VANGUARD INDEX TRUST
485BPOS, 1995-04-27
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<PAGE>   1
 
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                                   FORM N-1A
                   REGISTRATION STATEMENT (NO. 2-56846) UNDER
                           THE SECURITIES ACT OF 1933
                          PRE-EFFECTIVE AMENDMENT NO.
   
                        POST-EFFECTIVE AMENDMENT NO. 41
    
                                      AND
 
              REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
                                  ACT OF 1940
   
                                AMENDMENT NO. 43
    
                              VANGUARD INDEX TRUST
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
 
                     P.O. BOX 2600, VALLEY FORGE, PA 19482
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)
 
                  REGISTRANT'S TELEPHONE NUMBER (610) 669-1000
 
                         RAYMOND J. KLAPINSKY, ESQUIRE
                                  P.O. BOX 876
                             VALLEY FORGE, PA 19482
 
              IT IS PROPOSED THAT THIS AMENDMENT BECOME EFFECTIVE;
   
           on April 28, 1995, pursuant to paragraph (b) of Rule 485.
    
 
                 APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
  As soon as practicable after this Registration Statement becomes effective.
 
   
     REGISTRANT ELECTS TO REGISTER AN INDEFINITE NUMBER OF SHARES PURSUANT TO
REGULATION 24F-2 UNDER THE INVESTMENT COMPANY ACT OF 1940. REGISTRANT FILED ITS
RULE 24F-2 NOTICE FOR THE YEAR ENDED DECEMBER 31, 1994 ON FEBRUARY 15, 1995.
    
 
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<PAGE>   2
 
                              VANGUARD INDEX TRUST
 
                             CROSS REFERENCE SHEET
   
<TABLE>
<CAPTION>
                         FORM N-1A
                        ITEM NUMBER                                   LOCATION IN PROSPECTUS
<C>           <S>                                              <C>
    Item 1.   Cover Page....................................   Cover Page
    Item 2.   Synopsis......................................   Highlights
    Item 3.   Condensed Financial Information...............   Financial Highlights
    Item 4.   General Description of Registrant.............   Investment Objectives; Investment
                                                               Limitations; Investment Policies;
                                                               General Information
    Item 5.   Management of the Funds.......................   Management of the Funds
    Item 6.   Capital Stock and Other Securities............   Opening an Account and Purchasing
                                                               Each Funds Shares; Selling Your
                                                               Shares; The Share Price of Each
                                                               Portfolio; Dividends, Capital Gains
                                                               and Taxes; General Information
    Item 7.   Purchase of Securities Being Offered..........   Cover Page; Opening an Account and
                                                               Purchasing Shares
    Item 8.   Redemption or Repurchase......................   Selling Your Shares
    Item 9.   Pending Legal Proceedings.....................   Not Applicable
 
<CAPTION>
                         FORM N-1A                                     LOCATION IN STATEMENT
                        ITEM NUMBER                                  OF ADDITIONAL INFORMATION
<C>           <S>                                              <C>
   Item 10.   Cover Page....................................   Cover Page
   Item 11.   Table of Contents.............................   Cover Page
   Item 12.   General Information and History...............   Investment Objectives and Policies
   Item 13.   Investment Objective and Policies.............   Investment Objectives and Policies;
                                                               Investment Limitations
   Item 14.   Management of the Fund........................   Management of the Fund
   Item 15.   Control Persons and Principal Holders of
              Securities....................................   Management of the Fund
   Item 16.   Investment Advisory and Other Services........   Management of the Fund
   Item 17.   Brokerage Allocation..........................   Not Applicable
   Item 18.   Capital Stock and Other Securities............   Financial Statements
   Item 19.   Purchase, Redemption and Pricing of Securities
              Being Offered.................................   Purchase of Shares; Redemption of
                                                               Shares
   Item 20.   Tax Status....................................   Appendix
   Item 21.   Underwriters..................................   Not Applicable
   Item 22.   Calculations of Yield Quotations of Money
              Market Fund...................................   Not Applicable
   Item 23.   Financial Statements..........................   Financial Statements
</TABLE>
    
<PAGE>   3
 
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(VANGUARD INDEX TRUST LOGO)                       A Member of The Vanguard Group
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PROSPECTUS -- APRIL 28 1995
    
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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
OBJECTIVE
AND POLICIES          Vanguard Index Trust (the "Trust") is an open-end
                      diversified investment company designed as an "index"
                      fund. THE TRUST CONSISTS OF SIX PORTFOLIOS: THE 500,
                      EXTENDED MARKET, TOTAL STOCK MARKET, SMALL CAPITALIZATION
                      STOCK, VALUE AND GROWTH PORTFOLIOS. Each of the Portfolios
                      invests in common stocks in order to match the investment
                      performance of a distinct market index. There is no
                      assurance that the Portfolios will achieve their stated
                      objectives. Shares of the Trust are neither insured nor
                      guaranteed by any agency of the U.S. Government, including
                      the FDIC.
    
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OPENING AN
ACCOUNT               To open a regular (non-retirement) account, please
                      complete and return the Account Registration Form. If you
                      need assistance in completing this Form, please call our
                      Investor Information Department. To open an Individual
                      Retirement Account (IRA), please use a Vanguard IRA
                      Adoption Agreement. To obtain a copy of this form, call
                      1-800-662-7447, Monday through Friday, from 8:00 a.m. to
                      8:00 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. A portfolio transaction fee of 1% is
                      deducted from purchases of the Small Capitalization Stock
                      Portfolio; a 0.5% portfolio transaction fee is deducted
                      from purchases of the Extended Market Portfolio; and a
                      0.25% portfolio transaction fee is deducted from purchases
                      of the Total Stock Market Portfolio. Portfolio transaction
                      fees are paid to the Portfolios to offset transaction
                      costs of buying securities of small- and medium-sized
                      companies. Shareholders in each Portfolio will also incur
                      a $10 annual account maintenance fee, deducted from the
                      Portfolio's dividend. See "Trust Expenses."
    
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ABOUT THIS
PROSPECTUS            This Prospectus is designed to set forth concisely the
                      information you should know about the Trust before you
                      invest. It should be retained for future reference. A
                      "Statement of Additional Information" containing
                      additional information about the Trust has been filed with
                      the Securities and Exchange Commission. This Statement is
                      dated April 28, 1995 and has been incorporated by
                      reference into this Prospectus. A copy may be obtained
                      without charge by writing to the Trust or by calling the
                      Investor Information Department.
    
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TABLE OF CONTENTS
 
   
<TABLE>
<S>                                        <C>                                        <C>
                                  Page                                       Page                                       Page
Highlights .......................  2      Implementation of                          SHAREHOLDER GUIDE
Trust Expenses ...................  4        Policies ........................ 16     Opening an Account and
Financial Highlights .............  6      Investment Limitations ............ 22       Purchasing Shares ............... 28
Yield and Total                            Management of the Trust ........... 22     When Your Account Will
  Return ......................... 10      Investment Adviser ................ 23       Be Credited ..................... 31
        TRUST INFORMATION                  Performance Record ................ 23     Selling Your Shares ............... 32
Investment Objectives ............ 10      Dividends, Capital Gains                   Exchanging Your Shares ............ 34
Investment                                   and Taxes ....................... 24     Important Information About
Policies ......................... 12      The Share Price of Each                      Telephone Transactions .......... 35
Investment Risks ................. 14        Portfolio ....................... 26     Transferring 
Who Should Invest ................ 15      General Information ............... 27       Registration .................... 35
                                                                                      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
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
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<PAGE>   4
 
                                   HIGHLIGHTS
 
OBJECTIVE AND
POLICIES              The Trust is an open-end diversified investment company
                      designed as an "index" fund. Shares of the Trust are
                      offered on a no-load basis, although the Trust incurs
                      certain distribution expenses. The Trust consists of six
                      separate Portfolios, each of which invests in common
                      stocks in order to match the performance of a selected
                      market index. There is no assurance, however, that the
                      Trust will achieve its stated objective.           PAGE 10
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SIX SEPARATE
PORTFOLIOS            Investors may choose to invest in any of six Portfolios of
                      the Trust:
 
                      500 PORTFOLIO -- seeks to match the investment performance
                      of the Standard & Poor's 500 Composite Stock Price Index,
                      an index emphasizing large-capitalization stocks.
 
                      EXTENDED MARKET PORTFOLIO -- seeks to match the investment
                      performance of the Wilshire 4500 Index, an index
                      consisting of medium- and small-capitalization stocks.
 
                      TOTAL STOCK MARKET PORTFOLIO -- seeks to match the
                      investment performance of the Wilshire 5000 Index, an
                      index consisting of all regularly and publicly traded U.S.
                      stocks.
 
                      SMALL CAPITALIZATION STOCK PORTFOLIO -- seeks to match the
                      investment performance of the Russell 2000 Small Stock
                      Index, an index consisting of 2,000 small-capitalization
                      common stocks.
 
                      VALUE PORTFOLIO -- seeks to match the investment
                      performance of the S&P/BARRA Value Index, an index
                      consisting of stocks selected from the Standard & Poor's
                      500 Index with lower than average ratios of market price
                      to book value.
 
                      GROWTH PORTFOLIO -- seeks to match the investment
                      performance of the S&P/BARRA Growth Index, an index
                      consisting of stocks selected from the Standard & Poor's
                      500 Index with higher than average ratios of market price
                      to book value.                                     PAGE 12
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RISK
CHARACTERISTICS       As mutual funds investing in common stocks, all six
                      Portfolios of the Trust are subject to market risk, which
                      is the possibility that common stock prices will decline,
                      sometimes substantially, over short or extended periods.
                      Due to differences in the securities they hold, the six
                      Portfolios may exhibit varying levels of volatility.
                                                                         PAGE 14
    
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THE VANGUARD
GROUP                 The Trust is a member of The Vanguard Group of Investment
                      Companies, 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
ADVISER               The Trust receives investment advisory services on an
                      at-cost basis from Vanguard's Core Management Group. As a
                      result, the Trust receives its investment advisory
                      services at a substantially lower cost than would be
                      possible if the Trust paid an investment advisory fee to
                      an external investment adviser.                    PAGE 23
    
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                                        2
<PAGE>   5
 
   
FEES AND EXPENSES     A portfolio transaction fee of 1% is deducted from
                      purchases of the Small Capitalization Stock Portfolio; a
                      0.5% portfolio transaction fee is deducted from purchases
                      of the Extended Market Portfolio; and a 0.25% portfolio
                      transaction fee is deducted from purchases of the Total
                      Stock Market Portfolio. Portfolio transaction fees are
                      paid to the Portfolios to offset transaction costs of
                      buying securities of small- and medium-sized companies.
                      Shareholders in each Portfolio will also incur a $10
                      annual account maintenance fee deducted from the
                      Portfolio's dividend. This fee will be waived for
                      shareholders with an account balance of $10,000 or
                      more.                                               PAGE 4
    
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DIVIDEND POLICY       The Trust distributes substantially all of its net
                      investment income in the form of dividends. The 500, Total
                      Stock Market, Value and Growth Portfolios distribute
                      dividends quarterly, whereas the Extended Market and Small
                      Capitalization Stock Portfolios distribute dividends
                      annually. In all six Portfolios, net capital gains, if
                      any, are distributed annually.                     PAGE 24
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TAXES                 A sale of shares of a Portfolio is a taxable event and may
                      result in a capital gain or loss. Dividend distributions,
                      capital gain distributions, and capital gains or losses
                      from redemptions and exchanges may be subject to federal,
                      state and local taxes.                             PAGE 24
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PURCHASING
SHARES                You may purchase shares by mail, wire or written exchange
                      request from another Vanguard Fund. The minimum initial
                      investment is $3,000 per Portfolio ($500 for Individual
                      Retirement Accounts and Uniform Gifts/Transfers to Minors
                      Act accounts); the minimum for subsequent investments is
                      $100. There are no sales commissions or 12b-1 fees.
                      Telephone exchanges from other Vanguard Funds are not
                      permitted.                                         PAGE 28
    
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SELLING SHARES        You may redeem shares of each Portfolio in writing or by
                      telephone; however, telephone exchanges into other
                      Vanguard Funds are not permitted (except for certain
                      retirement accounts). The share price of each Portfolio is
                      expected to fluctuate, and may at redemption be more or
                      less than at the time of initial purchase, resulting in a
                      gain or loss.                                      PAGE 32
    
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OTHER VANGUARD
SERVICES              The Trust offers 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
CONSIDERATIONS        (1) Each Portfolio may invest a portion of its assets in
                          futures contracts, options, convertible securities &
                          swap agreements.                               PAGE 20
    
 
   
                      (2) Each Portfolio may invest in short-term fixed income
                          securities.                                    PAGE 20
    
 
   
                      (3) Each Portfolio may lend its securities.        PAGE 21
    
 
   
                      (4) Each Portfolio may borrow money.               PAGE 22
    
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                                        3
<PAGE>   6
 
   
TRUST EXPENSES        The following table illustrates all expenses and fees that
                      you would incur as a shareholder of the Trust. The
                      expenses and fees are for the fiscal year ended December
                      31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                                          TOTAL                                    SMALL
                               SHAREHOLDER                  EXTENDED      STOCK                                CAPITALIZATION
                               TRANSACTION        500        MARKET      MARKET        VALUE       GROWTH          STOCK
                                 EXPENSES      PORTFOLIO    PORTFOLIO   PORTFOLIO    PORTFOLIO    PORTFOLIO      PORTFOLIO+
                              <S>              <C>          <C>         <C>          <C>          <C>          <C>            
                              ------------------------------------------------------------------------------------------------
                              Sales Load
                                Imposed
                                on
                                Purchases...        None        None***      None**       None         None             None*
                              Sales Load
                                Imposed on
                                Reinvested
                                Dividends...        None        None         None         None         None              None
                              Redemption
                                Fees........        None        None         None         None         None              None
                              Exchange
                                Fees........        None        None         None         None         None              None
</TABLE>
    
 
                        * Shareholders are charged a 1% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
                       ** Shareholders are charged a 0.25% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
   
                      *** Shareholders are charged a 0.5% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
    
   
                       +  Formerly Vanguard Small Capitalization Stock Fund,
                          Inc.
    
 
   
<TABLE>
<CAPTION>
                                                                              TOTAL                                    SMALL
                                 ANNUAL FUND                    EXTENDED      STOCK                                CAPITALIZATION
                                  OPERATING           500        MARKET      MARKET        VALUE       GROWTH          STOCK
                                   EXPENSES        PORTFOLIO    PORTFOLIO   PORTFOLIO    PORTFOLIO    PORTFOLIO      PORTFOLIO+
                              <S>                  <C>          <C>         <C>          <C>          <C>          <C>
                              ------------------------------------------------------------------------------------------------
                              Management &
                                Administrative
                                Expenses++......       0.16%       0.15%        0.14%        0.14%        0.07%             0.12%
                              Investment
                                Advisory Fees...        0.00        0.01         0.01         0.01         0.06              0.01
                              12b-1 Fees........        None        None         None         None         None              None
                              Other Expenses
                                Distribution
                                Costs...........        0.02        0.02         0.02         0.02         0.02              0.02
                                Miscellaneous
                                  Expenses......        0.01        0.02         0.03         0.03         0.05              0.02
                                                       -----       -----        -----        -----        -----             -----
                              Total Other
                                Expenses........        0.03        0.04         0.05         0.05         0.07              0.04
                                                       -----       -----        -----        -----        -----             -----
                                  TOTAL
                                    OPERATING
                                    EXPENSES....       0.19%       0.20%        0.20%        0.20%        0.20%             0.17%
                                                       -----       -----        -----        -----        -----             -----
                                                       -----       -----        -----        -----        -----             -----
</TABLE>
    
 
   
                       + Formerly Vanguard Small Capitalization Stock Fund, Inc.
    
   
                      ++ In addition to these costs, each Portfolio assesses an
                         annual account maintenance fee of $10. This fee will be
                         waived for shareholders with an account balance of
                         $10,000 or more.
    
 
                      The purpose of this table is to assist you in
                      understanding the various costs and expenses that you
                      would bear directly or indirectly as an investor in the
                      Trust.
 
