN-
MAIL             GUARD MUNICIPAL BOND FUND, P.O. BOX 1120, VALLEY FORGE, PA
                 19482. (For express or registered mail, please send your re-
                 quest to Vanguard Municipal Bond Fund, 455 Devon Park Drive,
                 Wayne, PA 19087.)
 
 
                                                                              31
<PAGE>
 
                 The redemption price of shares will be the Portfolio's net
                 asset value next determined after Vanguard has received all
                 required documents in Good Order.
                 --------------------------------------------------------------
DEFINITION OF    GOOD ORDER means that the request includes the following:
GOOD ORDER
                 1. The account number and Portfolio name.
                 2. The amount of the transaction (specified in dollars or
                 shares).
                 3. Signatures of all owners EXACTLY as they are registered on
                 the account.
                 4. Any required signature guarantees.
                 5. Other supporting legal documentation that might be re-
                  quired in the case of estates, corporations, trusts and cer-
                  tain other accounts.
                 6. Any certificates you are holding for the account.
 
                 If you have questions about this definition as it pertains to
                 your request, please call our Client Services Department at
                 1-800-662-2739.
                 --------------------------------------------------------------
SELLING BY       To sell by telephone, you or your preauthorized representa-
TELEPHONE        tive may call our Client Services Department at 1-800-662-
                 2739. For telephone redemptions, you may have the proceeds
                 sent to you either by mail or by wire. In addition to the de-
                 tails below, please see "Important Information About Tele-
                 phone Transactions."
 
                 BY MAIL: Telephone mail redemption is automatically estab-
                 lished on your account unless you indicate otherwise on your
                 Account Registration Form. The Registered Shareowner may re-
                 deem any amount by calling Vanguard. The proceeds will be
                 paid to the registered shareholders and mailed to the address
                 of record.
 
                 BY WIRE: Telephone wire redemption must be specifically
                 elected for your account. The best time to elect telephone
                 wire redemption is at the time you complete your Account Reg-
                 istration Form. If you do not presently have telephone wire
                 redemption and wish to establish it, please contact our Cli-
                 ent Services Department.
 
                 With the wire redemption option, you may withdraw a minimum
                 of $1,000 and have the amount wired directly to your bank ac-
                 count. Wire redemptions less than $5,000 are subject to a $5
                 charge deducted by Vanguard. There is no Vanguard charge for
                 wire redemptions of $5,000 or more. However, your bank may
                 assess a separate fee for incoming wires.
 
                 A request to change the bank associated with your wire re-
                 demption option must be received in writing, signed by each
                 registered shareholder, and accompanied by a voided check or
                 preprinted deposit slip. A signature guarantee is required if
                 your bank registration is not identical to your Vanguard Fund
                 account registration.
                 --------------------------------------------------------------
 
32
<PAGE>
 
                 If you select the Fund Express Automatic Withdrawal option,
SELLING BY       money will be automatically moved from your Vanguard Fund ac-
FUND EXPRESS     count to your bank account according to the schedule you have
                 selected. The Special Redemption option lets you move money
Automatic        from your Vanguard account to your bank account upon your re-
Withdrawal &     quest. You may elect Fund Express on the Account Registration
Special          Form or call our Investor Information Department at 1-800-
Redemption       662-7447 for a Fund Express application.
                 --------------------------------------------------------------
SELLING BY       You may sell shares of the Fund by making an exchange into
EXCHANGE         another Vanguard Fund account. Please see "Exchanging Your
                 Shares" for details.
                 --------------------------------------------------------------
                    
IMPORTANT        Shares purchased by check or Fund Express may be redeemed at
REDEMPTION       any time. However, your redemption proceeds will not be paid
INFORMATION      until payment for the purchase is collected, which will take
                 ten calendar days. Your money is invested and earns dividends
                 during the holding period.     
                 --------------------------------------------------------------
DELIVERY OF      Redemption requests received by telephone prior to the close
REDEMPTION       of regular trading on the New York Stock Exchange (generally
PROCEEDS         4:00 p.m. Eastern time) are processed on the day of receipt
                 and the redemption proceeds are normally sent on the follow-
                 ing business day.
 
                 Redemption requests received by telephone after the close of
                 regular trading on the Exchange are processed on the business
                 day following receipt and the proceeds are normally sent on
                 the second business day following receipt.
 
                 All unpaid dividends credited to your account up to the date
                 of redemption will be included in the redemption check. Re-
                 demption proceeds must be sent to you within seven days of
                 receipt of your request in Good Order.
 
                 If you experience difficulty in making a telephone redemption
                 during periods of drastic economic or market changes, your
                 redemption request may be made by regular or express mail. It
                 will be implemented at the net asset value next determined
                 after your request has been received by Vanguard in Good Or-
                 der. The Fund reserves the right to revise or terminate the
                 telephone redemption privilege at any time.
 
                 The Fund may suspend the redemption right or postpone payment
                 at times when the New York Stock Exchange is closed, or under
                 any emergency circumstances as determined by the United
                 States Securities and Exchange Commission.
                 --------------------------------------------------------------
VANGUARD'S       If you make a redemption from a qualifying account, Vanguard
AVERAGE COST     will send you an Average Cost Statement which provides you
STATEMENT        with the tax basis of the shares you redeemed. Please see
                 "Other Vanguard Services" for additional information.
                 --------------------------------------------------------------
MINIMUM          Due to the relatively high cost of maintaining smaller ac-
ACCOUNT          counts, the Fund reserves the right to redeem shares in any
BALANCE          account that is below the minimum initial investment amount
REQUIREMENT      of $3,000. In addition, if at any time the total investment
                 does not have a value of at least $1,000, you may be notified
                 that the value of your account is below the Fund's minimum
                 account balance requirement. You
 
                                                                              33
<PAGE>
 
                 would then be allowed 60 days to make an additional invest-
                 ment before the account is liquidated. Proceeds would be
                 promptly paid to the shareholder. This minimum does not apply
                 to IRAs, other retirement accounts and Uniform
                 Gifts/Transfers to Minors Act accounts.
- --------------------------------------------------------------------------------
EXCHANGING       Should your investment goals change, you may exchange your
YOUR SHARES      shares of Vanguard Municipal Bond Fund for those of other
                 available Vanguard Funds.
             
EXCHANGING BY    When exchanging shares by telephone, please have ready the
TELEPHONE        Portfolio name, account number, Social Security number or Em-
                 ployer Identification number listed on the account and exact
Call Client      name and address in which the account is registered. Only the
Services         registered shareholder may complete such an exchange. Re-
(1-800-662-      quests for telephone exchanges received prior to the close of
2739)            regular trading on the New York Stock Exchange (generally
                 4:00 p.m. Eastern time) are processed at the close of busi-
                 ness that same day. Requests received after the close of reg-
                 ular trading on the Exchange are processed the next business
                 day. TELEPHONE EXCHANGES ARE NOT ACCEPTED INTO OR FROM VAN-
                 GUARD BALANCED INDEX FUND, VANGUARD INDEX TRUST, VANGUARD IN-
                 TERNATIONAL EQUITY INDEX FUND AND VANGUARD QUANTITATIVE PORT-
                 FOLIOS. If you experience difficulty in making a telephone
                 exchange, your exchange request may be made by regular or ex-
                 press mail, and it will be implemented at the closing net as-
                 set value on the date received by Vanguard provided the re-
                 quest is received in Good Order.
 
                 Neither the Fund nor Vanguard is responsible for the authen-
                 ticity of exchange instructions received by telephone. In-
                 vestors bear the full risk of any loss arising from unautho-
                 rized telephone exchanges. To prohibit telephone exchanges on
                 your account, please notify the Fund in writing. Otherwise,
                 the telephone exchange privilege will be automatically estab-
                 lished for your account.
                 --------------------------------------------------------------
EXCHANGING BY    Please be sure to include on your exchange request the name
MAIL             and account number of your current Portfolio, the name of the
                 Fund you wish to exchange into, the amount you wish to ex-
                 change, and the signatures of all registered account holders.
                 Send your request to VANGUARD FINANCIAL CENTER, VANGUARD MU-
                 NICIPAL BOND FUND, P.O. BOX 1120, VALLEY FORGE, PA 19482.
                 (For express or registered mail, please send your request to
                 Vanguard Municipal Bond Fund, 455 Devon Park Drive, Wayne, PA
                 19087.)
                 --------------------------------------------------------------
IMPORTANT        Before you make an exchange, you should consider the follow-
EXCHANGE         ing:
INFORMATION
                 . Please read the Fund's prospectus before making an ex-
                   change. For a copy and for answers to any questions you may
                   have, call our Investor Information Department (1-800-662-
                   7447).
 
                 . An exchange is treated as a redemption and a purchase.
                   Therefore, you could realize a taxable gain or loss on the
                   transaction.
 
                 . Exchanges are accepted only if the registrations and the
                   Taxpayer Identification numbers of the two accounts are
                   identical.
 
 
34
<PAGE>
 
                 . The shares to be exchanged must be on deposit and not held
                   in certificate form.
 