   
THREE PORTFOLIOS ASSESS
TRANSACTION FEES      The Small Capitalization Stock Portfolio assesses a
                      portfolio transaction fee on purchases of Portfolio shares
                      equal to 1% of the dollar amount invested; the Extended
                      Market Portfolio assesses a portfolio transaction fee
                      equal to 0.5% of the dollar amount invested; and the Total
                      Stock Market Portfolio assesses a portfolio transaction
                      fee equal to 0.25% of the dollar amount invested. The
                      portfolio transaction fees are paid to the respective
                      Portfolio, not to Vanguard. They are not sales charges.
    
 
                                        4
<PAGE>   7
 
                      These fees apply to initial investments in the Extended
                      Market, Small Capitalization Stock and Total Stock Market
                      Portfolios and all subsequent purchases (including
                      purchases made by exchange from another Vanguard Fund or
                      from the other Portfolios of the Trust), but not to
                      reinvested dividend or capital gains distributions.
                      Portfolio transaction fees are deducted automatically from
                      the amount invested; they cannot be paid separately.
 
                      The purpose of these transaction fees is to allocate
                      transaction costs associated with new purchases to
                      investors making those purchases, thus insulating existing
                      shareholders from those transaction costs. These costs
                      include: (1) brokerage costs; (2) market impact
                      costs -- i.e., the increase in market prices which may
                      result when the Portfolio purchases thinly traded stocks;
                      and, most importantly, (3) the effect of the "bid-ask"
                      spread in the over-the-counter market. (Securities in the
                      over-the-counter market are bought at the "ask" or
                      purchase price, but are valued in the Portfolio at the
                      mean of the "bid," or sale, and "ask" prices.)
 
   
                      The 1%, 0.5% and 0.25% fees represent Vanguard's estimate
                      of the brokerage and other transaction costs incurred by
                      the Small Capitalization Stock, Extended Market and Total
                      Stock Market Portfolios in acquiring stocks of mid- and
                      small-capitalization companies. Without the fees, the
                      three Portfolios, which incur these costs directly, would
                      experience reduced investment performance for all
                      shareholders in each Portfolio. With the fees, the
                      transaction costs of acquiring additional stocks are borne
                      not by all existing shareholders, but by those investors
                      making additional purchases. Because the purchaser, not
                      the Portfolios, bears these costs, the Portfolios are
                      expected to track their respective benchmark indexes more
                      closely.
    
 
   
EACH PORTFOLIO CHARGES
A $10 ACCOUNT
MAINTENANCE FEE       Each Portfolio assesses an annual account maintenance fee
                      of $10 to allocate part of the fixed costs of maintaining
                      shareholder accounts equally to all accounts. This fee is
                      deducted from each Portfolio's dividend at a rate of $2.50
                      per quarter for accounts in the 500, Total Stock Market,
                      Value and Growth Portfolios, and $10 annually for accounts
                      in the Extended Market and Small Capitalization Stock
                      Portfolios. See "Dividends, Capital Gains and Taxes" for
                      more information on this fee. The $10 fee amounts to 1.00%
                      on a $1,000 investment in a Portfolio of the Trust and
                      0.33% on a $3,000 investment. This fee will be waived for
                      shareholders with an account balance of $10,000 or more.
    
 
   
                      The following example illustrates the expenses that you
                      would incur on a $1,000 investment over various time
                      periods, assuming (1) a 5% annual rate of return and (2)
                      redemption at the end of each period. The example includes
                      the $10 account maintenance fee for each Portfolio; the 1%
                      portfolio transaction fee for the Small Capitalization
                      Stock Portfolio; the 0.5% transaction fee for the Extended
                      Market Portfolio; and the 0.25% transaction fee for the
                      Total Stock Market Portfolio. As noted in the table on the
                      previous page, the Trust charges no redemption fees of any
                      kind.
    
 
                                        5
<PAGE>   8
 
   
<TABLE>
<CAPTION>
                                                              1 YEAR    3 YEARS    5 YEARS    10 YEARS
                                                              -------   --------   --------   ---------
                        <S>                                   <C>       <C>        <C>        <C>
                        500 Portfolio.......................    $12       $ 36       $ 60       $ 123
                        Extended Market Portfolio...........    $17       $ 41       $ 66       $ 129
                        Total Stock Market Portfolio........    $15       $ 39       $ 63       $ 127
                        Growth Portfolio....................    $12       $ 36       $ 61       $ 124
                        Value Portfolio.....................    $12       $ 36       $ 61       $ 124
                        Small Capitalization Stock
                          Portfolio.........................    $22       $ 45       $ 69       $ 131
</TABLE>
    
 
   
                      Included in these estimates are account maintenance fees
                      of $10, $30, $50 and $100 for the respective periods
                      shown. Accordingly, for investments larger than $1,000,
                      your total expenses will be substantially lower in
                      percentage terms than this illustration implies.
    
 
                      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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FINANCIAL
HIGHLIGHTS            The following financial highlights for a share outstanding
                      throughout each period, insofar as they relate to each of
                      the five years ended December 31, 1994, have been audited
                      by Price Waterhouse LLP, independent accountants, whose
                      reports thereon were unqualified. This financial
                      information should be read in conjunction with the Trust's
                      financial statements and notes thereto, which are
                      incorporated by reference in the Statement of Additional
                      Information and in this Prospectus, and which appear,
                      along with the reports of Price Waterhouse LLP, in the
                      Trust's 1994 Annual Report to Shareholders and inserts
                      thereto. For a more complete discussion of the Trust's
                      performance, please see the Trust's 1994 Annual Report to
                      Shareholders, which may be obtained free of charge by
                      writing to the Trust or calling our Investor Information
                      Department at 1-800-662-7447.
    
 
                                        6
<PAGE>   9
 
   
<TABLE>
<CAPTION>
                       ----------------------------------------------------------------------------------------------------------
                                                                    500 PORTFOLIO
                       ----------------------------------------------------------------------------------------------------------
                                                               YEAR ENDED DECEMBER 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................  $43.83     $40.97     $39.32     $31.24     $33.64     $27.18     $24.65     $24.27     $22.99     $19.52
                        ------     ------     ------     ------     ------     ------     ------     ------     ------     ------
INVESTMENT
  OPERATIONS
  Net Investment
  Income..............    1.18       1.13       1.12       1.15       1.17       1.20       1.08        .88        .89        .91
  Net Realized
    and
    Unrealized
    Gain (Loss)
    on
  Investments.........    (.67)      2.89       1.75       8.20      (2.30)      7.21       2.87        .36       3.30       5.08
                        ------     ------     ------     ------     ------     ------     ------     ------     ------     ------
    TOTAL FROM
     INVESTMENT
     OPERATIONS.......     .51       4.02       2.87       9.35      (1.13)      8.41       3.95       1.24       4.19       5.99
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DISTRIBUTIONS
  Dividends from
    Net
    Investment
    Income............   (1.17)     (1.13)     (1.12)     (1.15)     (1.17)     (1.20)     (1.10)      (.69)      (.89)      (.91)
  Distributions
    from
    Realized
    Capital
    Gains.............    (.20)      (.03)      (.10)      (.12)      (.10)      (.75)      (.32)      (.17)     (2.02)     (1.61)
                        ------     ------     ------     ------     ------     ------     ------     ------     ------     ------
    TOTAL
      DISTRIBUTIONS...   (1.37)     (1.16)     (1.22)     (1.27)     (1.27)     (1.95)     (1.42)      (.86)     (2.91)     (2.52)
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NET ASSET VALUE,
  END OF YEAR.........  $42.97     $43.83     $40.97     $39.32     $31.24     $33.64     $27.18     $24.65     $24.27     $22.99
- ---------------------------------------------------------------------------------------------------------------------------------
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TOTAL RETURN*.........    1.18%      9.89%      7.42%     30.22%     (3.32)%    31.36%     16.22%      4.71%     18.06%     31.23%
- ---------------------------------------------------------------------------------------------------------------------------------
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RATIOS/SUPPLEMENTAL
  DATA
Net Assets, End
  of Year
  (Millions)..........  $9,356     $8,273     $6,547     $4,345     $2,173     $1,804     $1,055       $826       $485       $394
Ratio of
  Expenses to
  Average Net
  Assets..............     .19%       .19%       .19%       .20%       .22%       .21%       .22%       .26%       .28%       .28%
Ratio of Net
  Investment
  Income to
  Average Net
  Assets..............    2.72%      2.65%      2.81%      3.07%      3.60%      3.62%      4.08%      3.15%      3.40%      4.09%
Portfolio
  Turnover
  Rate................       6%+        6%+        4%+        5%+       23%+        8%        10%        15%        29%        36%
</TABLE>
    
 
   
* Total return figures do not reflect the annual account maintenance fee of $10.
    
 
   
+ Portfolio turnover rates excluding in-kind redemptions were 4%, 2%, 1%, 1% and
  6%, respectively.
    
 
   
<TABLE>
                                             ---------------------------------------------------------------------------------------
                                                                            EXTENDED MARKET PORTFOLIO
                                             ---------------------------------------------------------------------------------------
                                                                              YEAR ENDED DECEMBER 31,
                                             ---------------------------------------------------------------------------------------
                                                                                                                          DEC. 21.+
                                              1994      1993       1992       1991       1990       1989       1988      TO 31, 1987
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>       <C>        <C>        <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE, BEGINNING OF PERIOD...       $19.43    $17.35     $15.82     $11.48     $13.92     $11.60      $9.99       $10.00
                                              ------    ------     ------     ------     ------     ------     ------    ---------
INVESTMENT OPERATIONS
  Net Investment Income................          .28       .23        .24        .25        .30        .26        .34          .03
  Net Realized and Unrealized Gain
    (Loss) on Investments..............         (.62)     2.28       1.72       4.54      (2.25)      2.52       1.63         (.04)
                                              ------    ------     ------     ------     ------     ------     ------    ---------
    TOTAL FROM INVESTMENT OPERATIONS...         (.34)     2.51       1.96       4.79      (1.95)      2.78       1.97         (.01)
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment
    Income.............................         (.28)     (.23)      (.25)      (.25)      (.33)      (.23)      (.20)          --
  Distributions from Realized Capital
    Gains..............................         (.29)     (.20)      (.18)      (.20)      (.16)      (.23)      (.16)          --
                                              ------    ------     ------     ------     ------     ------     ------    ---------
    TOTAL DISTRIBUTIONS................         (.57)     (.43)      (.43)      (.45)      (.49)      (.46)      (.36)          --
- -----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.........       $18.52    $19.43     $17.35     $15.82     $11.48     $13.92     $11.60        $9.99
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN*..........................        (1.76)%   14.49%     12.47%     41.85%    (14.05)%    24.10%     19.75%       (0.10)%
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...         $967      $928       $585       $372       $179       $147        $35           $5
Ratio of Expenses to Average Net
  Assets...............................          .20%      .20%       .20%       .19%       .23%       .23%       .24%           0%
Ratio of Net Investment Income to
  Average Net Assets...................         1.51%     1.48%      1.73%      2.14%      2.68%      2.92%      2.90%           0%
Portfolio Turnover Rate................           19%       13%         9%        11%         9%        14%        26%           3%
</TABLE>
    
 
* Total return figures do not reflect the annual account maintenance fee of $10
  or applicable portfolio transaction fees.
   
+ Commencement of operations.
    
 
                                        7
<PAGE>   10
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                TOTAL STOCK MARKET PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,          MARCH 16+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $11.69             $10.84              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .27                .26                 .23
  Net Realized and Unrealized Gain (Loss) on Investments..........    (.29)               .88                 .84
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................    (.02)              1.14                1.07
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.27)              (.26)               (.23)
  Distributions from Realized Capital Gains.......................    (.03)              (.03)                 --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.30)              (.29)               (.23)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $11.37             $11.69              $10.84
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................   (0.17)%            10.62%              10.41%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................    $786               $512                $275
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                .21%*
Ratio of Net Investment Income to Average Net Assets..............    2.35%              2.31%               2.42%*
Portfolio Turnover Rate...........................................       2%                 1%                  3%
</TABLE>
    
 
 * Annualized.
** Total return figures do not reflect the annual account maintenance fee of $10
   or applicable portfolio transaction fees.
 + Commencement of operations.
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                      GROWTH PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,         NOVEMBER 2+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $10.20             $10.26              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .21                .21                 .06
  Net Realized and Unrealized Gain (Loss) on Investments..........     .08               (.06)                .26
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................     .29                .15                 .32
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.21)              (.21)               (.06)
  Distributions from Realized Capital Gains.......................      --                 --                  --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.21)              (.21)               (.06)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $10.28             $10.20              $10.26
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................    2.89%              1.53%               3.19%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................     $86                $51                 $21
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                  0%*
Ratio of Net Investment Income to Average Net Assets..............    2.08%              2.10%               2.85%*
Portfolio Turnover Rate...........................................      28%                36%                  2%
</TABLE>
    
 
   
 * Annualized.
    
   
** Total return figures do not reflect the annual account maintenance fee of
   $10.
    
   
 + Commencement of operations.
    
 
                                        8
<PAGE>   11
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                      VALUE PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,         NOVEMBER 2+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $11.74             $10.30              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .38                .38                 .07
  Net Realized and Unrealized Gain (Loss) on Investments..........    (.46)              1.50                 .30
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................    (.08)              1.88                 .37
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.38)              (.38)               (.07)
  Distributions from Realized Capital Gains.......................    (.16)              (.06)                 --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.54)              (.44)               (.07)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $11.12             $11.74              $10.30
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................   (0.73)%            18.35%               3.70%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................    $297               $190                 $24
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                  0%*
Ratio of Net Investment Income to Average Net Assets..............    3.37%              3.26%               3.46%*
Portfolio Turnover Rate...........................................      32%                30%                  4%
</TABLE>
    
 
   
 * Annualized.
    
   
** Total return figures do not reflect the annual account maintenance fee of
   $10.
    
   
 + Commencement of operations.
    
   
<TABLE>
<CAPTION>
                                     ---------------------------------------------------------------------------------------------
                                                                  SMALL CAPITALIZATION STOCK PORTFOLIO*
                                     ---------------------------------------------------------------------------------------------
                                     FEB. 1 TO  OCT. 1, 1993                          YEAR ENDED SEPTEMBER 30,
                                     DEC. 31,   TO JAN. 31,     ------------------------------------------------------------------
                                       1994         1994       1993      1992      1991     1990(1)    1989+      1988       1987
- ----------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>        <C>           <C>       <C>       <C>       <C>        <C>       <C>        <C>
NET ASSET VALUE, BEGINNING OF
 PERIOD..............................   $16.24     $16.23     $12.63    $12.03     $8.55     $11.88    $11.96     $15.73    $13.24
                                      -------   ---------     ------    ------    ------     ------    ------     ------    ------
INVESTMENT OPERATIONS                                         
 Net Investment Income (Loss)........      .20        .05        .20       .19       .20        .17       .10        .03      (.04)
 Net Realized and Unrealized Gain
   (Loss) on Investments.............     (.86)       .96       3.73       .88      3.60      (3.46)     2.13      (2.59)     4.42
                                       ------    --------      -----     -----     -----      -----     -----      -----     -----
   TOTAL FROM INVESTMENT
     OPERATIONS......................     (.66)      1.01       3.93      1.07      3.80      (3.29)     2.23      (2.56)     4.38
- ----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment
   Income............................     (.22)      (.18)      (.18)     (.18)     (.18)      (.04)    (.14)         --        --
 Distributions from Realized Capital
   Gains.............................     (.37)      (.82)      (.15)     (.29)     (.14)        --     (2.17)     (1.21)    (1.89)
                                       ------    --------      -----     -----     -----      -----     -----      -----     -----
   TOTAL DISTRIBUTIONS...............     (.59)     (1.00)      (.33)     (.47)     (.32)      (.04)    (2.31)     (1.21)    (1.89)
- ----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.......   $14.99     $16.24     $16.23    $12.63    $12.03      $8.55    $11.88     $11.96    $15.73
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN++.......................    (4.00)%      6.65%    31.60%     9.34%    45.91%    (27.73)%   18.83%    (14.30)%   38.02%
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (Millions)..........................     $605       $533       $432      $202      $111        $40       $20        $27       $35
Ratio of Expenses to Average Net
 Assets..............................      .17%**       .18%**   .18%      .18%      .21%       .31%     1.00%       .95%      .92%
Ratio of Net Investment Income (Loss)
 to Average Net Assets...............     1.50%**      1.16%**  1.47%     1.65%     2.11%      1.91%      .65%       .24%     (.25%)
Portfolio Turnover Rate..............       25%         5%        26%       26%       33%        40%      160%        68%       92%
</TABLE>
    
   
<TABLE>
<CAPTION>
                                YEAR ENDED SEPTEMBER 30, 
- --------------------------------------------------------
                                        1986      1985
- --------------------------------------------------------
<S>                                    <C>        <C>
NET ASSET VALUE, BEGINNING OF
 PERIOD..............................  $11.68     $13.15
                                       ------     ------
INVESTMENT OPERATIONS
 Net Investment Income (Loss)........    (.01)      (.04)
 Net Realized and Unrealized Gain
   (Loss) on Investments.............    1.57       (.51)
                                        -----      -----
   TOTAL FROM INVESTMENT
     OPERATIONS......................    1.56       (.55)
- --------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment
   Income............................      --       (.15)
 Distributions from Realized Capital
   Gains.............................      --       (.77)
                                        -----      -----
   TOTAL DISTRIBUTIONS...............      --       (.92)
- --------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.......  $13.24     $11.68
- --------------------------------------------------------
- --------------------------------------------------------
TOTAL RETURN++.......................   13.33%     (3.67 %
- --------------------------------------------------------
- --------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (Millions)..........................     $31        $32
Ratio of Expenses to Average Net
 Assets..............................     .92%      1.00%
Ratio of Net Investment Income (Loss)
 to Average Net Assets...............    (.06%)     (.28
Portfolio Turnover Rate..............      92%       103%
</TABLE>
    
 
   
(1) Adjusted to reflect a 3-for-1 stock split as of February 3, 1990.
    