                 . New accounts are not currently accepted in Vanguard/Windsor
                   Fund.
 
                 . The redemption price of shares redeemed by exchange is the
                   net asset value next determined after Vanguard has received
                   the required documents in Good Order.
 
                 . When opening a new account by exchange, you must meet the
                   minimum investment requirement of the new Fund.
 
                 Every effort will be made to maintain the exchange privilege.
                 However, the Fund reserves the right to revise or terminate
                 its provisions, limit the amount of or reject any exchange,
                 as deemed necessary, at any time.
 
                 The exchange privilege is only available in states in which
                 the shares of the Fund are registered for sale. The Fund's
                 shares are currently registered for sale in all 50 states and
                 the Fund intends to maintain such registration.
- --------------------------------------------------------------------------------
                    
EXCHANGE         The Fund's exchange privilege is not intended to afford
PRIVILEGE        shareholders a way to speculate on short-term movements in
LIMITATIONS      the market. Accordingly, in order to prevent excessive use of
                 the exchange privilege that may potentially disrupt the man-
                 agement of a Portfolio and increase transactions costs, the
                 Fund has established a policy of limiting excessive exchange
                 activity.     
 
                 Exchange activity generally will not be deemed excessive if
                 limited to TWO SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30
                 DAYS APART) from a Portfolio during any twelve month period.
                 These limitations do not apply to exchanges from Vanguard's
                 money market portfolios. Notwithstanding these limitations,
                 the Fund reserves the right to reject any purchase request
                 (including exchange purchases from other Vanguard portfolios)
                 that is reasonably deemed to be disruptive to efficient port-
                 folio management.
- --------------------------------------------------------------------------------
IMPORTANT        The ability to initiate redemptions (except wire redemptions)
INFORMATION      and exchanges by telephone is automatically established on
ABOUT            your account unless you request in writing that telephone
TELEPHONE        transactions on your account not be permitted. The ability to
TRANSACTIONS     initiate wire redemptions by telephone will be established on
                 your account only if you specifically elect this option in
                 writing.
 
                 To protect your account from losses resulting from unautho-
                 rized or fraudulent telephone instructions, Vanguard adheres
                 to the following security procedures:
 
                 1. SECURITY CHECK. To request a transaction by telephone, the
                    caller must know (i) the name of the Portfolio; (ii) the
                    10-digit account number; (iii) the exact name and address
                    used in the registration; and (iv) the Social Security or
                    Employer Identification number listed on the account.
 
                 2. PAYMENT POLICY. The proceeds of any telephone redemption
                    by mail will be made payable to the registered shareowner
                    and mailed to the address of record, only. In the case of
                    a telephone redemption by wire, the wire transfer will be
                    made only in accordance with the shareowner's prior writ-
                    ten instructions.
 
 
                                                                              35
<PAGE>
 
                 Neither the Fund nor Vanguard will be responsible for the au-
                 thenticity of transaction instructions received by telephone,
                 provided that reasonable security procedures have been fol-
                 lowed. Vanguard believes that the security procedures de-
                 scribed above are reasonable and that if such procedures are
                 followed, you will bear the risk of any losses resulting from
                 unauthorized or fraudulent telephone transactions on your ac-
                 count. If Vanguard fails to follow reasonable security proce-
                 dures, it may be liable for any losses resulting from unau-
                 thorized or fraudulent telephone transactions on your ac-
                 count.
- --------------------------------------------------------------------------------
TRANSFERRING     You may transfer the registration of any of your Fund shares
REGISTRATION     to another person by completing a transfer form and sending
                 it to: VANGUARD FINANCIAL CENTER, P.O. BOX 1110, VALLEY
                 FORGE, PA 19482. The request must be in Good Order. BEFORE
                 MAILING YOUR REQUEST, PLEASE CALL OUR CLIENT SERVICES DEPART-
                 MENT (1-800-662-2739) FOR FULL INSTRUCTIONS.
- --------------------------------------------------------------------------------
OTHER VANGUARD   For more information about any of these services, please call
SERVICES         our Investor Information Department at 1-800-662-7447.
 
STATEMENTS AND   Vanguard will send you a confirmation statement each time you
REPORTS          initiate a transaction in your account except for
                 checkwriting redemptions from Vanguard money market accounts.
                 You will also receive a comprehensive account statement at
                 the end of each calendar quarter. The fourth-quarter state-
                 ment will be a year-end statement, listing all transaction
                 activity for the entire calendar year.
 
                 Vanguard's Average Cost Statement provides you with the aver-
                 age cost of shares redeemed from your account, using the av-
                 erage cost single category method. This service is available
                 for most taxable accounts opened since January 1, 1986. In
                 general, investors who redeemed shares from a qualifying Van-
                 guard account may expect to receive their Average Cost State-
                 ment in February of the following year. Please call our Cli-
                 ent Services Department (1-800-662-2739) for information.
 
                 Financial reports on the Fund will be mailed to you semi-an-
                 nually, according to the Fund's fiscal year-end.
 
VANGUARD         With Vanguard's Direct Deposit Service, most U.S. Government
DIRECT DEPOSIT   checks (including Social Security and military pension
SERVICE          checks) and private payroll checks may be automatically de-
                 posited into your Vanguard Fund account. Separate brochures
                 and forms are available for direct deposit of U.S. Government
                 and private payroll checks.
 
VANGUARD         Vanguard's Automatic Exchange Service allows you to move
AUTOMATIC        money automatically among your Vanguard Fund accounts. For
EXCHANGE         instance, the service can be used to "dollar cost average"
SERVICE          from a money market portfolio into a stock or bond fund or to
                 contribute to an IRA or other retirement plan.
 
VANGUARD FUND    Vanguard's Fund Express allows to you transfer money between
EXPRESS          your Fund account and your account at a bank, savings and
                 loan association, or a credit
 
36
<PAGE>
 
                 union that is a member of the Automated Clearing House (ACH)
                 system. You may elect this service on the Account Registra-
                 tion Form or call the Investor Information Department (1-800-
                 662-7447) for a Fund Express application.
 
                 The minimum amount that can be transferred by telephone is
                 $100. However, if you have established one of the automatic
                 options, the minimum amount is $50. The maximum amount that
                 can be transferred using any of the options is $100,000.
 
                 Special rules govern how your Fund Express purchases or re-
                 demptions are credited to your account. In addition, some
                 services of Fund Express cannot be used with specific Van-
                 guard Funds. For more information, please refer to the Van-
                 guard Fund Express brochure.
 
VANGUARD         Vanguard's Dividend Express allows you to transfer your divi-
DIVIDEND         dends and/or capital gains distributions automatically from
EXPRESS          your Fund account, one business day after the Fund's payable
                 date, to your account at a bank, savings and loan associa-
                 tion, or a credit union that is a member of the Automated
                 Clearing House (ACH) network. You may elect this service on
                 the Account Registration Form or call our Investor Informa-
                 tion Department (1-800-662-7447) for a Vanguard Dividend Ex-
                 press application.
 
VANGUARD         Vanguard's Tele-Account is a convenient, automated service
TELE-ACCOUNT     that provides share price, price change and yield quotations
                 on Vanguard Funds through any TouchTone TM telephone. This
                 service also lets you obtain information about your account
                 balance, your last transaction, and your most recent dividend
                 or capital gains payment. To contact Vanguard's Tele-Account
                 service, dial 1-800-ON-BOARD (1-800-662-6273). A brochure of-
                 fering detailed operating instructions is available from our
                 Investor Information Department (1-800- 662-7447).
- --------------------------------------------------------------------------------
 
                                                                              37
<PAGE>
 

[LOGO OF VANGUARD MUNICIPAL BOND FUND APPEARS HERE]
- ---------------
 
THE VANGUARD GROUP
 OF INVESTMENT
 COMPANIES
Vanguard Financial Center
P.O. Box 2600
Valley Forge, PA 19482
 
INVESTOR INFORMATION
 DEPARTMENT:
1-800-662-7447 (SHIP)
 
CLIENT SERVICES
 DEPARTMENT:
1-800-662-2739 (CREW)
 
TELE-ACCOUNT FOR
 24-HOUR ACCESS:
1-800-662-6273 (ON-BOARD)
 
TELECOMMUNICATIONS SERVICE
 FOR THE HEARING-IMPAIRED:
1-800-662-2738
 
TRANSFER AGENT:
The Vanguard Group Inc.
Vanguard Financial Center
Valley Forge, PA 19482


                         [LOGO OF VANGUARD MUNICIPAL 
                            BOND FUND APPEARS HERE]
 
                              P R O S P E C T U S

                               DECEMBER 14, 1994
 
 
 
 
 
                   [LOGO OF THE VANGUARD GROUP APPEARS HERE]
 
P095
<PAGE>
 
                                    PART B
 
                      VANGUARD MUNICIPAL BOND FUND, INC.
 