   
 *  Results prior to January 31, 1994, are for the former Vanguard Small
    Capitalization Stock Fund.
    
   
 ** Annualized.
    
   
 +  Prior to September 11, 1989, Schroder Capital Management International
    provided investment advisory services to the Fund. Effective September 11,
    1989, The Vanguard Group, Inc. began providing investment advisory services
    to the Fund on an at-cost basis.
    
   
++  Total return figures do not reflect the annual account maintenance fees of
    $10 or applicable portfolio transaction fees.
    
 
- --------------------------------------------------------------------------------
 
                                        9
<PAGE>   12
 
   
YIELD AND
TOTAL RETURN          From time to time a Portfolio of the Trust may advertise
                      its yield and total return. Both yield and total return
                      figures are based on historical earnings and are not
                      intended to indicate 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 for the life of the Portfolio (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
                      distributions.
    
 
   
                      In accordance with industry guidelines set forth by the
                      U.S. Securities and Exchange Commission, the "30-day
                      yield" of a Portfolio is calculated by dividing the net
                      investment income per share earned during a 30-day period
                      by the net asset value per share on the last day of the
                      period. Net investment income includes interest and
                      dividend income earned on a Portfolio's securities; it is
                      net of all expenses and all recurring and nonrecurring
                      charges that have been applied to all shareholder
                      accounts. The yield calculation assumes that net
                      investment income earned over 30 days is compounded
                      monthly for six months and then annualized. Methods used
                      to calculate advertised yields are standardized for all
                      stock and bond mutual funds. However, these methods differ
                      from the accounting methods used by a Portfolio to
                      maintain its books and records, and so the advertised
                      30-day yield may not fully reflect the income paid to your
                      own account.
    
 
                      Additionally, the Portfolios may compare their performance
                      to that of their comparative indexes. The target
                      benchmarks include the Standard & Poor's 500 Composite
                      Stock Price Index, the Wilshire 4500 Index, the Wilshire
                      5000 Index, the Russell 2000 Small Stock Index, the
                      S&P/BARRA Value Index and the S&P/BARRA Growth Index.
- --------------------------------------------------------------------------------
 
   
INVESTMENT
OBJECTIVES
EACH PORTFOLIO SEEKS
TO MATCH THE
INVESTMENT
PERFORMANCE OF ITS
RESPECTIVE INDEX      The Trust is an open-end diversified investment company
                      designed as an "index" fund. The Trust consists of six
                      Portfolios, each of which seeks to provide investment
                      results that correspond to a particular stock market
                      index. The correlation between the performance of each of
                      the Trust's Portfolios and the respective index that each
                      Portfolio attempts to match is expected to be at least
                      0.95. The 500, Extended Market, Total Stock Market and
                      Small Capitalization Stock Portfolios attempt to replicate
                      the investment performance of broad market indexes, while
                      the Value and Growth Portfolios attempt to replicate
                      indexes which possess certain "value" and "growth"
                      investment characteristics.
    
 
                                       10
<PAGE>   13
 
                      The pie chart below illustrates how, as measured by market
                      capitalization, the Standard & Poor's 500 Index, the
                      Wilshire 4500 Index and the Russell 2000 Index cover the
                      entire U.S. equity market, as represented by the Wilshire
                      5000 Index:
 
                                 [INSERT CHART]
 
                      - The 500 PORTFOLIO seeks to replicate the aggregate price
                        and yield performance of the Standard & Poor's 500
                        Composite Stock Price Index (the "S&P 500 Index"), an
                        index which emphasizes large-capitalization companies.
 
                      - The EXTENDED MARKET PORTFOLIO seeks to replicate the
                        aggregate price and yield performance of the Wilshire
                        4500 Index, an index which consists of more than 5,000
                        medium- and small-capitalization companies that are not
                        included in the S&P 500 Index.
 
                      - The TOTAL STOCK MARKET PORTFOLIO seeks to replicate the
                        aggregate price and yield performance of the Wilshire
                        5000 Index, an index which consists of all U.S. stocks
                        that trade on a regular basis on either the New York or
                        American Stock Exchange or the NASDAQ over-the-counter
                        market. These stocks include the large-capitalization
                        companies of the S&P 500 Index, with the exception of
                        Royal Dutch and Unilever, N.V., which trade on the New
                        York Stock Exchange as ADR's, as well as the medium-and
                        small-capitalization companies of the Wilshire 4500
                        Index.
 
                      - The SMALL CAPITALIZATION STOCK PORTFOLIO seeks to
                        replicate the aggregate price and yield performance of
                        the Russell 2000 Small Stock Index (the "Russell 2000"),
                        a broadly diversified small-capitalization stock index
                        consisting of approximately 2,000 common stocks.
 
                                       11
<PAGE>   14
 
   
                      The pie chart below illustrates how, as measured by market
                      capitalization, the S&P 500 Index is divided into the S&P/
                      BARRA Value and S&P/BARRA Growth Indexes.
    
 
                                 [INSERT CHART]
 
                      - The VALUE PORTFOLIO seeks to replicate the aggregate
                        price and yield performance of the S&P/BARRA Value
                        Index, an index which includes stocks in the S&P 500
                        Index with lower than average ratios of market price to
                        book value. These types of stocks are often referred to
                        as "value" stocks.
 
                      - The GROWTH PORTFOLIO seeks to replicate the aggregate
                        price and yield performance of the S&P/BARRA Growth
                        Index, an index which includes stocks in the S&P 500
                        Index with higher than average ratios of market price to
                        book value. These types of stocks are often referred to
                        as "growth" stocks.
 
                      There is no assurance that the Portfolios will achieve
                      their stated objectives.
 
                      These investment objectives are fundamental and so cannot
                      be changed without the approval of a majority of a
                      Portfolio's shareholders.
- --------------------------------------------------------------------------------
 
INVESTMENT
POLICIES
ALL SIX PORTFOLIOS USE A
"PASSIVE" APPROACH TO
INVEST IN COMMON
STOCKS                The six Portfolios of the Trust are not managed according
                      to traditional methods of "active" investment management,
                      which involve the buying and selling of securities based
                      upon economic, financial and market analysis and
                      investment judgment. Instead, the Portfolios, utilizing a
                      "passive" or "indexing" investment approach, attempt to
                      duplicate the investment performance of their respective
                      indexes through statistical procedures. The Portfolios are
                      managed without regard to tax ramifications.
 
                      The 500 PORTFOLIO invests in all 500 stocks in the S&P 500
                      Index in approximately the same proportions as they are
                      represented in the Index.
 
                      The EXTENDED MARKET PORTFOLIO invests in a statistically
                      selected sample of the more than 5,000 stocks included in
                      the Wilshire 4500 Index. Typically, the Portfolio invests
                      in 1,400 to 1,700 stocks. Stocks are selected for
                      inclusion in the Portfolio based primarily on market
                      capitalization and industry weightings. The Portfolio is
 
                                       12
<PAGE>   15
 
                      constructed to have aggregate investment characteristics
                      similar to those of the Wilshire 4500 Index.
 
                      The TOTAL STOCK MARKET PORTFOLIO invests in a
                      statistically selected sample of the more than 6,000
                      stocks included in the Wilshire 5000 Index. Typically, the
                      Portfolio invests in approximately 1,700 stocks. Stocks
                      are selected for inclusion in the Portfolio based
                      primarily on market capitalization and industry
                      weightings. The Portfolio is constructed to have aggregate
                      investment characteristics similar to those of the
                      Wilshire 5000 Index.
 
                      The SMALL CAPITALIZATION STOCK PORTFOLIO invests in a
                      statistically selected sample of the approximately 2,000
                      stocks included in the Russell 2000 Index. Typically, the
                      Portfolio invests in approximately 1,000 stocks. Stocks
                      are selected for inclusion in the Portfolio based on their
                      contribution to the Portfolio's market capitalization,
                      industry weightings and other fundamental characteristics
                      such as price-earnings ratios, dividend yields,
                      price-to-book ratios and financial leverage. The stocks
                      held by the Portfolio are weighted to make the Portfolio's
                      aggregate investment characteristics similar to those of
                      the Russell 2000 Index as a whole.
 
   
                      The VALUE PORTFOLIO invests in all of the common stocks
                      included in the S&P/BARRA Value Index in approximately the
                      same proportions as they are represented in the Index. As
                      of December 31, 1994, the S&P/BARRA Value Index included
                      318 of the stocks that make up the S&P 500 Index, and 50%
                      of the total market value of the Index.
    
 
   
                      The GROWTH PORTFOLIO invests in all of the common stocks
                      included in the S&P/BARRA Growth Index in approximately
                      the same proportions as they are represented in the Index.
                      As of December 31, 1994, the S&P/BARRA Growth Index
                      included 182 of the stocks that make up the S&P 500 Index,
                      and 50% of the total market value of the Index.
    
 
ALL SIX PORTFOLIOS
ATTEMPT TO REMAIN
FULLY INVESTED        Each Portfolio attempts to remain fully invested in common
                      stocks. Under normal circumstances each Portfolio will
                      invest at least 95% of its assets in the common stocks of
                      its respective index and futures contracts and options.
                      Each Portfolio may invest in certain short-term fixed
                      income securities as cash reserves, although cash or cash
                      equivalents are normally expected to represent less than
                      1% of each Portfolio's assets. Each Portfolio may also
                      invest up to 20% of its assets in stock futures contracts
                      and options in order to invest uncommitted cash balances,
                      to maintain liquidity to meet shareholder redemptions, or
                      to minimize trading costs. The Portfolios will not invest
                      in cash reserves, futures contracts or options as part of
                      a temporary defensive strategy, such as lowering a
                      Portfolio's investment in common stocks to protect against
                      potential stock market declines. The Portfolios intend to
                      remain fully invested, to the extent practicable, in a
                      pool of securities which will duplicate the investment
                      characteristics of their respective indexes. See
                      "Implementation of Policies" for a description of these
                      and other investment practices of the Trust.
 
                                       13
<PAGE>   16
 
   
                      These investment policies are not fundamental and so may
                      be changed by the Board of Trustees without shareholder
                      approval. However, shareholders would be notified prior to
                      a material change in either.
    
- --------------------------------------------------------------------------------
 
INVESTMENT
RISKS
EACH PORTFOLIO IS
SUBJECT TO MARKET RISK
                      As mutual funds investing primarily in common stocks, the
                      Portfolios of the Trust are subject to market
                      risk -- i.e., the possibility that common stock prices
                      will decline over short or even extended periods. The U.S.
                      stock market tends to be cyclical, with periods when stock
                      prices generally rise and periods when prices generally
                      decline.
 
   
                      To illustrate the volatility of stock prices, the
                      following table sets forth the extremes for stock market
                      returns as well as the average return for the period from
                      1926 to 1994, as measured by the S&P 500 Composite Stock
                      Price Index:
    
 
   
<TABLE>
<CAPTION>
                                              U.S. STOCK MARKET RETURNS (1926-1994)
                                                    OVER VARIOUS TIME HORIZONS
                                          --------------------------------------------
                                          1 YEAR     5 YEARS     10 YEARS     20 YEARS
                                          ------     -------     --------     --------
                               <S>        <C>        <C>         <C>          <C>
                               Best       +53.9%      +23.9%       +20.1%      +16.9%
                               Worst      -43.3       -12.5        - 0.9       + 3.1
                               Average    +12.2       +10.2        +10.7       +10.7
</TABLE>
    
 
   
                      As shown, common stocks have provided annual total returns
                      (capital appreciation plus dividend income) averaging
                      +10.7% for all 10-year periods from 1926 to 1994. Average
                      return may not be useful for forecasting future returns in
                      any particular period, as stock returns are quite volatile
                      from year to year.
    
 
THE EXTENDED MARKET,
TOTAL STOCK MARKET AND
SMALL CAPITALIZATION
STOCK PORTFOLIOS MAY
EXHIBIT GREATER
VOLATILITY            Historically, medium- and small-capitalization stocks have
                      been more volatile in price than the larger-capitalization
                      stocks included in the S&P 500 Index. Among the reasons
                      for the greater price volatility of these securities are
                      the less certain growth prospects of smaller firms, the
                      lower degree of liquidity in the markets for such stocks,
                      and the greater sensitivity of medium- and small-size
                      companies to changing economic conditions. Besides
                      exhibiting greater volatility, medium- and small-size
                      company stocks may, to a degree, fluctuate independently
                      of larger company stocks. Medium- and small-size company
                      stocks may decline in price as large company stocks rise,
                      or rise in price as large company stocks decline. Medium-
                      and small-size company stocks constitute the investments
                      of the Extended Market Portfolio while the Small
                      Capitalization Stock Portfolio is composed primarily of
                      small-size company stocks. Investors in the Portfolios
                      should therefore expect that the Extended Market and Small
                      Capitalization Stock Portfolios will be more volatile
                      than, and may fluctuate independently of, the 500
                      Portfolio.
 
   
                      Similarly, medium- and small-size company stocks
                      constituted approximately 31% of the net assets of the
                      Total Stock Market Portfolio on December 31, 1994.
                      Investors in the Portfolio should therefore anticipate
                      somewhat greater price volatility in the Total Stock
                      Market Portfolio relative to the 500 Portfolio.
    
 
                                       14
<PAGE>   17
 
THE VALUE AND GROWTH
PORTFOLIOS MAY
FLUCTUATE
INDEPENDENTLY         Stocks that emphasize particular investment
                      characteristics, such as "value" and "growth," may
                      fluctuate divergently from the broad market as represented
                      by the S&P 500 Index, and may also demonstrate greater
                      volatility over short or extended periods relative to the
                      broad market.
 
   
                      The S&P/BARRA Value Index maintains a lower price-to-book
                      ratio and historically has had a higher yield than the S&P
                      500 Index, while the S&P/BARRA Growth Index maintains a
                      higher price-to-book and historically has had a lower
                      yield than the S&P 500 Index. Because of these investment
                      characteristics, the S&P/BARRA Value Index has exhibited
                      somewhat less short-term volatility than the S&P 500
                      Index, while the S&P/BARRA Growth Index has displayed
                      somewhat greater short-term volatility than the S&P 500
                      Index from 1975 through 1994. However, as stated above,
                      both Indexes may be more volatile than the S&P 500 Index
                      over short or extended periods. The Indexes have been in
                      existence since May, 1992. Historical performance data was
                      generated by BARRA by constructing the S&P/BARRA Value and
                      Growth Indexes from actual S&P 500 Index holdings.
    
- --------------------------------------------------------------------------------
 
WHO SHOULD
INVEST
LONG-TERM INVESTORS
SEEKING A "PASSIVE"
APPROACH FOR INVESTING
IN COMMON STOCKS      All six Portfolios of the Trust are designed for long-term
                      investors seeking the advantages of a low-cost, "passive"
                      approach for investing in a diversified portfolio of
                      common stocks. Unlike other equity mutual funds, which
                      generally seek to "beat" stock market averages with
                      unpredictable results, all six Portfolios seek to "match"
                      their respective indexes and thus are expected to provide
                      a highly predictable return relative to their benchmarks.
 