                      STATEMENT OF ADDITIONAL INFORMATION
                               DECEMBER 14, 1994
 
  This Statement is not a prospectus but should be read in conjunction with
the Fund's current Prospectus relating to all of the Fund's Portfolios (dated
December 14, 1994). To obtain the Fund's Prospectus, please call:
 
                        INVESTOR INFORMATION DEPARTMENT
                                1-800-662-7447
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                            PAGE
                                                                            ----
<S>                                                                         <C>
Investment Policies........................................................   1
Calculation of Yield (Money Market Portfolio)..............................   6
Yield and Total Return.....................................................   7
Investment Management......................................................   7
Purchase of Shares.........................................................   8
Redemption of Shares.......................................................   8
Valuation of Shares........................................................   9
Management of the Fund.....................................................  10
Portfolio Transactions.....................................................  12
Description of Shares and Voting Rights....................................  13
Financial Statements.......................................................  13
</TABLE>
 
                              INVESTMENT POLICIES
 
INVESTMENT LIMITATIONS
 
  The following limitations cannot be changed without the consent of the hold-
ers of a majority of the Fund's outstanding shares (as defined in the Invest-
ment Company Act of 1940), including a majority of the shares of each Portfo-
lio. Each Portfolio of the Fund may not:
 
    1. Invest in securities other than Municipal Bonds, except that it may
  make temporary investments (up to 20% of its assets under normal circum-
  stances) in notes issued by or on behalf of municipal or corporate issuers,
  obligations of the United States Government and its agencies or instrumen-
  talities, commercial paper, bank certificates of deposit, and any such
  items or Municipal Bonds subject to short-term repurchase agreements;
 
    2. Purchase securities of any issuer (except the United States Govern-
  ment, its agencies and instrumentalities and any Municipal Bond guaranteed
  by the U.S. Government) if as a result more than 5% of the total assets of
  that Portfolio would be invested in the securities of such issuer; for pur-
  poses of this limitation, identification of the "issuer" will be based on a
  determination of the source of assets and revenues committed to meeting in-
  terest and principal payments of each security;
 
    3. Invest in companies for the purpose of exercising control;
 
    4. Borrow money except for temporary or emergency purposes and then only
  in an amount not exceeding 10% of the value of the total assets of the
  Portfolio. The Portfolio will repay all borrowings before making additional
  investments and interest paid on such borrowings will reduce income;
 
                                                                            B-1
<PAGE>
 
    5. Pledge, mortgage or hypothecate its assets to any extent greater than
  10% of the value of its total assets;
 
    6. Issue senior securities as defined in the Investment Company Act of
  1940;
 
    7. Engage in the business of underwriting securities issued by other per-
  sons, except to the extent that the Portfolio may technically be deemed to
  be an underwriter under the Securities Act of 1933, as amended, in dispos-
  ing of investment securities;
     
    8. Purchase or otherwise acquire any security if, as a result, more than
  15% (10% for the Money Market Portfolio) of its net assets (including any
  investment in The Vanguard Group, Inc.) would be invested in securities
  that are illiquid;     
 
    9. Purchase or sell real estate, but this shall not prevent investments
  in Municipal Bonds secured by real estate or interests therein;
 
    10. Make loans to other persons, except by the purchase of bonds, deben-
  tures or similar obligations which are publicly distributed and as provided
  under "Lending of Securities";
 
    11. Purchase on margin or sell short, except as specified below in
  "(13)";
 
    12. Purchase or retain securities of an issuer if an officer or director
  of such issuer is an officer or director of the Fund or its investment ad-
  viser and one or more of such officers or directors (trustees) of the Fund
  or its investment adviser owns beneficially more than 1/2% of the shares or
  securities of such issuer and all such directors and officers owning more
  than 1/2% of such shares or securities together own more than 5% of such
  shares or securities;
 
    13. Purchase or sell commodities or commodities contracts, except that
  each Portfolio (except the Money Market Portfolio) may invest in bond
  futures contracts and bond options to the extent that not more than 5% of
  the Portfolio's assets are required as initial margin deposit for such con-
  tract and each portfolio may invest in bond futures contracts and bond op-
  tions to the extent that not more than 20% of the Portfolio's assets are
  invested in such instruments at any time;
 
    14. Invest in securities of other investment companies, except as may be
  acquired as a part of a merger, consolidation of acquisition of assets or
  otherwise to the extent permitted by Section 12 of the 1940 Act. Each Port-
  folio will invest only in investment companies which have investment objec-
  tives and investment policies consistent with those of the Portfolio;
 
    15. Invest in put, call, straddle or spread options except to the extent
  set forth above, or interests in oil, gas or other mineral exploration or
  development programs except as specified above in "(13)"; and
 
    16. Purchase any securities which would cause more than 25% of the value
  of the Portfolio's total net assets at the time of such purchase to be in-
  vested in the securities of one or more issuers conducting their principal
  activities in the same state, provided that there is no limitation with re-
  spect to investments by the Money Market and Short Term Portfolio in U.S.
  Treasury Bills, other obligations issued or guaranteed by the Federal Gov-
  ernment, its agencies and instrumentalities and certificates of deposit.
 
  Notwithstanding these limitations, the Fund may own all or any portion of
the securities of, or make loans to, or contribute to the costs or other fi-
nancial requirements of, any company which will be (1) wholly-owned by the
Fund and one or more other investment companies and (2) primarily engaged in
the business of providing, at cost, management, administrative, distribution
and/or related services to the Fund and such other investment companies. See
"Management of the Fund." Additionally, the Fund may invest without limit in
when issued securities. Please see the prospectus for a description of such
securities.
 
  The above mentioned investment limitations are considered at the time in-
vestment securities are purchased.
 
B-2
<PAGE>
 
  LENDING OF SECURITIES. Each Portfolio may lend its investment securities to
qualified institutions who need to borrow securities in order to complete cer-
tain transactions, such as covering short sales, avoiding failures to deliver
securities or completing arbitrage operations. By lending its investment secu-
rities, the Portfolio attempts to increase its income through the receipt of
interest on the loan. Any gain or loss in the market price of the securities
loaned that might occur during the term of the loan would be for the account
of the Portfolio. The Portfolio may lend its investment securities to quali-
fied brokers, dealers, banks or other financial institutions, so long as the
terms and the structure of such loans are not inconsistent with the Investment
Company Act of 1940, or the Rules and Regulations or interpretations of the
Securities and Exchange Commission (the "Commission") thereunder, which cur-
rently require that (a) the borrower pledge and maintain with the Portfolio
collateral having a value at all times not less than 100% of the value of the
securities loaned, (b) the borrower add to such collateral whenever the price
of the securities loaned rises (i.e., the borrower "marks to the market" on a
daily basis), (c) the loan be made subject to termination by the Portfolio at
any time and (d) the Portfolio receive reasonable interest on the loan (which
may include the Portfolio investing any cash collateral in interest bearing
short-term investments), any distribution on the loaned securities and any in-
crease in their market value. A Portfolio will not lend its investment securi-
ties, if as a result, the aggregate of such loans exceeds 10% of the value of
its total assets. Currently, each Portfolio of the Fund does not intend for
its securities lending activities to approach this limit. Loan arrangements
made by the Portfolio will comply with all other applicable regulatory re-
quirements, including the rules of the New York Stock Exchange, which rules
presently require the borrower, after notice, to redeliver the securities
within the normal settlement time of five business days. All relevant facts
and circumstances, including the creditworthiness of the broker, dealer or in-
stitution, will be considered in making decisions with respect to the lending
of securities, subject to review by the Fund's Board of Directors. Income de-
rived from lending of securities is not tax-exempt, and, thus, a Portfolio
will limit such activity in accordance with its investment objective.
 
FUTURES CONTRACTS
 
  Each Portfolio of the Fund (except the Money Market Portfolio) may enter
into futures contracts, options, and options on futures contracts for several
reasons: to simulate full investment in the underlying securities while re-
taining a cash balance for Fund management purposes, to facilitate trading, to
reduce transaction costs, or to seek higher investment returns when a futures
contract is priced more attractively than the underlying equity security or
index. Futures contracts provide for the future sale by one party and purchase
by another party of a specified amount of a specific amount of a specific se-
curity at a specified future time and at a specified price. Futures contracts
which are standardized as to maturity date and underlying financial instrument
are traded on national futures exchanges. Futures exchanges and trading are
regulated under the Commodity Exchange Act by the Commodity Futures Trading
Commission ("CFTC"), a U.S. Government Agency.
 
  Although futures contracts by their terms call for actual delivery or ac-
ceptance of the underlying securities, in most cases the contracts are closed
out before the settlement date without the making or taking of delivery. Clos-
ing out an open futures position is done by taking an opposite position ("buy-
ing" a contract which has previously been "sold," or "selling" a contract pre-
viously purchased) in an identical contract to terminate the position. Broker-
age commissions are incurred when a futures contract is bought or sold.
 
  Futures traders are required to make a good faith margin deposit in cash or
government securities with a broker or custodian to initiate and maintain open
positions in futures contracts. A margin deposit is intended to assure comple-
tion of the contract (delivery or acceptance of the underlying security) if it
is not terminated prior to the specified delivery date. Minimal initial margin
requirements are established by the futures exchange and may be changed. Bro-
kers may establish deposit requirements which are higher than the exchange
minimums.
 
                                                                            B-3
<PAGE>
 
  After a futures contract position is opened, the value of the contract is
marked to market daily. If the futures contract price changes to the extent
that the margin on deposit does not satisfy margin requirements, payment of
additional "variation" margin will be required. Conversely, change in the con-
tract value may reduce the required margin, resulting in a repayment of excess
margin to the contract holder. Variation margin payments are made to and from
the futures broker for as long as the contract remains open. The Fund expects
to earn interest income on its margin deposits.
 
  Traders in futures contracts may be broadly classified as either "hedgers"
or "speculators." Hedgers use the futures markets primarily to offset unfavor-
able changes in the value of securities otherwise held for investment purposes
or expected to be acquired by them. Speculators are less inclined to own the
securities underlying the futures contracts which they trade, and use futures
contracts with the expectation of realizing profits from fluctuations in the
prices of underlying securities. Regulations of the CFTC applicable to the
Fund require that all of its futures transactions constitute bona fide hedging
transactions.
 
  Although techniques other than the sale and purchase of futures contracts
could be used to control a Portfolio's exposure to market fluctuations, the
use of futures contracts may be a more effective means of hedging this expo-
sure. While a Portfolio will incur commission expenses in both opening and
closing out futures positions, these costs are lower than transaction costs
incurred in the purchase and sale of the underlying securities.
 
  Regulations of the CFTC applicable to the Fund require that all of its
futures transactions constitute bonafide hedging transactions. A Portfolio
will only sell futures contracts to protect securities it owns against price
declines or purchase contracts to protect against an increase in the price of
securities it intends to purchase.
 
RESTRICTIONS ON THE USE OF FUTURES CONTRACTS
 
  A Portfolio of the Fund will not enter into futures contract transactions to
the extent that, immediately thereafter, the sum of its initial margin depos-
its on open contracts exceeds 5% of the market value of the Fund's total as-
sets. In addition, a Portfolio will not enter into futures contracts to the
extent that its outstanding obligations to purchase securities under these
contracts would exceed 20% of its total assets.
 
RISK FACTORS IN FUTURES TRANSACTIONS
 
  Positions in futures contracts may be closed out only on an Exchange which
provides a secondary market for such futures. However, there can be no assur-
ance that a liquid secondary market will exist for any particular futures con-
tract at any specific time. Thus, it may not be possible to close a futures
position. In the event of adverse price movements, a Portfolio would continue
to be required to make daily cash payments to maintain its required margin. In
such situations, if the Portfolio has insufficient cash, it may have to sell
portfolio securities to meet daily margin requirements at a time when it may
be disadvantageous to do so. In addition, a Portfolio may be required to make
delivery of the instruments underlying futures contracts it holds. The inabil-
ity to close options and futures positions also could have an adverse impact
on the ability to effectively hedge it.
 
  A Portfolio will minimize the risk that it will be unable to close out a
futures contract by only entering into futures which are traded on national
futures exchanges and for which there appears to be a liquid secondary market.
 
  The risk of loss in trading resulting from futures contracts in some strate-
gies can be substantial, due both to the low margin deposits required, and the
extremely high degree of leverage involved. As a result, a relatively small
price movement in a futures contract may result in immediate and sub-
 
B-4
<PAGE>
 
stantial loss (as well as gain) to the investor. For example, if at the time
of purchase, 10% of the value of the futures contract is deposited as margin,
a subsequent 10% decrease in the value of the futures contract would result in
a total loss of the margin deposit, before any deduction for the transaction
costs, if the account were then closed out. A 15% decrease would result in a
loss equal to 150% of the original margin deposit if the contract were closed
out. Thus, a purchase or sale of a futures contract may result in losses in
excess of the initial margin requirement for the contract. However, because
the futures strategies of a Portfolio are engaged in only for hedging purposes
and will not be leveraged, the Adviser does not believe that the Portfolio is
subject to the risks of loss frequently associated with futures transactions.
A Portfolio would presumably have sustained comparable losses if, instead of
the futures contract, it had invested in the underlying financial instrument
and sold it after the decline.
 
  Utilization of futures transactions by a Portfolio does involve the risk of
imperfect or no correlation where the securities underlying futures contracts
have different maturities than the portfolio securities being hedged. It is
also possible that a Portfolio could both lose money on futures contracts and
also experience a decline in value of its portfolio securities. There is also
the risk of loss by the fund of margin deposits in the event of bankruptcy of
a broker with whom a Portfolio has an open position in a futures contract or
related option.
 
  Most futures exchanges limit the amount of fluctuation permitted in futures
contract prices during a single trading day. The daily limit establishes the
maximum amount that the price of a futures contract may vary either up or down
from the previous day's settlement price at the end of a trading session. Once
the daily limit has been reached in a particular type of contract, no trades
may be made on that day at a price beyond that limit. The daily limit governs
only price movement during a particular trading day and therefore does not
limit potential losses, because the limit may prevent the liquidation of unfa-
vorable positions. Futures contract prices have occasionally moved to the
daily limit for several consecutive trading days with little or no trading,
thereby preventing prompt liquidation of future positions and subjecting some
futures traders to substantial losses.
 
FEDERAL TAX TREATMENT OF FUTURES CONTACTS AND OTHER FEDERAL TAX MATTERS
 
  Except for transactions a Portfolio has identified as hedging transactions,
the Portfolio is required for federal income tax purposes to recognize as in-
come for each taxable year its net unrealized gains and losses on certain
futures contracts as of the end of the year as well as those actually realized
during the year. In most cases, any gain or loss recognized with respect to a
futures contract is considered to be 60% long-term capital gain or loss and
40% short-term capital gain or loss, without regard to the holding period of
the contract. Furthermore, sales of futures contracts which are intended to
hedge against a change in the value of securities held by the Portfolio may
affect the holding period of such securities and, consequently, the nature of
the gain or loss on such securities upon disposition.
 
  A Portfolio will distribute to shareholders annually any net capital gains
which have been recognized for federal income tax purposes (including
unrealized gains at the end of the Portfolio's fiscal year) on futures trans-
actions. Such distributions will be combined with distributions of capital
gains realized on the Portfolio's other investments and shareholders will be
advised on the nature of the transactions.
 
  In order for the Portfolio to continue to qualify for federal income tax
treatment as a regulated investment company, at least 90% of its gross income
for a taxable year must be derived from qualifying income; i.e., dividends,
interest, income derived from loans of securities, gains from the sale of se-
curities or of foreign currencies or other income derived with respect to the
Portfolio's business of investing in securities. In addition, gains realized
on the sale or other disposition of securities held
 
                                                                            B-5
<PAGE>
 
for less than three months must be limited to less than 30% of the Portfolio's
annual gross income. It is anticipated that any net gain realized from the
closing out of futures contracts will be considered gain from the sale of se-
curities and therefore be qualifying income for purposes of the 90% require-
ment. In order to avoid realizing excessive gains on securities held less than
three months, the Portfolio may be required to defer the closing out of
futures contracts beyond the time when it would otherwise be advantageous to
do so. It is anticipated that unrealized gains on futures contracts, which
have been open for less than three months as of the end of the Portfolio's
fiscal year and which are recognized for tax purposes, will not be considered
gains on sales of securities held less than three months for the purpose of
the 30% test.
 
                 CALCULATION OF YIELD (MONEY MARKET PORTFOLIO)
 
  The current yield of the Money Market Portfolio is calculated daily on a
base period return of a hypothetical account having a beginning balance of one
share for a particular period of time (generally 7 days). The return is deter-
mined by dividing the net change (exclusive of any capital changes) in such
account by its average net asset value for the period, and then multiplying it
by 365/7 to get the annualized current yield. The calculation of net change
reflects the value of additional shares purchased with the dividends by the
Portfolio, including dividends on both the original share and on such addi-
tional shares. An effective yield, which reflects the effects of compounding
and represents an annualization of the current yield with all dividends rein-
vested, may also be calculated for the Portfolio by dividing the base period
return by 7, adding 1 to the quotient, raising the sum to the 365th power, and
subtracting 1 from the result.
 
  Set forth below is an example, for purposes of illustration only, of the
current and effective yield calculations for the Money Market Portfolio for
the 7 day base period ending August 31, 1994.
 
<TABLE>
<CAPTION>
                                                          MONEY MARKET PORTFOLIO
                                                          ----------------------
                                                                 8/31/94
                                                          ----------------------
   <S>                                                    <C>
   Value of account at beginning of period...............        $1.00000
   Value of same account at end of period*...............         1.00057
                                                                 --------
   Net Change in account value...........................        $ .00057
                                                                 ========
   Annualized Current Net Yield
   (Net Change X 365/7) / average net asset value........            2.97%
                                                                 ========
   Effective Yield
                     365/7
   [(Net Change) + 1]      -1..........................            3.01%
                                                                 ========
   Average Weighted Maturity of investments..............         51 days
                                                                 ========
</TABLE>
* Exclusive of any capital changes.
 