                      Four Portfolios of the Trust provide a vehicle for
                      investing in a broad market index:
 
                      - The 500 PORTFOLIO is designed for investors seeking to
                        replicate the total return of the S&P 500 Index, an
                        index emphasizing large capitalization common stocks.
 
   
                      - The EXTENDED MARKET PORTFOLIO is designed for investors
                        seeking to replicate the total return of the Wilshire
                        4500 Index, an index consisting of small- and
                        medium-capitalization companies.
    
 
                      - The TOTAL STOCK MARKET PORTFOLIO is designed for
                        investors seeking to replicate the total return of the
                        Wilshire 5000 Index, an index consisting of all U.S.
                        stocks that trade on a regular basis on either the New
                        York or American Stock Exchange or the NASDAQ
                        over-the-counter market. The Total Stock Market
                        Portfolio will therefore reflect the performance of the
                        entire U.S. stock market.
 
                      - The SMALL CAPITALIZATION STOCK PORTFOLIO is designed for
                        investors seeking to replicate the total return of the
                        Russell 2000 Small Stock Index, an index consisting of
                        approximately 2,000 small-capitalization stocks.
 
                      Two Portfolios are designed for investors seeking to
                      emphasize certain investment characteristics while
                      continuing to utilize a "passive" investment approach:
 
                      - The VALUE PORTFOLIO is designed for investors seeking to
                        replicate the total return of the S&P/BARRA Value Index,
                        an index consisting of companies of the S&P 500 Index
                        with lower than average market price to book value
                        ratios. Such a "value-oriented" Portfolio may be
                        appropriate for more conservative stock market
 
                                       15
<PAGE>   18
 
                        investors who are seeking higher dividend income and
                        somewhat below average stock market volatility.
 
                      - The GROWTH PORTFOLIO is designed for investors seeking
                        to replicate the total return of the S&P/BARRA Growth
                        Index, an index consisting of companies of the S&P 500
                        Index with higher than average market price to book
                        value ratios. Such a "growth-oriented" Portfolio may be
                        appropriate for investors who have little need for
                        current dividend income and who can tolerate somewhat
                        above average stock market volatility.
 
                      Taken together in appropriate proportions, the Value and
                      Growth Portfolios are expected to approximate the total
                      returns achieved by the 500 Portfolio.
 
                      The share price of each Portfolio is expected to be
                      volatile, and investors should be able to tolerate sudden,
                      sometimes substantial fluctuations in the value of their
                      investment. No assurance can be given that the Portfolios
                      will achieve their stated objectives or that shareholders
                      will be protected from the risks inherent in equity
                      investing. Investors may wish to purchase shares on a
                      regular, periodic basis (dollar-cost averaging) rather
                      than investing in one lump sum in order to reduce the risk
                      of investing all their monies in common stocks at a
                      particularly unfavorable time.
 
                      The Trust 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. Investors who
                      engage in excessive account activity generate additional
                      costs which are borne by all of the Trust's shareholders.
                      In order to minimize such costs the Trust has adopted the
                      following policies. The Trust reserves the right to reject
                      any purchase request (including exchange purchases from
                      other Vanguard portfolios) that is reasonably deemed to be
                      disruptive to efficient portfolio management, either
                      because of the timing of the investment or previous
                      excessive trading by the investor. Additionally, the Trust
                      has adopted exchange privilege limitations as described in
                      the section "Exchange Privilege Limitations." Finally, the
                      Trust reserves the right to suspend the offering of its
                      shares.
 
                      Investors should not consider the Trust a complete
                      investment program, but should maintain holdings of
                      securities with different risk characteristics --
                      including common stocks, bonds and money market
                      instruments. Investors may also wish to complement an
                      investment in the Trust with other types of common stock
                      investments.
- --------------------------------------------------------------------------------
 
IMPLEMENTATION
OF POLICIES           Each Portfolio of the Trust utilizes a number of
                      investment practices in an effort to match the investment
                      performance of its respective index.
 
THE 500 PORTFOLIO
INVESTS IN ALL 500
S&P STOCKS            The 500 Portfolio attempts to duplicate the investment
                      results of the S&P 500 Index by holding all 500 stocks in
                      approximately the same proportions as they are represented
                      in the Index. This indexing technique is known as
                      "complete replication."
 
                      The S&P 500 Index is composed of 500 common stocks, which
                      are chosen by Standard & Poor's Corporation on a
                      statistical basis to be included in the Index. The
                      inclusion of a stock in the S&P 500 Index in no way
                      implies that Standard & Poor's Corporation believes the
                      stock to be an attractive investment. The 500 securities,
 
                                       16
<PAGE>   19
 
   
                      most of which trade on the New York Stock Exchange,
                      represented, as of December 31, 1994, approximately 69% of
                      the market value of all U.S. common stocks. Each stock in
                      the S&P 500 Index is weighted by its market value.
    
 
   
                      Because of the market-value weighting, the 50 largest
                      companies in the S&P 500 Index currently account for
                      approximately 46% of the Index. Typically, companies
                      included in the S&P 500 Index are the largest and most
                      dominant firms in their respective industries. As of
                      December 31, 1994, the five largest companies in the Index
                      were: General Electric (2.6%), American Telephone and
                      Telegraph (2.4%), Exxon Corporation (2.3%), Coca Cola
                      (2.0%), and Royal Dutch Petroleum (1.7%). The largest
                      industry categories were: telephone companies (8.5%),
                      international oil companies (6.3%), pharmaceutical
                      companies (5.3%), banks (5.3%), and electric power (4.0%).
    
 
   
THE EXTENDED MARKET
PORTFOLIO INVESTS IN
MEDIUM- AND
SMALL-SIZE
COMPANY STOCKS        While the S&P 500 Index includes the preponderance of
                      large market capitalization stocks, it excludes most of
                      the medium- and small-size companies which comprise the
                      remaining 31% of the capitalization of the U.S. stock
                      market. The Wilshire 4500 Index consists of all U.S.
                      stocks that are not in the S&P 500 Index and that trade
                      regularly on the New York and American Stock Exchanges as
                      well as in the NASDAQ over-the-counter market. More than
                      5,000 stocks of medium- and small-capitalization companies
                      are included in the Wilshire 4500 Index.
    
 
                      The Extended Market Portfolio will be unable to hold all
                      of the more than 5,000 issues which comprise the Wilshire
                      4500 Index because of the costs involved and the
                      illiquidity of many of the securities. Instead, the
                      Portfolio will hold a representative sample of the
                      securities in the Wilshire 4500 Index.
 
THE TOTAL STOCK
MARKET PORTFOLIO
INVESTS IN A SAMPLE OF
ALL U.S. STOCKS       Neither the S&P 500 Index nor the Wilshire 4500 Index
                      independently represents the U.S. stock market as a whole.
                      The Wilshire 5000 Index, which consists of all regularly
                      and publicly traded U.S. stocks, provides a complete proxy
                      for the U.S. stock market. More than 6,000 stocks,
                      including large-, medium-, and small-capitalization
                      companies are included in the Wilshire 5000 Index.
 
   
                      The following table illustrates the changing proportions
                      that the S&P 500 Index and the Wilshire 4500 Index have
                      represented in the Wilshire 5000 Index since 1985.
    
 
   
<TABLE>
<CAPTION>
                              WILSHIRE 5000 INDEX
                              -------------------
                                                     1985    1986    1987    1988    1989    1990    1991    1992    1993    1994
                                                     ----    ----    ----    ----    ----    ----    ----    ----    ----    ----
                              <S>                    <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
                              S&P 500..............   69%     70%     71%     71%     73%     72%     75%     71%     67%     69%
                              Wilshire 4500........   31%     30%     29%     29%     27%     28%     25%     29%     33%     31%
                                                     ----    ----    ----    ----    ----    ----    ----    ----    ----    ----
                                                     100%    100%    100%    100%    100%    100%    100%    100%    100%    100%
</TABLE>
    
 
                      In an effort to replicate the investment performance of
                      the Wilshire 5000 Index, the Total Stock Market Portfolio
                      will invest in approximately 1,000 of the largest stocks
                      in the index and an additional representative sample of
                      the remaining stocks. As in the case for the Extended
                      Market Portfolio, the high transaction costs and
                      illiquidity of many of the smaller stocks make complete
                      replication of the Wilshire 4500 Index's holdings
                      impractical.
 
                                       17
<PAGE>   20
 
                      The Extended Market and Total Stock Market Portfolios are
                      not sponsored, endorsed, sold or promoted by Wilshire
                      Associates. Wilshire(R) and Wilshire 5000(R) are
                      registered service marks of Wilshire Associates.
 
   
THE SMALL
CAPITALIZATION STOCK
PORTFOLIO INVESTS IN
SMALL-SIZE COMPANY
STOCKS                The Small Capitalization Stock Portfolio attempts to
                      duplicate the investment results of the Russell 2000 Index
                      by investing in approximately 1,000 of the 2,000 stocks in
                      the Russell 2000 Index. The Russell 2000 Index is composed
                      of approximately 2,000 small-capitalization common stocks.
                      A company's stock market capitalization is the total
                      market value of its floating outstanding shares. As of
                      December 31, 1994, the average stock market capitalization
                      of the Russell 2000 was $211 million. As in the case of
                      the Extended Market Portfolio, the high transaction costs
                      and illiquidity of many of the small stocks contained in
                      the Russell 2000 Index make complete replication of the
                      holdings impractical.
    
 
                      The Portfolio is neither sponsored by nor affiliated with
                      the Frank Russell Company. Frank Russell's only
                      relationship to the Portfolio is the licensing of the use
                      of the Russell 2000 Small Stock Index. Frank Russell
                      Company is the owner of the trademarks and copyrights
                      relating to the Russell indexes.
 
THE EXTENDED MARKET,
TOTAL STOCK MARKET AND
SMALL CAPITALIZATION
STOCK PORTFOLIOS USE
SAMPLING TECHNIQUES   The stocks of the Wilshire 4500 Index to be included in
                      the Extended Market Portfolio will be selected utilizing a
                      statistical sampling technique known as "optimization."
                      This process selects stocks for the Portfolio so that
                      various industry weightings, market capitalizations and
                      fundamental characteristics (e.g. price-to-book,
                      price-to-earnings, debt-to-asset ratios, and dividend
                      yields) closely approximate those of the appropriate
                      Index. For instance, if 10% of the capitalization of the
                      Wilshire 4500 Index consists of utility companies with
                      relatively large stock capitalizations, then the Extended
                      Market Portfolio is constructed so that approximately 10%
                      of the Portfolio's assets are invested in the stocks of
                      utility companies with relatively large capitalizations.
                      The Total Stock Market and Small Capitalization Stock
                      Portfolios are constructed using the same sampling
                      technique.
 
                      This sampling technique is expected to be an effective
                      means of substantially duplicating the income and capital
                      returns of the Extended Market, Total Stock Market and
                      Small Capitalization Stock Portfolios' target benchmarks.
                      Over time, the correlation between the performance of the
                      Extended Market, Total Stock Market and Small
                      Capitalization Stock Portfolios and their respectives
                      indexes, the Wilshire 4500 Index, Wilshire 5000 Index and
                      Russell 2000 Index, is expected to be at least 0.95. A
                      correlation of 1.00 would indicate perfect correlation,
                      which would be achieved when the net asset value of a
                      Portfolio, including the value of its dividend and capital
                      gains distributions, increases or decreases in exact
                      proportion to changes in the respective target benchmark.
 
                      Due to the use of the sampling technique, neither the
                      Extended Market Portfolio, Total Stock Market Portfolio
                      nor the Small Capitalization Stock Portfolio is expected
                      to track its benchmark index with the same degree of
                      accuracy as evidenced by the high degree of correlation
                      between the 500 Portfolio and its benchmark. However, the
                      principal advantage of this technique is to provide an
                      efficient means to invest in the universe of stocks. In
                      particular, the three Portfolios are expected to provide
 
                                       18
<PAGE>   21
 
                      broad diversification, and should operate at low costs due
                      both to their "passive" approach to portfolio management
                      and low portfolio turnover rate.
 
THE VALUE AND GROWTH
PORTFOLIOS EMPHASIZE
STOCKS WITH CERTAIN
INVESTMENT
CHARACTERISTICS       In an effort to duplicate the investment results of their
                      respective indexes, the Value and Growth Portfolios will
                      utilize "complete replication," the same indexing
                      technique used for the 500 Portfolio. Specifically, the
                      Value and Growth Portfolios will hold all of the stocks
                      included in the S&P/BARRA Value and Growth Indexes,
                      respectively, in approximately the same proportions as
                      those stocks are represented in the Indexes.
 
   
                      Standard & Poor's Corporation constructs the S&P/BARRA
                      Value and Growth Indexes semi-annually by ranking all
                      common stocks included in the S&P 500 Index by their
                      price-to-book ratios. The resulting list is then divided
                      in half by market capitalization. Those companies
                      representing half of the market capitalization of the S&P
                      500 Index and having lower price-to-book ratios are
                      included in the S&P/BARRA Value Index; the remaining
                      companies are incorporated in the S&P/BARRA Growth Index.
                      On December 31, 1994, after the semi-annual reconstitution
                      of the indexes, the S&P/BARRA Value Index consisted of 318
                      common stocks in the S&P 500 Index, while the S&P/BARRA
                      Growth Index consisted of the remaining 182. Each Index
                      represented half of the market capitalization of the S&P
                      500 Index.
    
 
                      Investment managers may use a number of different methods
                      to classify stocks as "value" or "growth". There may also
                      be other ways to define benchmarks for "value" and
                      "growth" investing. If other methods were applied to the
                      companies comprising the S&P/BARRA Value and Growth
                      Indexes, the classification of the stocks as "growth" or
                      "value" might be different.
 
   
                      Typically, the stocks included in the S&P/BARRA Value
                      Index exhibit above-average dividend yields and lower
                      price-to-book ratios. By comparison, the stocks included
                      in the S&P/BARRA Growth Index exhibit below-average
                      dividend yields and higher price-to-book ratios. As of
                      December 31, 1994, the five largest companies in the
                      S&P/BARRA Value Index were Exxon Corp., Royal Dutch
                      Petroleum Co., IBM, DuPont E.I. de Nemour, and Mobil, the
                      five largest companies in the S&P/BARRA Growth Index were
                      General Electric Co., American Telephone & Telegraph, Coca
                      Cola Co., Phillip Morris Cos., Inc., and Wal-Mart Stores.
    
 
   
                      "Standard & Poor's(R)," "S&P(R)," "S&P 500(R)," "Standard
                      & Poor's 500(R)," and "500" are trademarks of McGraw-Hill,
                      Inc. and have been licensed for use by Vanguard. The 500,
                      Value and Growth Portfolios are not sponsored, endorsed,
                      sold or promoted by Standard & Poor's Corporation ("S&P").
                      S&P makes no representations or warranty, implied or
                      expressed, to the purchasers of the Portfolios or any
                      member of the public regarding the advisability of
                      investing in index funds or the ability of the S&P 500,
                      S&P/BARRA Value and S&P/BARRA Growth Indexes to track
                      general stock market performance or to track the general
                      performance of value and growth stocks. S&P does not
                      guarantee the accuracy and/or the completeness of the S&P
                      500, S&P/BARRA Value and S&P/BARRA Growth Indexes or any
                      data included herein.
    
 
   
                      THE S&P MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO
                      RESULTS TO BE OBTAINED BY LICENSEE, OWNERS OF THE TRUST,
                      ANY PERSON OR ENTITY FROM
    
 
                                       19
<PAGE>   22
 
   
                      THE USE OF THE S&P 500 OR ANY DATA INCLUDED THEREIN IN
                      CONNECTION WITH THE USE LICENSED HEREUNDER, OR FOR ANY
                      OTHER USE. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND
                      HEREBY EXPRESSLY DISCLAIMS ALL SUCH WARRANTIES OF
                      MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE FOR
                      USE WITH RESPECT TO THE S&P 500 OR ANY DATA INCLUDED
                      THEREIN.
    
 
                      S&P's only relationship to the Portfolios is the licensing
                      of the S&P marks and the S&P 500, S&P/BARRA Value and
                      S&P/BARRA Growth Indexes, which are determined, composed
                      and calculated by S&P without regard to the 500, Value and
                      Growth Portfolios.
 
EACH PORTFOLIO MAY
INVEST IN SHORT-TERM
FIXED INCOME
SECURITIES            Although all six Portfolios normally seek to remain
                      substantially fully invested in common stocks, the
                      Portfolios of the Trust may invest temporarily in certain
                      short-term fixed income securities. Such securities may be
                      used to invest uncommitted cash balances or to maintain
                      liquidity to meet shareholder redemptions. These
                      securities include: obligations of the United States
                      Government and its agencies or instrumentalities;
                      commercial paper, bank certificates of deposit, and
                      bankers' acceptances; and repurchase agreements
                      collateralized by these securities.
 
EACH PORTFOLIO MAY
USE FUTURES CONTRACTS,
OPTIONS AND WARRANTS,
CONVERTIBLE SECURITIES
AND SWAP AGREEMENTS   Each Portfolio of the Trust may utilize stock futures
                      contracts, options, warrants, convertible securities and
                      swap agreements to a limited extent. Specifically, each
                      Portfolio may enter into futures contracts and options
                      provided that not more than 5% of its assets are required
                      as a margin deposit for futures contracts or options and
                      provided that not more than 20% of a Portfolio's assets
                      are invested in futures and options at any time.
                      Additionally, the Trust's investment in warrants will not
                      exceed more than 5% of its assets (2% with respect to
                      warrants not listed on the New York or American Stock
                      Exchanges). Futures contracts, options, warrants,
                      convertible securities and swap agreements may be used for
                      several reasons: to simulate full investment in the
                      underlying index while retaining a cash balance for fund
                      management purposes, to facilitate trading, to reduce
                      transaction costs or to seek higher investment returns
                      when a futures contract, option, warrant, convertible
                      security or swap agreement is priced more attractively
                      than the underlying equity security or index. While each
                      of these securities can be used as leveraged investments,
                      the Portfolios may not use them to leverage its net
                      assets.
 
FUTURES CONTRACTS,
OPTIONS, WARRANTS,
CONVERTIBLE SECURITIES
AND SWAP AGREEMENTS
POSE CERTAIN RISKS    The risk of loss associated with futures contracts in some
                      strategies 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 an immediate and substantial loss or gain.
                      However, the Portfolios will not use futures contracts,
                      options, warrants, convertible securities and swap
                      agreements for speculative purposes or to leverage their
                      net assets. Accordingly, the primary risks associated with
                      the use of futures contracts, options, warrants,
                      convertible securities and swap agreements by the
                      Portfolios are: (i) imperfect correlation between the
                      change in market value of the stocks held by a Portfolio
                      and the prices of futures contracts, options, warrants,
                      convertible securities and swap agreements; and (ii)
                      possible 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 behavior is expected to
 
                                       20
<PAGE>   23
 
   
                      resemble that of a Portfolio's underlying securities. The
                      risk that a Portfolio will be unable to close out a
                      futures position will be minimized by entering into such
                      transactions on an exchange with an active and liquid
                      secondary market. However options, warrants, convertible
                      securities and swap agreements purchased or sold
                      over-the-counter may be less liquid than exchange-traded
                      securities. Illiquid securities, in general, may not
                      represent more than 15% of the net assets of a Portfolio
                      of the Trust.
    
 
   
                      Since there are no futures traded on the S&P/BARRA Value
                      or Growth Indexes, it will be necessary for the Value and
                      Growth Portfolios to utilize a composite of other futures
                      contracts to simulate the performance of each of these
                      Indexes. This process may magnify the "tracking error" of
                      each Portfolio's performance compared to that of the
                      Indexes, due to lower correlation of the selected futures
                      with the Indexes. The investment adviser will attempt to
                      reduce this tracking error by investing in futures
                      contracts whose behavior is expected to resemble that of
                      the underlying securities, although there can be no
                      assurance that these selected futures will perfectly
                      correlate with the performance of the Indexes.
    
 
                      Swap agreements are contracts between parties in which one
                      party agrees to make payments to the other party based on
                      the change in market value of a specified index or asset.
                      In return, the other party agrees to make payments to the
                      first party based on the return of a different specified
                      index or asset. Although swap agreements entail the risk
                      that a party will default on its payment obligations
                      thereunder, the Portfolios will minimize this risk by
                      entering into agreements that mark to market no less
                      frequently than quarterly. Swap agreements also bear the
                      risk that the Portfolios will not be able to meet its
                      obligation to the counterparty. This risk will be
                      mitigated by investing the Portfolios in the specific
                      asset for which it is obligated to pay a return.
 
EACH PORTFOLIO MAY
LEND ITS SECURITIES   Each Portfolio of the Trust may lend its investment
                      securities to qualified institutional investors for either
                      short-term or long-term purposes of realizing additional
                      income. Loans of securities by a Portfolio will be
                      collateralized by cash, letters of credit, or securities
                      issued or guaranteed by the U.S. Government or its
                      agencies. The collateral will equal at least 100% of the
                      current market value of the loaned securities, and such
                      loans may not exceed 33 1/3% of the value of the
                      Portfolio's net assets.
 
PORTFOLIO TURNOVER IS
EXPECTED TO BE LOW    Although each Portfolio generally seeks to invest for the
                      long term, the six Portfolios of the Trust retain the
                      right to sell securities irrespective of how long they
                      have been held. However, because of the "passive"
                      investment management approach of the Trust, the portfolio
                      turnover rate for each Portfolio is expected to be under
                      50%, a generally lower turnover rate than for most other
                      investment companies. A portfolio turnover rate of 50%
                      would occur if one half of a Portfolio's securities were
                      sold within one year. Ordinarily, securities will be sold
                      from a Portfolio only to reflect certain administrative
                      changes in an index (including mergers or changes in the
                      composition of an index) or to accommodate cash flows into
                      and out of each Portfolio while maintaining the similarity
                      of a Portfolio to its benchmark index.
- --------------------------------------------------------------------------------
 
                                       21
<PAGE>   24
 
INVESTMENT
LIMITATIONS
THE TRUST HAS ADOPTED
CERTAIN FUNDAMENTAL
LIMITATIONS           The Trust has adopted certain limitations on its
                      investment practices. Specifically, each Portfolio of the
                      Trust will not:
 
                      (a) with respect to 75% of its assets, purchase securities
                          of any issuer (except obligations of the U.S.
                          Government and its instrumentalities) if, as a result,
                          more than 5% of the value of the Portfolio's assets
                          would be invested in the securities of such issuer;
 
                      (b) with respect to 75% of its assets, purchase more than
                          10% of the voting securities of any issuer;
 
                      (c) invest more than 25% of its assets in any one
                          industry; and
 
                      (d) borrow money, except that a Portfolio may borrow from
                          banks (or through reverse repurchase agreements), for
                          temporary or emergency (not leveraging) purposes,
                          including the meeting of redemption requests which
                          might otherwise require the untimely disposition of
                          securities, in an amount not exceeding 15% of the
                          value of the Portfolio's net assets (including the
                          amount borrowed and the value of any outstanding
                          reverse repurchase agreements) at the time the
                          borrowing is made. Whenever borrowings exceed 5% of
                          the value of a Portfolio's net assets, the Portfolio
                          will not make any additional investments.
 
                      These investment limitations are considered at the time
                      investment securities are purchased. The limitations
                      described here and in the Statement of Additional
                      Information may be changed only with the approval of a
                      majority of a Portfolio's shareholders.
- --------------------------------------------------------------------------------
 
   
MANAGEMENT
OF THE TRUST
VANGUARD ADMINISTERS
AND DISTRIBUTES THE
TRUST                 The Trust is a member of The Vanguard Group of Investment
                      Companies, a family of more than 30 investment companies
                      with more than 80 distinct portfolios and total assets in
                      excess of $130 billion. Through their jointly-owned
                      subsidiary, The Vanguard Group, Inc. ("Vanguard"), the
                      Trust and the other funds in the Group obtain at cost
                      virtually all of their corporate management,
                      administrative and distribution services. Vanguard also
                      provides investment advisory services on an at-cost basis
                      to certain Vanguard funds. As a result of Vanguard's
                      unique corporate structure, the Vanguard funds have costs
                      substantially lower than those of most competing mutual
                      funds. In 1994, the average expense ratio (annual costs
                      including advisory fees divided by total net assets) for
                      the Vanguard funds amounted to approximately .30% compared
                      to an average of 1.05% for the mutual fund industry (data
                      provided by Lipper Analytical Services).
    
 
                      The Officers of the Trust manage its day-to-day operations
                      and are responsible to the Trust's Board of Trustees. The
                      Trustees set broad policies for the Trust and choose its
                      Officers. A list of the Trustees and Officers of the Trust
                      and a statement 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
                      administrative personnel 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
 
                                       22
<PAGE>   25
 
                      approved by the Board of Trustees (Directors) of each
                      fund. In addition, each fund bears its own direct
                      expenses, such as legal, auditing and custodian fees.
 
                      Vanguard provides distribution and marketing services to
                      the funds. The funds are available on a no-load basis
                      (i.e., there are no sales commissions or 12b-1 fees).
                      However, each fund bears its share of the Group's
                      distribution costs.
- --------------------------------------------------------------------------------
 
   
INVESTMENT
ADVISER
VANGUARD MANAGES
THE TRUST ON AN
AT-COST BASIS         The six Portfolios of the Trust receive all investment
                      advisory services on an at-cost basis from Vanguard's Core
                      Management Group. The Core Management Group also provides
                      investment advisory services to several other Vanguard
                      Funds, including Vanguard International Equity Index Fund,
                      Vanguard Institutional Index Fund, Vanguard Balanced Index
                      Fund, Vanguard Variable Insurance Fund--Equity Index
                      Portfolio, and a portion of Vanguard/Windsor II, as well
                      as to several indexed separate accounts. Total assets
                      under management by the Core Management Group were $18
                      billion as of December 31, 1994. The Trust is not actively
                      managed, but is instead administered by the Core
                      Management Group using computerized, quantitative
                      techniques. The Core Management Group is supervised by the
                      Officers of the Trust.
    
 
                      In placing portfolio transactions, the Core Management
                      Group uses its best judgment to choose the broker most
                      capable of providing the brokerage services necessary to
                      obtain the best available price and most favorable
                      execution at the lowest commission rate. The full range
                      and quality of brokerage services available are considered
                      in making these determinations. In those instances where
                      it is reasonably determined that more than one broker can
                      offer the services needed to obtain the best available
                      price and most favorable execution, consideration may be
                      given to those brokers which supply statistical
                      information and provide other services in addition to
                      execution services to the Trust.
- --------------------------------------------------------------------------------
 
PERFORMANCE
RECORD                The tables in this section provide investment results for
                      the 500, Extended Market and Small Capitalization Stock
                      Portfolios of the Trust for several periods throughout the
                      Trust's lifetime. The results shown represent "total
                      return" investment performance, which assumes the
                      reinvestment of all capital gains and income dividends for
                      the indicated periods. Also included is comparative
                      information with respect to the unmanaged S&P 500
                      Composite Stock Price Index, the Wilshire 4500 Index and
                      the Russell 2000 Index. The results for the Portfolios are
                      net of all expenses while the results of the stock indexes
                      are hypothetical and make no allowances for the costs of
                      investing. The tables do not make any allowance for
                      federal, state or local income taxes, which shareholders
                      must pay on a current basis. The Total Stock Market,
                      Value, and Growth Portfolios were introduced in 1992, and
                      so long-term investment results are not yet available.
 
                      The results shown should not be considered a
                      representation of the total return from an investment made
                      in the Trust today. The periods shown were generally
                      favorable ones for stock market investing. This
                      information is provided to help investors better
                      understand the Trust and may not provide a basis for
                      comparison with other investments or mutual funds which
                      use a different method to calculate performance.
 
                                       23
<PAGE>   26
 
   
<TABLE>
<CAPTION>
                                                      AVERAGE ANNUAL TOTAL
                                                           RETURN FOR
                                                   VANGUARD INDEX TRUST -- 500
                                                           PORTFOLIO
                                                   --------------------------
                               FISCAL PERIODS          500           S&P 500
                               ENDED 12/31/94       PORTFOLIO*        INDEX
                             ------------------    ------------     ---------
                             <S>                   <C>              <C>
                             1 Year                    + 1.1%         + 1.3%
                             5 Years                   + 8.5          + 8.7
                             10 Years                  +14.0          +14.3
                             Lifetime**                +12.5          +13.0
</TABLE>
    
 
                             *Inclusive of $10 annual account maintenance fee.
   
                            **August 31, 1976 to December 31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                   AVERAGE ANNUAL TOTAL RETURN
                                                               FOR
                                                     VANGUARD INDEX TRUST --
                                                    EXTENDED MARKET PORTFOLIO
                                                   ---------------------------
                                                     EXTENDED        WILSHIRE
                               FISCAL PERIODS         MARKET           4500
                               ENDED 12/31/94       PORTFOLIO*        INDEX
                             ------------------    ------------     ----------
                             <S>                   <C>              <C>
                             1 Year                    - 2.8%          - 2.7%
                             5 Years                   + 8.8           + 9.1
                             Lifetime**                +12.3           +12.7
</TABLE>
    
 
                             *Includes 1% portfolio transaction fee and $10
                              annual account maintenance fee.
   
                            **December 21, 1987 to December 31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                          AVERAGE ANNUAL TOTAL RETURN FOR
                                                              VANGUARD INDEX TRUST --
                                                             SMALL CAPITALIZATION STOCK
                                                                     PORTFOLIO+
                                                          --------------------------------
                                                                SMALL             RUSSELL
                                  FISCAL PERIODS            CAPITALIZATION         2000
                                  ENDED 12/31/94           STOCK PORTFOLIO*        INDEX
                             -------------------------    ------------------     ---------
                             <S>                          <C>                    <C>
                             1 Year                              - 1.6%            - 1.8%
                             3 Years                             +11.3             +11.4
                             5 Years                             +10.4             +10.2
                             Since September 11, 1989            + 8.2               N/A
</TABLE>
    
 
                            *Includes 1% portfolio transaction fee and $10
                             annual account maintenance fee.
                            +Formerly Vanguard Small Capitalization Stock Fund,
                             Inc.
- --------------------------------------------------------------------------------
 
DIVIDENDS,
CAPITAL GAINS
AND TAXES
FOUR PORTFOLIOS PAY
QUARTERLY DIVIDENDS;
TWO PAY DIVIDENDS
ONCE A YEAR           The Trust distributes substantially all of its net
                      investment income in the form of dividends. The 500, Total
                      Stock Market, Value and Growth Portfolios pay quarterly
                      dividends, while the Extended Market and Small
                      Capitalization Stock Portfolios pay annual dividends. For
                      all six Portfolios, net capital gains, if any, are
                      distributed annually.
 
                      A Portfolio's dividend and capital gains distributions may
                      be reinvested in additional shares or received in cash.
                      See "Choosing a Distribution Option" for a description of
                      these distribution methods.
 
   
                      Pursuant to the Internal Revenue Code, certain dividend
                      and capital gains distributions declared by each Portfolio
                      during December, if received by shareholders by
    
 
                                       24
<PAGE>   27
 
                      January 31, are deemed to have been paid by the Trust and
                      received by shareholders on December 31 of the prior year.
 
   
EACH PORTFOLIO CHARGES
A $10 ANNUAL ACCOUNT
MAINTENANCE FEE       The Trust automatically deducts a $10 annual account
                      maintenance fee from the dividend income paid to each
                      Portfolio account. For the 500, Total Stock Market, Value
                      and Growth Portfolios the $10 account maintenance fee is
                      deducted at a rate of $2.50 per quarter from the dividend;
                      while for the Extended Market and Small Capitalization
                      Stock Portfolios the $10 fee is deducted once a year from
                      the dividend. If the dividend to be paid to an account is
                      less than the fee to be deducted, sufficient shares will
                      be redeemed from an account to make up the difference. The
                      Board of Trustees reserves the right to change the annual
                      account maintenance fee to reflect the actual cost of
                      maintaining shareholder accounts. This fee will be waived
                      for shareholders with an account balance of $10,000 or
                      more.
    