  The net asset value of the Money Market Portfolio is $1.00 and has remained
at that amount since the initial offering of the Portfolio. The yield of the
Portfolio will fluctuate. The annualization of a week's dividend is not a rep-
resentation by the Portfolio as to what an investment in the Portfolio will
actually yield in the future. Actual yields will depend on such variables as
investment quality, average maturity, the type of instruments the Portfolio
invests in, changes in interest rates on instruments, changes in the expenses
of the Fund and other factors. Yields are one basis investors may use to ana-
lyze the Portfolios of the Fund, and other investment vehicles; however yields
of other investment vehicles may not be comparable because of the factors set
forth in the preceding sentence, differences in the time periods compared, and
differences in the methods used in valuing portfolio instruments computing net
asset value and calculating yield.
 
B-6
<PAGE>
 
                            YIELD AND TOTAL RETURN
 
  The yield of each Portfolio of the Fund for the 30-day period ended August
31, 1994 is set forth below. Yields are calculated daily for each Portfolio.
 
<TABLE>
   <S>                                                                     <C>
   Short-Term Portfolio................................................... 3.84%
   Limited-Term Portfolio................................................. 4.18%
   Intermediate-Term Portfolio............................................ 5.07%
   Long-Term Portfolio.................................................... 5.73%
   Insured Long-Term Portfolio............................................ 5.66%
   High-Yield Portfolio................................................... 6.08%
</TABLE>
 
  The average annual total return of each Portfolio of the Fund for the one,
five and ten year periods ended August 31, 1994 is set forth below:
 
<TABLE>
<CAPTION>
                                       1 YEAR ENDED 5 YEARS ENDED 10 YEARS ENDED
                                         8/31/94       8/31/94       8/31/94
                                       ------------ ------------- --------------
   <S>                                 <C>          <C>           <C>
   Short-Term Portfolio...............     2.49%        5.17%          5.73%
   Limited-Term Portfolio.............     2.31%        6.54%          6.68%*
   Intermediate-Term Portfolio........     2.49%        8.49%          9.76%
   Long-Term Portfolio................     0.08%        8.76%         10.50%
   Insured Long-Term Portfolio........    -0.32%        8.36%         10.16%*
   High-Yield Portfolio...............     0.52%        8.85%         10.76%
</TABLE>
* Since inception:
  Insured Long-Term Portfolio--September 30, 1984.
  Limited Term Portfolio--August 31, 1987.
 
  Total return is computed by finding the average compounded rates of return
over the periods set forth above that would equate an initial amount invested
at the beginning of the periods to the ending redeemable value of the invest-
ment.
 
                             INVESTMENT MANAGEMENT
 
  The Fund receives all investment advisory services on an "internalized," at-
cost, basis from an experienced investment management staff employed directly
by The Vanguard Group, Inc. ("Vanguard"), a subsidiary jointly-owned by the
Fund and the other Funds in The Vanguard Group of Investment Companies. The
investment management staff is supervised by the senior officers of the Fund.
 
  In substance, the Fund can be viewed as a series of seven broadly diversi-
fied Portfolios of Municipal Bonds, with the investment management staff re-
sponsible for: maintaining the specified standards; making changes in specific
issues in light of changes in the fundamental basis for purchasing such secu-
rities; and adjusting the seven Portfolios to meet cash inflow (or outflow),
which reflects net purchases and exchanges of shares by investors (or net re-
demptions of shares) and reinvestment of a Portfolio's income.
 
  The investment policies of each of the Portfolios may lead to frequent
changes in investments, particularly in periods of rapidly fluctuating inter-
est rates. A change in securities held by a Portfolio is known as "portfolio
turnover" and may involve the payment by the Portfolio of dealer mark-ups, un-
derwriting commissions and other transaction costs on the sales of securities
as well as on the reinvestment of the proceeds in other securities. The annual
portfolio turnover rate for the Portfolios is set forth under the heading "Fi-
nancial Highlights" in the Vanguard Municipal Bond Fund Prospectus. The port-
folio turnover rate is not a limiting factor when management deems it desir-
able to sell or purchase securities. It is impossible to predict whether or
not the portfolio turnover rates in future years will vary significantly from
the rates in recent years.
 
                                                                            B-7
<PAGE>
 
                              PURCHASE OF SHARES
 
  The Fund reserves the right in its sole discretion (i) to suspend the offer-
ing of its shares, (ii) to reject purchase orders when in the judgment of man-
agement such rejection is in the best interest of the Fund, and (iii) to re-
duce or waive the minimum for initial and subsequent investments for certain
fiduciary accounts or under circumstances where certain economies can be
achieved in sales of the Fund's shares.
 
  STOCK CERTIFICATES. Your purchase will be made in full and fractional shares
of the Portfolio calculated to three decimal places. Shares are normally held
on deposit for shareholders by the Fund, which will send to shareholders a
statement of shares owned at the time of each transaction. This saves the
shareholders the trouble of safekeeping the certificates, and saves the Fund
the cost of issuing certificates. Share certificates are, of course, available
at any time upon written request at no additional cost to shareholders. No
certificates will be issued for fractional shares.
 
                             REDEMPTION OF SHARES
 
  The Fund may suspend redemption privileges or postpone the date of payment
(i) during any period that the New York Stock Exchange is closed, or trading
on the Exchange is restricted as determined by the Securities and Exchange
Commission (the "Commission"), (ii) during any period when an emergency exists
as defined by the rules of the Commission as a result of which it is not rea-
sonably practicable for the Fund to dispose of securities owned by it, or
fairly to determine the value of its assets, and (iii) for such other periods
as the Commission may permit.
 
  The Fund has made an election with the Commission to pay in cash all redemp-
tions requested by any shareholder of record limited in amount during any 90-
day period to the lesser of $250,000 or 1% of the net assets of the Fund at
the beginning of such period. Such commitment is irrevocable without the prior
approval of the Commission. Redemptions in excess of the above limits may be
paid in whole or in part, in investment securities or in cash, as the Direc-
tors may deem advisable; however, payment will be made wholly in cash unless
the Directors believe that economic or market conditions exist which would
make such a practice detrimental to the best interests of the Fund. If redemp-
tions are paid in investment securities, such securities will be valued as set
forth in the Prospectus under "How Is the Share Price of Each Portfolio Deter-
mined?" and a redeeming shareholder would normally incur brokerage expenses if
he converted these securities to cash.
 
  No charge is made by the Fund for redemptions, except for wire withdrawals
under $5,000 which are subject to a $5.00 charge. Any redemption may be more
or less than the shareholder's cost depending on the market value of the secu-
rities held by each Portfolio.
 
  SIGNATURE GUARANTEES. To protect your account, the Fund and Vanguard from
fraud, signature guarantees are required for certain redemptions. Signature
guarantees enable the Fund to verify the identity of the person who has autho-
rized a redemption from your account. SIGNATURE GUARANTEES ARE REQUIRED IN
CONNECTION WITH: (1) REDEMPTIONS INVOLVING MORE THAN $25,000 ON THE DATE OF
RECEIPT BY VANGUARD OF ALL NECESSARY DOCUMENTS; (2) ALL REDEMPTIONS, REGARD-
LESS OF THE AMOUNT INVOLVED, WHEN THE PROCEEDS ARE TO BE PAID TO SOMEONE OTHER
THAN THE REGISTERED OWNER(S) AND/OR ARE GOING TO AN ADDRESS OTHER THAN THE ONE
ON RECORD; AND (3) SHARE TRANSFER REQUESTS.
 
  A signature guarantee may be obtained from banks, brokers and any other
guarantor institution that Vanguard deems acceptable. NOTARIES PUBLIC ARE NOT
ACCEPTABLE GUARANTORS.
 
  The signature guarantee must appear either: (1) on the written request for
redemption; (2) on a separate instrument for assignment ("stock power") which
should specify the total number of shares
 
B-8
<PAGE>
 
to be redeemed; or (3) on all stock certificates tendered for redemption and,
if shares held by the Fund are also being redeemed, on the letter or stock
power.
 
                              VALUATION OF SHARES
 
  The valuation of shares of the Fund's Short-Term, Limited-Term, Intermedi-
ate-Term, Long-Term, High Yield and Insured Long-Term Portfolios is described
in detail in the Prospectus.
 
  MONEY MARKET PORTFOLIO. The net asset value per share of the Money Market
Portfolio is determined on each day that the New York Stock Exchange is open.
 
  It is the policy of the Money Market Portfolio to attempt to maintain a net
asset value of $1.00 per share for purposes of sales and redemptions. The in-
struments held by the Money Market Portfolio are valued on the basis of amor-
tized cost which does not take into account unrealized capital gains or loss-
es. This involves valuing an instrument at-cost and thereafter assuming a con-
tinuous amortization for as long as the security is held of any discount or
premium, regardless of the impact of fluctuating interest rates on the market
value of the instrument. While this method provides certainty in valuation, it
may result in periods during which value, as determined by amortized cost, is
higher or lower than the price the Portfolio would receive if it sold the in-
strument. During periods of declining interest rates, the daily yield on
shares of the Portfolio computed as described above may tend to be higher than
a like computation made by a fund with identical investments utilizing a
method of valuation based upon market prices and estimates of market prices
for all of its portfolio instruments. Thus, if the use of amortized cost by
the Portfolio resulted in a lower aggregate portfolio value on a particular
day, a prospective investor in the Portfolio would be able to obtain a some-
what higher yield than would result from investment in a fund utilizing solely
market values, and existing investors in the Portfolio would receive less in-
vestment income. The converse would apply in a period of rising interest
rates.
 