 
   
                      Each Portfolio of the Trust intends to continue to qualify
                      for taxation as a "regulated investment company" under the
                      Internal Revenue Code so that each Portfolio will not be
                      subject to federal income tax to the extent its income is
                      distributed to shareholders. Dividends paid by each
                      Portfolio from net investment income and net short-term
                      capital gains, whether received in cash or reinvested in
                      additional shares, will be taxable to shareholders as
                      ordinary income. For corporate investors, dividends from
                      net investment income will generally qualify in part for
                      the intercorporate dividends-received deduction. However,
                      the portion of the dividends so qualified depends on the
                      aggregate taxable qualifying dividend income received by a
                      Portfolio from domestic (U.S.) sources.
    
 
   
                      Distributions paid by a Portfolio from long-term capital
                      gains, whether received in cash or reinvested in
                      additional shares, are taxable as long-term capital gains,
                      regardless of the length of time you have owned shares in
                      the Portfolio. Capital gains distributions are made when a
                      Portfolio realizes net capital gains on sales of portfolio
                      securities during the year. A Portfolio does not seek to
                      realize any particular amount of capital gains during a
                      year; rather, realized gains are a by-product of portfolio
                      management activities. Consequently, capital gains
                      distributions may be expected to vary considerably from
                      year to year; there will be no capital gains distributions
                      in years when a Portfolio realizes net capital losses.
    
 
                      Note that if you elect to receive capital gains
                      distributions in cash, instead of reinvesting them in
                      additional shares, you are in effect reducing the capital
                      at work for you in a Portfolio. Also, keep in mind that if
                      you purchase shares in a Portfolio shortly before the
                      record date for a dividend or capital gains distribution,
                      a portion of your investment will be returned to you as a
                      taxable distribution, regardless of whether you are
                      reinvesting your distributions or receiving them in cash.
 
                      The Trust will notify you annually as to the tax status of
                      dividend and capital gains distributions paid by each
                      Portfolio.
 
A CAPITAL GAIN OR LOSS
MAY BE REALIZED
UPON EXCHANGE
OR REDEMPTION         A sale of shares of a Portfolio is a taxable event, and
                      may result in a capital gain or loss. A capital gain or
                      loss may be realized from an ordinary redemption of shares
                      or an exchange of shares between two mutual funds (or two
                      portfolios of the same fund).
 
                                       25
<PAGE>   28
 
                      Dividend distributions, capital gain distributions, and
                      capital gains or losses from redemptions and exchanges may
                      be subject to state and local taxes.
 
   
                      Each Portfolio of the Trust is required to withhold 31% of
                      taxable dividends, capital gains distributions, and
                      redemptions paid to shareholders who have not complied
                      with IRS taxpayer identification regulations. You may
                      avoid this withholding requirement by certifying on your
                      Account Registration Form your proper Social Security or
                      Employer Identification number and by certifying that you
                      are not subject to backup withholding.
    
 
                      The Trust is organized as a Pennsylvania business trust
                      and, in the opinion of counsel, is not liable for any
                      income or franchise tax in the Commonwealth of
                      Pennsylvania. The Trust will be subject to Pennsylvania
                      county personal property tax in the county which is the
                      site of its principal office. Shareholders who are
                      Pennsylvania residents will not be subject to county
                      personal property taxes, with the exception of non-exempt
                      holders who are residents of the City and School District
                      of Pittsburgh.
 
                      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 investment in the Trust.
- --------------------------------------------------------------------------------
 
THE SHARE
PRICE OF
EACH PORTFOLIO        The share price or "net asset value" per share of each
                      Portfolio is determined by dividing the total market value
                      of the Portfolio's investments and other assets, less any
                      liabilities, by the number of outstanding shares of the
                      Portfolio. Net asset value per share is determined once
                      daily at the close of regular trading on the New York
                      Stock Exchange (generally 4:00 p.m. Eastern time).
 
   
                      Portfolio securities that are listed on a securities
                      exchange are valued at the last quoted sales price on the
                      day the valuation is made. Price information on listed
                      securities is taken from the exchange where the security
                      is primarily traded by the Portfolio. Securities which are
                      listed on an exchange and which are not traded on the
                      valuation date are valued at the mean of the bid and ask
                      prices. For the 500, Value and Growth Portfolios, unlisted
                      securities for which market quotations are readily
                      available are valued at the latest quoted bid price. For
                      the Extended Market, Total Stock Market and Small
                      Capitalization Stock Portfolios, unlisted securities for
                      which market quotations are readily available are valued
                      at the mean of the bid and ask prices. Temporary cash
                      investments are valued at amortized cost which
                      approximates market value. Securities for which no current
                      quotations are readily available are valued at fair market
                      value as determined in good faith by the Trustees.
                      Securities may be valued on the basis of prices provided
                      by a pricing service when such prices are believed to
                      reflect the fair market value of such securities.
    
 
                      Each Portfolio's share price can be found daily in the
                      mutual fund listings of most major newspapers under the
                      heading of The Vanguard Group.
- --------------------------------------------------------------------------------
 
                                       26
<PAGE>   29
 
GENERAL
INFORMATION           The Trust is a Pennsylvania business trust. The
                      Declaration of Trust permits the Trustees to issue an
                      unlimited number of shares of beneficial interest with no
                      par value. The Board of Trustees has the power to
                      designate one or more classes or series of shares of
                      common stock and to classify or reclassify any unissued
                      shares with respect to such series. Currently, the Trust
                      is offering shares of six series.
 
                      The shares of each series are fully paid and
                      non-assessable; have no preference as to conversion,
                      exchange, dividends, retirement or other features; and
                      have no pre-emptive rights. Such shares have
                      non-cumulative voting rights, meaning that the holders of
                      more than 50% of the shares voting for the election of
                      Trustees can elect 100% of the Trustees if they so choose.
 
                      Annual meetings of shareholders will not be held except as
                      required by the Investment Company Act of 1940 and other
                      applicable law. An annual meeting will be held to vote on
                      the removal of a Trustee or Trustees of the Trust if
                      requested in writing by the holders of not less than 10%
                      of the outstanding shares of the Trust.
 
   
                      All securities and cash for the 500, Extended Market and
                      Total Stock Market Portfolios are held by State Street
                      Bank and Trust Company, Boston, MA. All securities and
                      cash for the Small Capitalization Stock and the Value and
                      Growth Portfolios are held by CoreStates Bank,
                      Philadelphia, PA. The Vanguard Group, Inc., Valley Forge,
                      PA, serves as the Trust's Transfer and Dividend Disbursing
                      Agent. Price Waterhouse LLP serves as independent
                      accountants for the Trust and will audit its financial
                      statements annually. The Trust is not involved in any
                      litigation.
    
- --------------------------------------------------------------------------------
 
                                       27
<PAGE>   30
 
                               SHAREHOLDER GUIDE
 
   
OPENING AN
ACCOUNT AND
PURCHASING
SHARES                You may open a regular (non-retirement) account, either by
                      mail or wire. Simply complete and return an Account
                      Registration Form or appropriate Adoption Agreement (e.g.,
                      the IRA Adoption Agreement) and any required legal
                      documentation, indicating the amount you wish to invest.
                      Your purchase must be equal to or greater than the $3,000
                      minimum initial investment requirement for each Portfolio
                      ($500 for retirement accounts or Uniform Gifts/Transfers
                      to Minors Act accounts). You must open a new Individual
                      Retirement Account by mail (IRAs may not be opened by
                      wire) using a Vanguard IRA Adoption Agreement. Your
                      purchase must be equal to or greater than the $500 minimum
                      initial investment requirement, but no more than $2,000 if
                      you are making a regular IRA contribution. Rollover
                      contributions are generally limited to the amount
                      withdrawn within the past 60 days from an IRA or other
                      qualified Retirement Plan. If you need assistance with the
                      forms or have any questions about the Trust, please call
                      our Investor Information Department (1-800-662-7447).
                      NOTE: For other types of account registrations (e.g.,
                      corporations, associations, other organizations, trusts or
                      powers of attorney), please call us to determine which
                      additional forms you may need.
    
 
                      Because of the risks associated with common stock
                      investments, the Trust 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 Trust reserves the right to
                      reject any specific purchase (and exchange purchase)
                      request. The Trust also reserves the right to suspend the
                      offering of shares for a period of time.
 
IMPORTANT NOTE ON
EXPENSES              Shares of each Portfolio are purchased at the
                      next-determined net asset value per share after your
                      investment has been received. Purchases of the Extended
                      Market and Small Capitalization Stock Portfolios are
                      subject to a portfolio transaction fee of 1%, while
                      purchases of the Total Stock Market Portfolio are subject
                      to a 0.25% portfolio transaction fee. In addition, all six
                      Portfolios charge a $10 annual account maintenance fee.
                      See "Trust Expenses." The Trust is offered on a no-load
                      basis (i.e., there are no sales commissions or 12b-1
                      fees).
 
ADDITIONAL
INVESTMENTS           Subsequent investments to regular accounts may be made by
                      mail ($100 minimum), wire ($1,000 minimum), written
                      exchange from another Vanguard Fund account ($100
                      minimum), or Vanguard Fund Express. However, the Trust
                      reserves the right to reject any specific purchase
                      request, whether it be made by check, wire, exchange from
                      another Vanguard Fund account, or Vanguard Fund Express.
                      Subsequent investments to Individual Retirement Accounts
                      may be made by mail ($100 minimum) or exchange from
                      another Vanguard Fund account. In some instances,
                      contributions may be made by wire or Vanguard Fund
                      Express. Please call us for more information on these
                      options.
- --------------------------------------------------------------------------------
 
                                       28
<PAGE>   31
 
<TABLE>
<S>                       <C>                                       <C>
                                                                    ADDITIONAL INVESTMENTS
                          NEW ACCOUNT                               TO EXISTING ACCOUNTS
PURCHASING BY MAIL        Please include the amount of              Additional investments should
                          your initial investment and               include the Invest-by-Mail
Complete and sign the     indicate the Portfolio(s) you             remittance form attached to your
enclosed Account          have selected on the                      Fund confirmation statements.
Registration Form         registration form, make your              Please make your check payable
                          check payable to The Vanguard             to The Vanguard
                          Group-- (Portfolio Number), see           Group--(Portfolio Number), see
                          below for the appropriate                 below for the appropriate
                          portfolio number, and mail to:            portfolio number, write your
                                                                    account number on your check
                          VANGUARD FINANCIAL CENTER                 and, using the return envelope
                          P.O. BOX 2600                             provided, mail to the address
                          VALLEY FORGE, PA 19482                    indicated on the Invest-by-Mail
                                                                    Form.
For express or            VANGUARD FINANCIAL CENTER                 All written requests should be
registered mail,          455 DEVON PARK DRIVE                      mailed to one of the addresses
send to:                  WAYNE, PA 19087                           indicated for new accounts. Do
                                                                    not send registered or express
                                                                    mail to the post office box
                                                                    address.
</TABLE>
 
                      VANGUARD INDEX TRUST PORTFOLIO NUMBERS:
                      500 Portfolio -- 40
                      Extended Market Portfolio -- 98
                      Total Stock Market Portfolio -- 85
                      Small Capitalization Stock Portfolio -- 48
                      Value Portfolio -- 06
                      Growth Portfolio -- 09
 
<TABLE>
<S>                       <C>                                       <C>
                          --------------------------------
                                            CORESTATES BANK, N.A.
                                            ABA 031000011
                                            CORESTATES NO. 0101 9897
                                            ATTN VANGUARD
                                            VANGUARD INDEX TRUST
                                            NAME OF PORTFOLIO
                                            ACCOUNT NUMBER
                                            ACCOUNT REGISTRATION
                          You should notify our Client Services Department of your intended wire
                          purchase,
                          including the federal wire number to be used, by 12:00 noon (Eastern
                          time). 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
PURCHASING BY WIRE
Money should be           Registra-
wired to:                 tion Form and mail it to the "New Account" address after completing your
BEFORE WIRING
Please contact our
Client Services
Department                wire
(1-800-662-2739)          arrangement. NOTE: Federal Funds wire purchase orders will be accepted
                          only when
                          the Trust and Custodian Banks are open for business.
</TABLE>
 
- --------------------------------------------------------------------------------
 
                                       29
<PAGE>   32
 
   
PURCHASING BY
EXCHANGE (from a
Vanguard account)     Telephone exchanges are not accepted for Vanguard Index
                      Trust. You may, however, open an account by exchange by
                      providing the appropriate information on the Account
                      Registration Form. The new account will have the same
                      registration as the existing account. The Trust reserves
                      the right to refuse any exchange purchase request.
    
- --------------------------------------------------------------------------------
 
PURCHASING BY
FUND EXPRESS
Automatic Investment  The Fund Express Automatic Investment option lets you move
                      money from your bank account to your Vanguard account on
                      the schedule (monthly, bimonthly [every other month],
                      quarterly or yearly) you select. To establish this Fund
                      Express option, please provide the appropriate information
                      on the Account Registration Form. We will send you a
                      confirmation of your Fund Express enrollment; please wait
                      three weeks before using the service.
- --------------------------------------------------------------------------------
 
CHOOSING A
DISTRIBUTION
OPTION                You must select one of three distribution options:
 
                      1. AUTOMATIC REINVESTMENT OPTION -- Both dividends and
                         capital gains distributions will be reinvested in
                         additional 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 shares.
 
                      3. ALL CASH OPTION -- Both dividend and capital gains
                         distributions will be paid in cash.
 
                      You may change your option by calling our Client Services
                      Department (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 dividends and/or capital gains
                      distributions automatically to your bank account. Please
                      see "Other Vanguard Services" for more information.
- --------------------------------------------------------------------------------
 
TAX CAUTION
INVESTORS SHOULD ASK
ABOUT THE TIMING OF
CAPITAL GAINS AND
DIVIDEND DISTRIBUTIONS
BEFORE INVESTING      Under Federal tax laws, the Trust is required to
                      distribute net capital gains and dividend income to Trust
                      shareholders. These distributions are made to all
                      shareholders who own Trust shares as of the distribution's
                      record date, regardless of how long the shares have been
                      owned. Purchasing shares just prior to the record date
                      could have a significant impact on your tax liability for
                      the year. For example, if you purchase shares immediately
                      prior to the record date of a sizable capital gain or
                      income dividend distribution, you will be assessed taxes
                      on the amount of the capital gain and/or dividend
                      distribution later paid even though you owned the Trust
                      shares for just a short period of time. (Taxes are due on
                      the distributions even if the dividend or gain is
                      reinvested in additional Trust shares.) While the total
                      value of your investment will be the same after the
                      distribution -- the amount of the 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.
 
                                       30
<PAGE>   33
 
   
                      Prospective investors should, therefore, inquire about
                      potential distributions before investing. The Trust's
                      annual capital gains distribution normally occurs in
                      December, while income dividends are generally paid
                      quarterly for the 500, Total Stock Market, Value and
                      Growth Portfolios in March, June, September & December;
                      annually for the Extended Market and the Small
                      Capitalization Stock Portfolios in December. For
                      additional information on distributions and taxes, see the
                      section titled "Dividends, Capital Gains and Taxes."
    
- --------------------------------------------------------------------------------
 
IMPORTANT
INFORMATION
ESTABLISHING OPTIONAL
SERVICES              The easiest way to establish optional Vanguard services on
                      your account is to select the options you desire when you
                      complete your Account Registration Form. If you wish to
                      add options later, you may need to provide Vanguard with
                      additional information and a signature guarantee. Please
                      call our Client Services Department (1-800-662-2739) for
                      further assistance.
 
SIGNATURE
GUARANTEES            For our mutual protection, we may require a signature
                      guarantee 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          Share certificates will be issued upon request (except for
                      the Total Stock Market, Value and Growth Portfolios). If a
                      certificate is lost, you may incur an expense to replace
                      it.
 
BROKER-DEALER
PURCHASES             If you purchase shares in Vanguard Funds through a
                      registered broker-dealer or investment adviser, the
                      broker-dealer or adviser may charge a service fee.
 
   
CANCELLING TRADES     The Trust will not cancel any trade (e.g., purchase,
                      exchange or redemption) believed to be authentic, received
                      in writing or by telephone, once the trade request has
                      been received.
    
 
   
ELECTRONIC PROSPECTUS
DELIVERY              If you would prefer to receive a prospectus for the Fund
                      or any of the Vanguard Funds in an electronic format,
                      please call 1-800-231-7870 for additional information. If
                      you elect to do so, you may also receive a paper copy of
                      the prospectus, by calling 1-800-662-7447.
    
- --------------------------------------------------------------------------------
 
   
WHEN YOUR
ACCOUNT WILL BE
CREDITED              Your trade date is the date on which your account is
                      credited. If your purchase is made by check, Federal Funds
                      wire or exchange, and is received by the close of regular
                      trading the New York Stock Exchange (generally 4:00 p.m.
                      Eastern time), your trade date is the day of receipt. If
                      your purchase is received after the close of the Exchange,
                      your trade date is the next business day. Shares of the
                      500, Extended Market, Total Stock Market, Small
                      Capitalization Stock, Value and Growth Portfolios are
                      purchased at the net asset value determined on your trade
                      date. Shares of the Extended Market and Small
                      Capitalization Stock Portfolios are also subject to a 1%
                      portfolio transaction fee while shares of the Total Stock
                      Market Portfolio are subject to a 0.25% portfolio
                      transaction fee. (See "Trust Expenses.") Vanguard will not
                      accept third-party checks to open an account. Please be
                      sure your purchase check is made payable to the Vanguard
                      Group.
    
 
                                       31
<PAGE>   34
 
   
                      In order to prevent lengthy processing delays caused by
                      the clearing of foreign checks, Vanguard will only accept
                      a foreign 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.
    
- --------------------------------------------------------------------------------
 
SELLING YOUR
SHARES                You may withdraw any portion of the funds in your account
                      by redeeming shares at any time. You may initiate a
                      request by writing or by telephoning. Your redemption
                      proceeds are normally mailed within two business days
                      after the receipt of the request in Good Order.
- --------------------------------------------------------------------------------
 
SELLING BY MAIL       Requests should be mailed to VANGUARD FINANCIAL CENTER,
                      VANGUARD INDEX TRUST, P.O. BOX 1120, VALLEY FORGE, PA
                      19482. (For express or registered mail, send your request
                      to Vanguard Financial Center, Vanguard Index Trust, 455
                      Devon Park Drive, Wayne, PA 19087.)
 
                      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            GOOD ORDER means that the request includes the following:
 
                      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
                         required, in the case of estates, corporations, trusts
                         and certain other accounts.
                      6. Any certificates that you hold for the account.
 
                      IF YOU HAVE QUESTIONS ABOUT THIS DEFINITION AS IT PERTAINS
                      TO YOUR REQUEST, PLEASE CALL OUR CLIENT SERVICES
                      DEPARTMENT (1-800-662-2739).
- --------------------------------------------------------------------------------
 
SELLING BY
TELEPHONE             To sell shares by telephone, you or your pre-authorized
                      representative may call our Client Services Department at
                      1-800-662-2739. The proceeds will be sent to you by mail.
                      Please see "Important Information About Telephone
                      Transactions."
- --------------------------------------------------------------------------------
 
SELLING BY FUND
EXPRESS
Automatic
Withdrawal            With the Fund Express Automatic Withdrawal option, money
                      will be automatically moved from your Vanguard Fund
                      account to your bank account according to the schedule you
                      have selected. You may elect Fund Express on the Account
                      Registration Form or call our Investor Information
                      Department (1-800-662-7447) for a Fund Express
                      application.
- --------------------------------------------------------------------------------
 
   
SELLING BY
EXCHANGE              You may sell shares by making an exchange to another
                      Vanguard Fund account. Exchanges to or from Vanguard Index
                      Trust may be made only by mail. Send your exchange request
                      to VANGUARD FINANCIAL CENTER, VANGUARD INDEX TRUST, P.O.
                      BOX 1120, VALLEY FORGE, PA 19482.
    
- --------------------------------------------------------------------------------
 
                                       32
<PAGE>   35
 
   
IMPORTANT REDEMPTION
INFORMATION           Shares purchased by check or Fund Express may be redeemed
                      at any time. However, your redemption proceeds will not be
                      paid until payment for the purchase is collected, which
                      may take up to ten calendar days.
    
- --------------------------------------------------------------------------------
 
DELIVERY OF
REDEMPTION
PROCEEDS              Redemption requests received by telephone prior to the
                      close of the New York Stock Exchange (generally 4:00 p.m.
                      Eastern time) are processed on the day of receipt and the
                      redemption proceeds are normally sent on the following
                      business day.
 
                      Redemption requests received by telephone after the close
                      of the Exchange are processed on the business day
                      following receipt and the proceeds are normally sent on
                      the second business day following receipt.
 
                      Redemption 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 Order. The Trust reserves the right to
                      revise or terminate the telephone redemption privilege at
                      any time.
 
                      The Trust 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.
 
                      If the Board of Trustees determines that it would be
                      detrimental to the best interests of the Trust's remaining
                      shareholders to make payment in cash, the Trust may pay
                      redemption proceeds in whole or in part by a distribution
                      in kind of readily marketable securities.
- --------------------------------------------------------------------------------
 
VANGUARD'S AVERAGE
COST STATEMENT        If you make a redemption from a qualifying account,
                      Vanguard will send you an Average Cost Statement which
                      provides you with the tax basis of the shares you
                      redeemed. Please see "Other Vanguard Services" for
                      additional information.
- --------------------------------------------------------------------------------
 
   
MINIMUM ACCOUNT
BALANCE REQUIREMENT   Due to the relatively high cost of maintaining smaller
                      accounts, the Trust reserves the right to redeem shares in
                      any account that is below $3,000 ($250 with respect to the
                      500 Portfolio). It is the Trust's current policy that, at
                      any time your total investment in the Extended Market,
                      Total Stock Market, Small Capitalization Stock, Value or
                      Growth Portfolios falls below $3,000 ($250 with respect to
                      the 500 Portfolio), you may be notified that your account
                      is below the Portfolio's minimum account balance
                      requirement. You would then be allowed 60 days to make an
                      additional investment before the account is liquidated.
                      Proceeds would be promptly paid to the registered
                      shareholder. (These minimums do not apply to IRAs, other
                      retirement accounts, and Uniform Gifts/Transfers to Minors
                      Act accounts).
    
 
   
                      The Trust minimum account balance requirement will not
                      apply if your account falls below $3,000 ($250 with
                      respect to the 500 Portfolio) solely as a result of
                      declining markets (i.e., a decline in a Portfolio's net
                      asset value).
    
- --------------------------------------------------------------------------------
 
                                       33
<PAGE>   36
 
   
EXCHANGING YOUR
SHARES                Should your investment goals change, you may exchange your
                      shares of Vanguard Index Trust for those of other
                      available Vanguard Funds. Exchanges to or from Vanguard
                      Index Trust may be made only by mail. TELEPHONE EXCHANGES
                      BETWEEN NON-RETIREMENT ACCOUNTS ARE NOT ACCEPTED FOR THE
                      TRUST.
    
- --------------------------------------------------------------------------------
 
EXCHANGING BY MAIL    Please be sure to include on your exchange request the
                      name and account number of your current Portfolio, the
                      name of the Trust you wish to exchange into, the amount
                      you wish to exchange, and the signatures of all registered
                      account holders. Send your request to VANGUARD FINANCIAL
                      CENTER, VANGUARD INDEX TRUST, P.O. BOX 1120, VALLEY FORGE,
                      PA 19482. (For express or registered mail, send your
                      request to Vanguard Financial Center, Vanguard Index
                      Trust, 455 Devon Park Drive, Wayne, PA 19087.)
- --------------------------------------------------------------------------------
 
IMPORTANT EXCHANGE
INFORMATION           Before you make an exchange, you should consider the
                      following:
 
                      - Please read the Fund's prospectus before making an
                        exchange. 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.
 
                      - The shares to be exchanged must be on deposit and not
                        held in certificate form.
 
   
                      - New accounts are not currently accepted in the Vanguard/
                        Windsor Fund or Vanguard/ PRIMECap Fund.
    
 
                      - The redemption price of shares redeemed by exchange is
                        the net asset value next determined after Vanguard has
                        received all required documentation 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 Trust reserves the right to revise
                      or terminate its provisions, limit the amount of or reject
                      any exchange, as deemed necessary, at any time.
- --------------------------------------------------------------------------------
 
EXCHANGE
PRIVILEGE
LIMITATIONS           The Trust's exchange privilege is not intended to afford
                      shareholders a way to speculate on short-term movements in
                      the market. Accordingly, in order to prevent excessive use
                      of the exchange privilege that may potentially disrupt the
                      management of the Trust and increase transaction costs,
                      the Trust 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 of the Trust during
                      any twelve month period. Notwithstanding these
                      limitations, the Trust reserves the right to reject any
                      purchase request (including exchange
 
                                       34
<PAGE>   37
 
                      purchases from other Vanguard portfolios) that is
                      reasonably deemed to be disruptive to efficient portfolio
                      management.
- --------------------------------------------------------------------------------
 
IMPORTANT
INFORMATION ABOUT
TELEPHONE
TRANSACTIONS          The ability to initiate redemptions (except wire
                      redemptions) by telephone is automatically established on
                      your account unless you request in writing that telephone
                      transactions on your account not be permitted.
 
                      To protect your account from losses resulting from
                      unauthorized 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.
 
   
                      Neither the Trust nor Vanguard will be responsible for the
                      authenticity of transaction instructions received by
                      telephone, provided that reasonable security procedures
                      have been followed. Vanguard believes that the security
                      procedures described 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 account.
    
- --------------------------------------------------------------------------------
 
TRANSFERRING
REGISTRATION          You may transfer the registration of any of your Trust
                      shares to another person by completing a transfer form and
                      sending it to: VANGUARD FINANCIAL CENTER, P.O. BOX 1110,
                      VALLEY FORGE, PA 19482 ATTENTION: TRANSFER DEPARTMENT. The
                      request must be in Good Order. To obtain a transfer form
                      and full instructions, please call our Client Services
                      Department (1-800-662-2739).
- --------------------------------------------------------------------------------
 
STATEMENTS AND
REPORTS               Vanguard will send you a confirmation statement each time
                      you 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 statement will be a year-end statement,
                      listing all transaction activity for the entire calendar
                      year.
 
                      Financial reports on the Trust will be mailed to you
                      semi-annually, according to the Fund's fiscal year-end.
 
                      Vanguard's Average Cost Statement provides you with the
                      average cost of shares redeemed from your account, using
                      the average 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 Vanguard account may expect to receive their
                      Average Cost Statement in February of the following year.
                      Please call our Client Services Department
                      (1-800-662-2739) for information.
- --------------------------------------------------------------------------------
 
                                       35
<PAGE>   38
 
   
OTHER VANGUARD
SERVICES              For more information about any of these services, please
                      call our Investor Information Department at
                      1-800-662-7447.
    
 
VANGUARD DIRECT
DEPOSIT SERVICE       With Vanguard's Direct Deposit Service, most U.S.
                      Government checks (including Social Security and military
                      pension checks) and private payroll checks may be
                      automatically deposited into your Vanguard Fund account.
                      Separate brochures and forms are available for direct
                      deposit of U.S. Government and private payroll checks.
 
   
VANGUARD AUTOMATIC
EXCHANGE SERVICE      Vanguard's Automatic Exchange Service allows you to move
                      money automatically among your Vanguard Fund accounts. For
                      instance, the service can be used to "dollar cost average"
                      from a money market portfolio into a stock or bond fund or
                      to contribute to an IRA or other retirement plan. Please
                      contact our Client Services Department at 1-800-662-2739
                      for additional information.
    
 
VANGUARD FUND
EXPRESS               Vanguard's Fund Express allows you to transfer money
                      between your Trust account and your account at a bank,
                      savings and loan association, or a credit union that is a
                      member of the Automated Clearing House (ACH) system. You
                      may elect this service on the Account Registration Form or
                      call our 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
                      redemptions are credited to your account. In addition,
                      some services of Fund Express cannot be used with specific
                      Vanguard Funds. For more information, please refer to the
                      Vanguard Fund Express brochure.
 
   
VANGUARD DIVIDEND
EXPRESS               Vanguard's Dividend Express allows you to transfer your
                      dividends and/or capital gains distributions automatically
                      from your Trust account, one business day after the
                      Trust's payable date, to your account at a bank, savings
                      and loan association, or a credit union that is a member
                      of the Automated Clearing House (ACH) system. You may
                      elect this service on the Account Registration Form or
                      call the Investor Information Department (1-800-662-7447)
                      for a Vanguard Dividend Express application.
    
 
   
VANGUARD
TELE-ACCOUNT          Vanguard's Tele-Account is a convenient, automated service
                      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 offering
                      detailed operating instructions is available from our
                      Investor Information Department (1-800-662-7447).
    
- --------------------------------------------------------------------------------
 
                                       36
<PAGE>   39
 
   
                      [THIS PAGE INTENTIONALLY LEFT BLANK]
    
<PAGE>   40
 
   
                      [THIS PAGE INTENTIONALLY LEFT BLANK]
    
<PAGE>   41
 
- --------------------------------------------------------------------------------
 
   
<TABLE>
<S>                              <C>                                    <C>
      P040                       ---------------------------                                 P   R   O   S   P   E   C   T   U   S
                                 THE VANGUARD GROUP                                                                 APRIL 28, 1995
                                 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)
                                 TELECOMMUNICATION SERVICE
                                 FOR THE HEARING-IMPAIRED:
                                 1-800-662-2738
                                 TRANSFER AGENT:
                                 The Vanguard Group, Inc.
                                 Vanguard Financial Center
                                 Valley Forge, PA 19482
</TABLE>
    
 
- --------------------------------------------------------------------------------
<PAGE>   42
 
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
[VANGUARD INDEX TRUST LOGO]
                                                  A Member of The Vanguard Group
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
   
PROSPECTUS -- APRIL 28, 1995
    
- --------------------------------------------------------------------------------
 
FUND INFORMATION: PARTICIPANT SERVICES -- 1-800-523-1188
- --------------------------------------------------------------------------------
 
INVESTMENT
OBJECTIVE AND
POLICIES              Vanguard Index Trust (the "Trust") is an open-end
                      diversified investment company designed as an "index"
                      fund. THE TRUST CONSISTS OF SIX PORTFOLIOS: THE 500,
                      EXTENDED MARKET, TOTAL STOCK MARKET, SMALL CAPITALIZATION
                      STOCK, VALUE AND GROWTH PORTFOLIOS. Each of these
                      Portfolios invests in common stocks in order to match the
                      investment performance of a distinct market index.
- --------------------------------------------------------------------------------
 
IMPORTANT NOTE        This Prospectus is intended exclusively for participants
                      in employer-sponsored retirement or savings plans, such as
                      tax-qualified pension and profit-sharing plans and 401(k)
                      thrift plans, as well as 403(b) custodial accounts for
                      non-profit educational and charitable organizations.
                      Another version of this Prospectus, containing information
                      on how to open a personal investment account with the
                      Trust, is available for individual investors. To obtain a
                      copy of that version of the Prospectus, please call
                      1-800-662-7447.
- --------------------------------------------------------------------------------
 
OPENING AN
ACCOUNT               A Portfolio of the Trust is an investment option under a
                      retirement or savings program sponsored by your employer.
                      The administrator of your retirement plan or your employee
                      benefits office can provide you with detailed information
                      on how to participate in your plan and how to elect a
                      Portfolio of the Trust as an investment option.
 
                      If you have any questions about the Trust, please contact
                      Participant Services at 1-800-523-1188. If you have any
                      questions about your plan account, contact your plan
                      administrator or the organization that provides
                      recordkeeping services for your plan.
- --------------------------------------------------------------------------------
 
   
ABOUT THIS
PROSPECTUS            This Prospectus is designed to set forth concisely the
                      information you should know about the Trust before you
                      invest. It should be retained for future reference. A
                      "Statement of Additional Information" containing
                      additional information about the Trust has been filed with
                      the Securities and Exchange Commission. This Statement is
                      dated April 28, 1995 and has been incorporated by
                      reference into this Prospectus. A copy may be obtained
                      without charge by writing to the Trust or by calling the
                      Investor Information Department.
    