  The valuation of the Money Market Portfolio's instruments based upon their
amortized cost and the commitment to maintain the Portfolio's per share net
asset value of $1.00 is permitted by an exemptive order granted to the Fund by
the Securities and Exchange Commission, pursuant to which the Fund has agreed
to adhere to certain conditions. Accordingly, the Fund has agreed to maintain
a dollar-weighted average portfolio maturity for the Money Market Portfolio of
90 days or less, to purchase instruments having remaining maturities of 13
months or less only, and to invest only in securities determined by the Board
of Directors to be of good quality with minimal credit risks.
 
  It is a fundamental objective of management to maintain the Portfolio's
price per share as computed for the purpose of sales and redemptions at $1.00.
The Directors have established procedures designed to achieve this objective.
Such procedures will include a review of the Portfolio's holdings by the Di-
rectors, at such intervals as they may deem appropriate, to determine whether
the Portfolio's net asset value calculated by using available market quota-
tions deviates from $1.00 per share based on amortized cost. The extent of any
deviation will be examined by the Directors. If such deviation exceeds 1/2 of
1%, the Directors will promptly consider what action, if any, will be initiat-
ed. In the event the Directors determine that a deviation exists which may re-
sult in material dilution or other unfair results to investors or existing
shareholders, they have agreed to take such corrective action as they regard
as necessary and appropriate, including the sale of portfolio instruments
prior to maturity to realize capital gains or losses or to shorten average
portfolio maturity; withholding dividends; making a special capital distribu-
tion; redemptions of shares in kind; or establishing a net asset value per
share by using available market quotations.
 
                                                                            B-9
<PAGE>
 
                            MANAGEMENT OF THE FUND
 
OFFICERS AND DIRECTORS
 
  The Fund's officers, under the supervision of the Board of Directors, manage
the day-to-day operations of the Fund. The Directors, which are elected annu-
ally by shareholders, set broad policies for the Fund and choose its officers.
A list of the Directors and officers of the Fund and a brief statement of
their present positions and principal occupations during the past 5 years is
set forth below. The mailing address of the Directors and officers is Post Of-
fice Box 876, Valley Forge, PA 19482.
JOHN C. BOGLE, Chairman, Chief Executive Officer and Director*
 Chairman, Chief Executive Officer, and Director of The Vanguard Group, Inc.
 and each of the investment companies in The Vanguard Group; Director of The
 Mead Corporation and General Accident Insurance.
 
JOHN J. BRENNAN, President & Director*
 President of The Vanguard Group, Inc. and each of the investment companies in
 The Vanguard Group.
 
ROBERT E. CAWTHORN, Director
 Chairman and Chief Executive Officer, Rhone-Poulenc Rorer, Inc.; Director of
 Sun Company, Inc.
 
BARBARA BARNES HAUPTFUHRER, Director
 Director of The Great Atlantic and Pacific Tea Company, ALCO Standard Corp.,
 Raytheon Company, Knight-Ridder, Inc., Massachusetts Mutual Life Insurance
 Co., and Trustee Emerita of Wellesley College.
 
BURTON G. MALKIEL, Director
 Chemical Bank Chairman's Professor of Economics, Princeton University; Direc-
 tor of Prudential Insurance Co. of America, Amdahl Corporation, Baker
 Fentress & Co., The Jeffrey Co., and Southern New England Communications Com-
 pany.
 
ALFRED M. RANKIN, JR., Director
 President, Chief Executive Officer and Director of NACCO Industries, Inc.;
 Director of The BFGoodrich Company, The Standard Products Company and The Re-
 liance Electric Company.
 
JOHN C. SAWHILL, Director
 President and Chief Executive Officer, The Nature Conservancy; formerly, Di-
 rector and Senior Partner, McKinsey & Co.; Director of Pacific Gas and Elec-
 tric Company and NACCO Industries.
 
JAMES O. WELCH, JR., Director
 Retired Chairman of Nabisco Brands Inc. and retired Vice Chairman and Direc-
 tor of RJR Nabisco; Director of TECO Energy, Inc.
 
J. LAWRENCE WILSON, Director
 Chairman and Chief Executive Officer, Rohm & Haas Company; Director of
 Cummins Engine Company; Trustee of Vanderbilt University and the Culver Edu-
 cational Foundation.
 
RAYMOND J. KLAPINSKY, Secretary*
 Senior Vice President and Secretary of The Vanguard Group, Inc.; Secretary of
 each of the investment companies in The Vanguard Group.
 
RICHARD F. HYLAND, Treasurer*
 Treasurer of The Vanguard Group, Inc. and of each of the investment companies
 in The Vanguard Group.
 
KAREN E. WEST, Controller*
 Vice President of The Vanguard Group, Inc.; Controller of each of the invest-
 ment companies in The Vanguard Group.
- --------
* Officers of the Fund are "interested persons" as defined in the Investment
  Company Act of 1940.
- -------------------------------------------------------------------------------
 
B-10
<PAGE>
 
                              THE VANGUARD GROUP
 
  Vanguard Municipal Bond Fund is a member of The Vanguard Group of Investment
Companies. Through their jointly-owned subsidiary, The Vanguard Group, Inc.
("Vanguard"), the Fund and the other Funds in the Group obtain at-cost virtu-
ally all of their corporate management, administrative and distribution serv-
ices. Vanguard also provides investment advisory services on an at-cost basis
to certain Vanguard Funds, including Vanguard Municipal Bond Fund.
 
  Vanguard employs a supporting staff of management and administrative person-
nel needed to provide the requisite services to the Funds and also furnishes
the Funds with necessary office space, furnishings and equipment. Each Fund
pays its share of Vanguard's total expenses which are allocated among the
Funds under methods approved by the Board of Directors (Trustees) of each
Fund. In addition, each Fund bears its own direct expenses, such as legal, au-
diting and custodian fees.
 
  The Fund's officers are also officers and employees of Vanguard. No officer
or employee owns, or is permitted to own, any securities of any external ad-
viser for the Funds.
 
  The Vanguard Group, Inc. ("Vanguard") was established and operates under a
Funds' Service Agreement which was approved by the shareholders of each of the
Funds. The amounts which each of the Funds have invested are adjusted from
time to time in order to maintain the proportionate relationship between each
Fund's relative net assets and its contribution to Vanguard's capital. At Au-
gust 31, 1994, the Fund had contributed capital of $2,701,000 Vanguard, repre-
senting 13.5% of Vanguard's capitalization. The Fund's Service Agreement was
amended on about May 10, 1993, to provide as follows: (a) each Vanguard Fund
may invest up to 0.40% of its current net assets in Vanguard and (b) there is
no other limitation on the amount that each Vanguard Fund may contribute to
Vanguard's Capitalization.
 
  MANAGEMENT. Corporate management and administrative services include: (1)
executive staff; (2) accounting and financial; (3) legal and regulatory; (4)
shareholder account maintenance; (5) monitoring and control of custodian rela-
tionships; (6) shareholder reporting; and (7) review and evaluation of serv-
ices provided to the Funds by third parties. During the fiscal year ended Au-
gust 31, 1994, the Fund's allocated share of Vanguard's actual net costs of
operation relating to management and administrative services (including trans-
fer agency) totaled approximately $27,050,000.
 
  DISTRIBUTION. Vanguard provides all distribution and marketing activities
for the Funds in the Group. Vanguard Marketing Corporation, a wholly-owned
subsidiary of The Vanguard Group, Inc., acts as Sales Agent for shares of the
Funds, in connection with any sales made directly to investors in the states
of Florida, Missouri, New York, Ohio, Texas and such other states as it may be
required.
 
  The principal distribution expenses are for advertising, promotional materi-
als and marketing personnel. Distribution services may also include organizing
and offering to the public, from time to time, one or more new investment com-
panies which will become members of the Group. The Directors and officers of
Vanguard determine the amount to be spent annually on distribution activities,
the manner and amount to be spent on each Fund, and whether to organize new
investment companies.
 
  One half of the distribution expenses of a marketing and promotional nature
is allocated among the Funds based upon their relative net assets. The remain-
ing one half of these 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 distribution expenses of a marketing and promotional na-
ture shall exceed 125% of the average distribution expense rate for the Group,
and that no Fund shall incur annual distribution expenses in excess of 20/100
of 1% of its average month-end net assets. During the fiscal year ended August
31, 1994, the Fund paid approximately $3,993,000 of the group's distribution
and marketing expenses, which represented an effective annual rate of .02 of
1% of the Fund's average net assets.
 
                                                                           B-11
<PAGE>
 
   
  INVESTMENT ADVISORY SERVICES. Vanguard also provides the Fund, Vanguard
Money Market Reserves, Vanguard Institutional Money Market Portfolio, Vanguard
New York Insured Tax-Free Fund, Vanguard New Jersey Tax-Free Fund, Vanguard
Pennsylvania Tax-Free Fund, Vanguard Ohio Tax-Free Fund, Vanguard California
Tax-Free Fund, Vanguard Florida Insured Tax-Free Fund, Vanguard Tax-Managed
Fund, several Portfolios of Vanguard Fixed Income Securities Fund, Vanguard
Index Trust, Vanguard Admiral Funds, Vanguard International Equity Index Fund,
Vanguard Balanced Index Fund, Vanguard Institutional Index Fund, several Port-
folios of Vanguard Variable Insurance Fund, Vanguard Bond Index Fund, a por-
tion of Vanguard/Windsor II, a portion of Vanguard/Morgan Growth Fund as well
as several indexed separate accounts with investment advisory services. These
services are provided on an at-cost basis from a money management staff em-
ployed directly by Vanguard. The compensation and other expenses of this staff
are paid by the Funds utilizing these services. During the fiscal years ended
August 31, 1992, 1993 and 1994, the Fund paid approximately $1,158,000,
$1,314,000 and $1,844,000 respectively, of Vanguard's expenses relating to in-
vestment advisory services.     
 
  REMUNERATION OF DIRECTORS (TRUSTEES) AND OFFICERS. The Fund pays each Direc-
tor (Trustee), who is not also an officer, an annual fee plus travel and other
expenses incurred in attending Board meetings. The Fund's officers and employ-
ees are paid by Vanguard which, in turn, is reimbursed by the Fund, and each
other Fund in the Group, for its allocated share of officers' and employees'
salaries and retirement benefits.
 
  The following information is furnished with respect to the Directors and of-
ficers of the Fund for whom the Fund's proportionate share of remuneration ex-
ceeded $60,000 for the fiscal year ended August 31, 1994, and for all Direc-
tors and officers as a group:
 
<TABLE>
<CAPTION>
                   NAMES AND CAPACITIES IN WHICH                     DIRECT
                     REMUNERATION WAS RECEIVED                   REMUNERATION(1)
                   -----------------------------                 ---------------
   <S>                                                           <C>
   John C. Bogle, Chairman and Chief Executive Officer..........    $398,869
   John J. Brennan, President...................................    $178,977
   All Directors and Officers as a Group........................    $694,970
</TABLE>
- --------
(1) Includes, in the aggregate, $85,000 of fees and expenses paid by the Fund
    to its "non-interested" Directors, and the Fund's proportionate share of
    remuneration paid by Vanguard to all officers of the Fund, as a group.
 
Under its retirement plan, Vanguard contributes annually an amount equal to
10% of each officer's annual compensation plus 5.7% of that part of the offi-
cer's compensation during the year, if any, that exceed the Social Security
Taxable Wage Base then in effect. Under Vanguard's thrift plan, all employees
are permitted to make pre-tax contributions in a maximum amount equal to 4% of
total compensation. Vanguard matches the basic contribution on a 100% basis.
Directors who are not Officers are paid an annual fee based on the number of
years of service on the board, up to fifteen years of service, upon retire-
ment. The fee is equal to $1,000 for each year of service and each investment
company member of The Vanguard Group contributes a proportionate amount to
this fee based on its relative net assets. This fee is paid, subsequent to a
Director's retirement, for a period of ten years or until the death of a re-
tired Director. The Fund's proportionate share of retirement contributions
made by Vanguard on behalf of all eligible officers of the Fund was approxi-
mately $81,343.
 
                            PORTFOLIO TRANSACTIONS
 
  The Fund expects that purchases and sales of securities for its seven Port-
folios usually will be principal transactions. Securities will normally be
purchased directly from the issuer or from an underwriter or market maker for
the securities. There usually will be no brokerage commissions paid by the
Portfolios for such purchases. Purchases from underwriters of securities will
include a
 
B-12
<PAGE>
 
commission or concession paid by the issuer to the underwriter, and purchases
from dealers serving as market makers will include a dealer's mark-up. Van-
guard's investment management staff may sell securities prior to their matu-
rity if circumstances and considerations warrant and if it believes such dis-
positions desirable.
 
  Decisions with respect to the purchase and sale of securities on behalf of
the Fund's Portfolios are made by Vanguard's investment management staff under
the supervision of the officers of the Fund. The staff is also generally re-
sponsible for implementing these decisions, including the allocation of prin-
cipal business and portfolio brokerage, and the negotiation of commissions.
 
  In purchasing and selling securities for each of the Fund's Portfolios, it
is the Fund's policy to seek to obtain quality execution at the most favorable
prices, through responsible broker-dealers. In selecting broker-dealers to ex-
ecute the Fund's securities transactions, consideration will be given to such
factors as the price of the security, the rate of the commission, the size and
difficulty of the order, the reliability, integrity, financial condition, gen-
eral execution and operational capabilities of competing broker-dealers, and
the brokerage and research services which they provide to the Fund.
 
  Since the Fund does not market its shares through intermediary brokers or
dealers, it is not the Fund's practice to allocate brokerage or principal
business on the basis of sales of its shares which may be through such firms.
However, the Fund may place portfolio orders with qualified brokers or dealers
who recommend shares of the Fund to clients, or who act as agent in the pur-
chase of shares of any of the Fund's Portfolios for their clients and may,
when a number of brokers and dealers can provide comparable best price and ex-
ecution on a particular transaction, consider the sale of shares by a broker
or dealer in selecting among qualified brokers or dealers.
 
  The Fund paid no brokerage commissions during the fiscal years ended August
31, 1992, August 31, 1993 and August 31, 1994.
 
                    DESCRIPTION OF SHARES AND VOTING RIGHTS
 
  The Fund was organized as a Maryland corporation on October 15, 1976. On
January 3, 1984, the Fund was reorganized into a Pennsylvania business trust
which was organized solely for that purpose. The Fund was reorganized as a
Maryland corporation on December 31, 1985.
 
  The Articles of Incorporation permit the Directors to issue 7,250,000,000
shares of Common Stock, $.001 par value from an unlimited number of separate
classes ("Portfolio") of shares. Currently the Fund is offering shares of
seven Portfolios. The shares of each Portfolio are fully paid and nonassess-
able and have no preference as to conversion, exchange, dividends, retirement
or other features. The shares of each Portfolio have no pre-emptive rights.
The shares of each Portfolio have non-cumulative voting rights, which means
that the holders of more than 50% of the shares voting for the election of Di-
rectors can elect 100% of the Directors if they choose to do so. A shareholder
is entitled to one vote for each full share held (and a fractional vote for
each fractional share held), then standing in his name on the books of the
Fund. On any matter submitted to a vote of shareholders, all shares of the
Fund then issued and outstanding and entitled to vote, irrespective of the
class, shall be voted in the aggregate and not by class: except (i) when re-
quired by the Investment Company Act of 1940, shares shall be voted by indi-
vidual class; and (ii) when the matter does not affect any interest of a par-
ticular class, then only shareholders of the affected class or classes shall
be entitled to vote thereon.
 
                             FINANCIAL STATEMENTS
 
  The Fund's Financial Statements for the year ended August 31, 1994, includ-
ing the financial highlights for each of the five fiscal years in the period
ended August 31, 1994, appearing in the
 
                                                                           B-13
<PAGE>
 
Vanguard Municipal Bond Fund Annual Report to Shareholders and insert thereto,
and the report thereon of Price Waterhouse LLP, independent accountants, also
appearing therein, are incorporated by reference in this Statement of Addi-
tional Information. The Fund's Annual Report to Shareholders and the insert
thereto are enclosed with this Statement of Additional Information.
 
         APPENDIX A--DESCRIPTION OF MUNICIPAL BONDS AND THEIR RATINGS
 
  MUNICIPAL BONDS--GENERAL. Municipal Bonds generally include debt obligations
issued by states and their political subdivisions, and duly constituted au-
thorities and corporations, to obtain funds to construct, repair or improve
various public facilities such as airports, bridges, highways, hospitals,
housing, schools, streets and water and sewer works. Municipal Bonds may also
be issued to refinance outstanding obligations as well as to obtain funds for
general operating expenses and for loan to other public institutions and fa-
cilities.
 
  The two principal classifications of Municipal Bonds are "general obliga-
tion" and "revenue" or "special tax" bonds. General obligation bonds are se-
cured by the issuer's pledge of its full faith, credit and taxing power for
the payment of principal and interest. Revenue or special tax bonds are pay-
able only from the revenues derived from a particular facility or class of fa-
cilities or, in some cases, from the proceeds of a special excise or other
tax, but not from general tax revenues. The Fund may also invest in tax-exempt
industrial development bonds, short-term municipal obligations (rated SP-1+ or
SP-1 by Standard & Poor's Corporation or MIG. by Moody's Investors Service),
project notes, demand notes and tax-exempt commercial papers (rated A-1 by
Standard & Poor's Corporation or P-1 by Moody's Investors Service).
 
  Industrial revenue bonds in most cases are revenue bonds and generally do
not have the pledge of the credit of the issuer. The payment of the principal
and interest on such industrial revenue bonds is dependent solely on the abil-
ity of the user of the facilities financed by the bonds to meet its financial
obligations and the pledge, if any, of real and personal property so financed
as security for such payment. Short-term municipal obligations issued by
states, cities, municipalities or municipal agencies, include Tax Anticipation
Notes, Revenue Anticipation Notes, Bond Anticipation Notes, Construction Loan
Notes and Short-Term Discount Notes.
 
  Note obligations with demand or put options may have a stated maturity in
excess of one year, but permit any holder to demand payment of principal plus
accrued interest upon a specified number of days' notice. Frequently, such ob-
ligations are secured by letters of credit or other credit support arrange-
ments provided by banks. The issuer of such notes normally has a corresponding
right, after a given period, to repay in its discretion the outstanding prin-
cipal of the note plus accrued interest upon a specific number of days' notice
to the bondholders. The interest rate on a demand note may be based upon a
known lending rate, such as a bank's prime rate, and be adjusted when such
rate changes, or the interest rate on a demand note may be a market rate that
is adjusted at specified intervals. The demand notes in which the Fund will
invest are payable on not more than one year's notice. Each note purchased by
the Fund will meet the quality criteria set out above for the Fund.
 
  The yields of Municipal Bonds depend on, among other things, general money
market conditions, conditions in the Municipal Bond market, the size of a par-
ticular offering, the maturity of the obligation, and the rating of the issue.
The ratings of Moody's Investors Service, Inc. and Standard & Poor's Corpora-
tion represent their opinions of the quality of the Municipal Bonds rated by
them. It should be emphasized that such ratings are general and are not abso-
lute standards of quality. Consequently, Municipal Bonds with the same maturi-
ty, coupon and rating may have different yields, while Municipal Bonds of the
same maturity and coupon, but with different ratings may have the same yield.
It will be the responsibility of the investment management staff to appraise
independently the fundamental quality of the bonds held by the Fund.
 
B-14
<PAGE>
 
  Municipal Bonds are sometimes purchased on a "when issued" basis meaning the
Fund has committed to purchasing certain specified securities at an agreed
upon price when they are issued. The period between commitment date and issu-
ance date can be a month or more. It is possible that the securities will
never be issued and the commitment canceled.
 
  From time to time proposals have been introduced before Congress to restrict
or eliminate the Federal income tax exemption for interest on Municipal Bonds.
Similar proposals may be introduced in the future. If any such proposal were
enacted, it might restrict or eliminate the ability of the Fund to achieve its
investment objective. In that event, the Fund's Trustees and officers would
reevaluate its investment objective and policies and consider recommending to
its shareholders changes in such objective and policies.
 
  Similarly, from time to time proposals have been introduced before State and
local legislatures to restrict or eliminate the State and local income tax ex-
emption for interest on Municipal Bonds. Similar proposals may be introduced
in the future. If any such proposal were enacted, it might restrict or elimi-
nate the ability of each Portfolio to achieve its respective investment objec-
tive. In that event, the fund's trustees and officers would reevaluate its in-
vestment objective and policies and consider recommending to its shareholders
changes in such objective and policies. Ratings. Excerpts from Moody's Invest-
ors Service, Inc.'s Municipal Bond ratings: Aaa--judged to be of the "best
quality" and are referred to as "gilt edge"; interest payments are protected
by a large or by an exceptionally stable margin and principal is secure; Aa--
judged to be of "high quality by all standards" but as to which margins of
protection or other elements make long-term risks appear somewhat larger than
Aaa-rated Municipal Bonds; together with Aaa group they comprise what are gen-
erally known as "high grade bonds"; A--possess many favorable investment at-
tributes and are considered "upper medium grade obligations." Factors giving
security to principal and interest of A-rated Municipal Bonds are considered
adequate, but elements may be present which suggest a susceptibility to im-
pairment sometime in the future; Baa--considered as medium grade obligations;
i.e., they are neither highly protected nor poorly secured; interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time; Ba-- protection of principal and interest payments may be very
moderate; judged to have speculative elements; their future cannot be consid-
ered as well-assured; B--lack characteristics of a desirable investment; as-
surance of interest and principal payments over any long period of time may be
small; Caa--poor standing; may be in default or there may be present elements
of danger with respect to principal and interest; Ca--speculative in a high
degree; often in default; C--lowest rated class of bonds; issues so rated can
be regarded as having extremely poor prospects for ever attaining any real in-
vestment standing.
 
  Description of Moody's ratings of state and municipal notes: Moody's ratings
for state and municipal notes and other short-term obligations are designated
Moody's Investment Grade ("MIG"). Symbols used will be as follows: MIG-1--Best
quality, enjoying strong protection from established cash flows of funds for
their servicing or from established and broad-based access to the market for
refinancing, or both: MIG-2--High quality with margins of protection ample al-
though not so large as in the preceding group.
 
  Description of Moody's highest commercial paper rating; Prime-1 ("P-1")--
judged to be of the best quality. Their short-term debt obligations carry the
smallest degree of investment risk.
 
  Excerpts from Standard & Poor's Corporation's Municipal Bond ratings: AAA--
has the highest rating assigned by S&P; extremely strong capacity to pay prin-
cipal and interest; AA--has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in a small degree; A--
has a strong capacity to pay principal and interest, although somewhat more
susceptible to the adverse changes in circumstances and economic conditions;
BBB--regarded as having
 
                                                                           B-15
<PAGE>
 
an adequate capacity to pay principal and interest; normally exhibit adequate
protection parameters but adverse economic conditions or changing circum-
stances are more likely to lead to a weakened capacity to pay principal and
interest than for bonds in A category; BB--B--CCC--CC--predominantly specula-
tive with respect to capacity to pay interest and repay principal in accor-
dance with terms of obligations; BB is being paid; D--in default, and payment
of principal and/or interest is in arrears.
 
  The ratings from "AA" to "B" may be modified by the addition of a plus or
minus sign to show relative standing within the major rating categories.
 
  Excerpt from Standard & Poor's Corporation's rating of municipal note is-
sues: SP-1+--very strong capacity to pay principal and interest; SP-1--strong
capacity to pay principal and interest.
 
  Description of S&P's highest commercial papers ratings: A-1+--This designa-
tion indicates the degree of safety regarding timely payment is overwhelming.
A-1--This designation indicates the degree of safety regarding timely payment
is very strong.
 
  At least 95% of the municipal securities held by each of the Fund's Portfo-
lios must be rated a minimum of Baa (or BBB) by Moody's or Standard & Poor's.
No more than 20% of the Portfolio will be held in the lowest investment grade
rating. Not more than 5% of the municipal securities of each Portfolio may be
lower-rated or unrated.
 
  In the event that a particular obligation held by a Portfolio of the Fund is
downgraded below the minimum investment level permitted the investment poli-
cies of such Portfolio, the directors and officers of the Fund will carefully
assess the credit worthiness of the obligation to determine whether it contin-
ues to meet the policies and objectives of the Portfolio.
 
                    APPENDIX B--MUNICIPAL LEASE OBLIGATIONS
 
  Each Portfolio may invest in municipal lease obligations. Such securities
will be treated as liquid under the following guidelines have been established
by the Board of Directors:
 
    1. The obligation has been rated "investment grade" by at least one NRSRO
  and is considered to be investment grade by the investment adviser.
 
    2. The obligation is secured by payments from a governmental lessee which
  is generally recognized and has debt obligations which are actively traded
  by a minimum of five broker/dealers.
 
    3. At least $25 million of the lessee debt is outstanding either in a
  single transaction or on parity, and owned by a minimum of five institu-
  tional investors.
 
    4. The investment adviser has determined that the obligation, or a compa-
  rable lessee security, trades in the institutional marketplace at least pe-
  riodically, with a bid/offer spread of 20 basis points or less.
 
    5. The governmental lessee has a full faith and credit general obligation
  rating of at least "A-" as published by at least one NRSRO or as determined
  by the investment adviser. If the lessee is a state government, the general
  obligation rating must be at least BAA1, BBB+, or equivalent, as determined
  above.
 
    6. The projects to be financed by the obligation are determined to be
  critical to the lessee's ability to deliver essential services.
 
    7. Specific legal features such as covenants to maintain the tax-exempt
  status of the obligation, covenants to make lease payments without the
  right of offset or counterclaim, covenants to return leased property to the
  lessor in the event of non-appropriation, insurance policies, debt service
  reserve fund, are present.
 
B-16
<PAGE>
 
    8. The lease must be "triple net" (i.e.-lease payments are net of prop-
  erty maintenance, taxes and insurance).
 
    9. If the lessor is a private entity, there must be a sale and absolute
  assignment of rental payments to the trustee, accompanied by a legal opin-
  ion from recognized bond counsel that lease payments would not be consid-
  ered property of the lessor's estate in the event of lessor's bankruptcy.
 
                                                                           B-17


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