- --------------------------------------------------------------------------------
 
TABLE OF CONTENTS
 
   
<TABLE>
<S>                                        <C>                                        <C>
                                  Page                                       Page                                       Page
Highlights .......................  2      Investment Risks ................. 13      Performance Record ................ 22
Trust Expenses ...................  4      Who Should Invest ................ 14      Dividends, Capital Gains
Financial Highlights .............  6      Implementation of                            and Taxes ....................... 24
Yield and Total Return ...........  9      Policies ......................... 16      The Share Price of Each
Investment Objectives ............ 10      Investment Limitations ........... 21        Portfolio ....................... 24
Investment                                 Management of the Trust .......... 21      General Information ............... 25
  Policies ....................... 12      Investment Adviser ............... 22      Service Guide ..................... 26
</TABLE>
    
 
- --------------------------------------------------------------------------------
 
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
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
<PAGE>   43
 
                                   HIGHLIGHTS
 
OBJECTIVE AND
POLICIES
                      The Trust is an open-end diversified investment company
                      designed as an "index" fund. Shares of the Trust are
                      offered on a no-load basis, although the Trust incurs
                      certain distribution expenses. The Trust consists of six
                      separate Portfolios, each of which invests in common
                      stocks in order to match the performance of a selected
                      market index. There is no assurance, however, that the
                      Trust will achieve its stated objective.           PAGE 10
- --------------------------------------------------------------------------------
 
SIX SEPARATE
PORTFOLIOS            Investors may choose to invest in any of six Portfolios of
                      the Trust:
 
                      500 PORTFOLIO -- seeks to match the investment performance
                      of the Standard & Poor's 500 Composite Stock Price Index,
                      an index emphasizing large-capitalization stocks.
 
                      EXTENDED MARKET PORTFOLIO -- seeks to match the investment
                      performance of the Wilshire 4500 Index, an index
                      consisting of medium- and small-capitalization stocks.
 
                      TOTAL STOCK MARKET PORTFOLIO -- seeks to match the
                      investment performance of the Wilshire 5000 Index, an
                      index consisting of all regularly and publicly traded U.S.
                      stocks.
 
                      SMALL CAPITALIZATION STOCK PORTFOLIO -- seeks to match the
                      investment performance of the Russell 2000 Small Stock
                      Index, an index consisting of 2,000 small-capitalization
                      common stocks.
 
                      VALUE PORTFOLIO -- seeks to match the investment
                      performance of the S&P/BARRA Value Index, an index
                      consisting of stocks selected from the Standard & Poor's
                      500 Index with lower than average ratios of market price
                      to book value.
 
   
                      GROWTH PORTFOLIO -- seeks to match the investment
                      performance of the S&P/BARRA Growth Index, an index
                      consisting of stocks selected from the Standard & Poor's
                      500 Index with higher than average ratios of market price
                      to book value.                                     PAGE 10
    
- --------------------------------------------------------------------------------
 
RISK
CHARACTERISTICS       As mutual funds investing in common stocks, all six
                      Portfolios of the Trust are subject to market risk, which
                      is the possibility that common stock prices will decline,
                      sometimes substantially over short or extended periods.
                      Due to differences in the securities they hold, the six
                      Portfolios may exhibit varying levels of volatility. 
                                                                         PAGE 13
- --------------------------------------------------------------------------------
 
   
THE VANGUARD
GROUP                 The Trust is a member of The Vanguard Group of Investment
                      Companies, 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 21
    
- --------------------------------------------------------------------------------
 
INVESTMENT
ADVISER               The Trust receives investment advisory services on an
                      at-cost basis from Vanguard's Core Management Group. As a
                      result, the Trust receives its investment advisory
                      services at a substantially lower cost than would be
                      possible if the Trust paid an investment advisory fee to
                      an external investment adviser.                    PAGE 22
- --------------------------------------------------------------------------------
 
                                        2
<PAGE>   44
 
   
FEES AND EXPENSES     A portfolio transaction fee of 1% is deducted from
                      purchases of the Small Capitalization Stock Portfolio; a
                      0.5% portfolio transaction fee is deducted from purchases
                      of the Extended Market Portfolio; and a 0.25% portfolio
                      transaction fee is deducted from purchases of the Total
                      Stock Market Portfolio. Portfolio transaction fees are
                      paid to the Portfolios to offset transaction costs of
                      buying securities of small- and medium-sized
                      companies.                                          PAGE 4
    
- --------------------------------------------------------------------------------
 
DIVIDEND POLICY       The Trust distributes substantially all of its net
                      investment income in the form of dividends. The 500, Total
                      Stock Market, Value and Growth Portfolios distribute
                      dividends quarterly, whereas the Extended Market and Small
                      Capitalization Stock Portfolios distribute dividends
                      annually. In all six Portfolios, net capital gains, if
                      any, are distributed annually.                     PAGE 24
- --------------------------------------------------------------------------------
 
   
SPECIAL
CONSIDERATIONS        (1) Each Portfolio may invest a portion of its assets in
                          futures contracts, options, convertible securities &
                          swap agreements.                               PAGE 19
    
 
                      (2) Each Portfolio may invest in short-term fixed income
                          securities.                                    PAGE 19
 
   
                      (3) Each Portfolio may lend its securities.        PAGE 21
    
 
                      (4) Each Portfolio may borrow money.               PAGE 21
- --------------------------------------------------------------------------------
 
                                        3
<PAGE>   45
 
   
TRUST EXPENSES        The following table illustrates all expenses and fees that
                      you would incur as a shareholder of the Trust. The
                      expenses and fees are for the fiscal year ended December
                      31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                                          TOTAL                                    SMALL
                               SHAREHOLDER                  EXTENDED      STOCK                                CAPITALIZATION
                               TRANSACTION        500        MARKET      MARKET        VALUE       GROWTH          STOCK
                                 EXPENSES      PORTFOLIO    PORTFOLIO   PORTFOLIO    PORTFOLIO    PORTFOLIO      PORTFOLIO+
                              ------------------------------------------------------------------------------------------------
                              <S>              <C>          <C>         <C>          <C>          <C>          <C> 
                              Sales Load
                                Imposed on
                                Purchases...        None        None***      None**       None         None              None*
                              Sales Load
                                Imposed
                                on
                                Reinvested
                                Dividends...        None        None         None         None         None              None
                              Redemption
                                Fees........        None        None         None         None         None              None
                              Exchange
                                Fees........        None        None         None         None         None              None
</TABLE>
    
 
                        * Shareholders are charged a 1% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
                       ** Shareholders are charged a 0.25% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
   
                      *** Shareholders are charged a 0.5% portfolio transaction
                          fee, payable directly to the Portfolio, on each
                          purchase of shares.
    
   
                        + Formerly Vanguard Small Capitalization Stock Fund,
                          Inc.
    
 
   
<TABLE>
<CAPTION>
                                                                          TOTAL                                    SMALL
                               ANNUAL FUND                  EXTENDED      STOCK                                CAPITALIZATION
                                OPERATING         500        MARKET      MARKET        VALUE       GROWTH          STOCK
                                 EXPENSES      PORTFOLIO    PORTFOLIO   PORTFOLIO    PORTFOLIO    PORTFOLIO      PORTFOLIO+
                              -----------------------------------------------------------------------------------------------
                              <S>              <C>          <C>         <C>          <C>          <C>          <C>
                              Management &
                              Administrative
                               Expenses++...       0.16%       0.15%        0.14%        0.14%        0.07%             0.12%
                              Investment
                                Advisory
                                Fees........        0.00        0.01         0.01         0.01         0.06              0.01
                              12b-1 Fees....        None        None         None         None         None              None
                              Other Expenses
                                Distribution
                                Costs.......        0.02        0.02         0.02         0.02         0.02              0.02
                               Miscellaneous
                                 Expenses...        0.01        0.02         0.03         0.03         0.05              0.03
                                                   -----       -----        -----        -----        -----             -----
                              Total Other
                                Expenses....        0.03        0.04         0.05         0.05         0.07              0.04
                                                   -----       -----        -----        -----        -----             -----
                                  Total
                                   Operating
                                 Expenses...       0.19%       0.20%        0.20%        0.20%        0.20%             0.17%
                                                   -----       -----        -----        -----        -----             -----
                                                   -----       -----        -----        -----        -----             -----
</TABLE>
    
 
   
                       + Formerly Vanguard Small Capitalization Stock Fund, Inc.
    
   
                      ++ In addition to these costs, each Portfolio assesses an
                         annual account maintenance fee of $10. This fee will be
                         waived for shareholders with an account balance of
                         $10,000 or more.
    
 
                      The purpose of this table is to assist you in
                      understanding the various costs and expenses that you
                      would bear directly or indirectly as an investor in the
                      Trust.
 
   
THREE PORTFOLIOS
ASSESS TRANSACTION
FEES
                      The Small Capitalization Stock Portfolio assesses a
                      portfolio transaction fee on purchases of Portfolio shares
                      equal to 1% of the dollar amount invested; the Extended
                      Market Portfolio assesses a portfolio transaction fee
                      equal to 0.5% of the dollar amount invested; and the Total
                      Stock Market Portfolio assesses a portfolio transaction
                      fee equal to 0.25% of the dollar amount invested. The
                      portfolio transaction fees are paid to the respective
                      Portfolio, not to Vanguard. They are not sales charges.
    
 
                                        4
<PAGE>   46
 
                      These fees apply to initial investments in the Extended
                      Market, Small Capitalization Stock and Total Stock Market
                      Portfolios and all subsequent purchases (including
                      purchases made by exchange from another Vanguard Fund or
                      from the other portfolios of the Trust), but not to
                      reinvested dividend or capital gains distributions.
                      Portfolio transaction fees are deducted automatically from
                      the amount invested; they cannot be paid separately.
 
                      The purpose of these transaction fees is to allocate
                      transaction costs associated with new purchases to
                      investors making those purchases, thus insulating existing
                      shareholders from those transaction costs. These costs
                      include: (1) brokerage costs; (2) market impact
                      costs -- i.e., the increase in market prices which may
                      result when the Portfolio purchases thinly traded stocks;
                      and, most importantly, (3) the effect of the "bid-ask"
                      spread in the over-the-counter market. (Securities in the
                      over-the-counter market are bought at the "ask" or
                      purchase price, but are valued in the Portfolio at the
                      mean of the "bid," or sale, and "ask" prices.)
 
   
                      The 1%, 0.5% and 0.25% fees represent Vanguard's estimate
                      of the brokerage and other transaction costs incurred by
                      the Small Capitalization Stock, Extended Market and Total
                      Stock Market Portfolios in acquiring stocks of mid-sized
                      and small capitalization companies. Without the fees, the
                      three Portfolios, which incur these costs directly, would
                      experience reduced investment performance for all
                      shareholders in each Portfolio. With the fees, the
                      transaction costs of acquiring additional stocks are borne
                      not by all existing shareholders, but by those investors
                      making additional purchases. Because the purchaser, not
                      the Portfolios, bears these costs, the Portfolios are
                      expected to track their respective benchmark indexes more
                      closely.
    
 
   
                      The following example illustrates the expenses that you
                      would incur on a $1,000 investment over various time
                      periods, assuming (1) a 5% annual rate of return and (2)
                      redemption at the end of each period. The example includes
                      the $10 account maintenance fee for each Portfolio; the 1%
                      portfolio transaction fee for the Small Capitalization
                      Stock Portfolio; the 0.5% portfolio transaction fee for
                      the Extended Market Portfolio; and the 0.25% transaction
                      fee for the Total Stock Market Portfolio. As noted in the
                      table on the previous page, the Trust charges no
                      redemption fees of any kind.
    
 
   
<TABLE>
<CAPTION>
                                                                 1 YEAR    3 YEARS    5 YEARS    10 YEARS
                        <S>                                      <C>       <C>        <C>        <C>
                                                                  -----     ------     ------     -------
                        500 Portfolio.........................    $ 12       $36        $60        $123
                        Extended Market Portfolio.............    $ 17       $41        $66        $129
                        Total Stock Market Portfolio..........    $ 15       $39        $63        $127
                        Growth Portfolio......................    $ 12       $36        $61        $124
                        Value Portfolio.......................    $ 12       $36        $61        $124
                        Small Capitalization Stock
                          Portfolio...........................    $ 22       $45        $69        $131
</TABLE>
    
 
   
                      Included in these estimates are account maintenance fees
                      of $10, $30, $50 and $100 for the respective periods
                      shown. Accordingly, for investments larger than
    
 
                                        5
<PAGE>   47
 
                      $1,000, your total expenses will be substantially lower in
                      percentage terms than this illustration implies.
 
                      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.
- --------------------------------------------------------------------------------
 
   
FINANCIAL
HIGHLIGHTS            The following financial highlights for a share outstanding
                      throughout each period, insofar as they relate to each of
                      the five years ended December 31, 1994, have been audited
                      by Price Waterhouse LLP, independent accountants, whose
                      reports thereon were unqualified. This financial
                      information should be read in conjunction with the Trust's
                      financial statements and notes thereto, which are
                      incorporated by reference in the Statement of Additional
                      Information and in this Prospectus, and which appear,
                      along with the reports of Price Waterhouse LLP, in the
                      Trust's 1994 Annual Report to Shareholders and inserts
                      thereto. For a more complete discussion of the Trust's
                      performance, please see the Trust's 1994 Annual Report to
                      Shareholders, which may be obtained free of charge by
                      writing to the Trust or calling Participant Services at
                      1-800-523-1188.
    
 
   
<TABLE>
                                   ------------------------------------------------------------------------------------------
                                                                           500 PORTFOLIO
                                   ------------------------------------------------------------------------------------------
                                                                       YEAR ENDED DECEMBER 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..............  $43.83    $40.97    $39.32    $31.24   $33.64   $27.18   $24.65   $24.27   $22.99   $19.52
                                   ------    ------    ------    ------   ------   ------   ------   ------   ------   ------
INVESTMENT OPERATIONS
  Net Investment Income..........    1.18      1.13      1.12      1.15     1.17     1.20     1.08      .88      .89      .91
  Net Realized and Unrealized
    Gain
    (Loss) on Investments........    (.67)     2.89      1.75      8.20    (2.30)    7.21     2.87      .36     3.30     5.08
                                   ------    ------    ------    ------   ------   ------   ------   ------   ------   ------
    TOTAL FROM INVESTMENT
      OPERATIONS.................     .51      4.02      2.87      9.35    (1.13)    8.41     3.95     1.24     4.19     5.99
- -----------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment
    Income.......................   (1.17)    (1.13)    (1.12)    (1.15)   (1.17)   (1.20)   (1.10)    (.69)    (.89)    (.91)
  Distributions from Realized
    Capital Gains................    (.20)     (.03)     (.10)     (.12)    (.10)    (.75)    (.32)    (.17)   (2.02)   (1.61)
                                   ------    ------    ------    ------   ------   ------   ------   ------   ------   ------
    TOTAL DISTRIBUTIONS..........   (1.37)    (1.16)    (1.22)    (1.27)   (1.27)   (1.95)   (1.42)    (.86)   (2.91)   (2.52)
- -----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF YEAR.....  $42.97    $43.83    $40.97    $39.32   $31.24   $33.64   $27.18   $24.65   $24.27   $22.99
- -----------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN*....................    1.18%     9.89%     7.42%    30.22%   (3.32)%  31.36%   16.22%    4.71%   18.06%   31.23%
- -----------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year
  (Millions).....................  $9,356    $8,273    $6,547    $4,345   $2,173   $1,804   $1,055     $826     $485     $394
Ratio of Expenses to Average
  Net Assets.....................     .19%      .19%      .19%      .20%     .22%     .21%     .22%     .26%     .28%     .28%
Ratio of Net Investment Income to
  Average Net Assets.............    2.72%     2.65%     2.81%     3.07%    3.60%    3.62%    4.08%    3.15%    3.40%    4.09%
Portfolio Turnover Rate..........       6%+       6%+       4%+       5%+     23%+      8%      10%      15%      29%      36%
</TABLE>
    
 
   
* Total return figures do not reflect the annual account maintenance fee of $10.
    
   
+ Portfolio turnover rates excluding in-kind redemptions were 4%, 2%, 1%, 1% and
  6%, respectively.
    
 
                                        6
<PAGE>   48
 
   
<TABLE>
<CAPTION>
                                                ---------------------------------------------------------------------------------
                                                                            EXTENDED MARKET PORTFOLIO
                                                ---------------------------------------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,
                                                ------------------------------------------------------------------     DEC. 21+,
                                                 1994      1993      1992      1991      1990      1989      1988     TO 31, 1987
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
NET ASSET VALUE, BEGINNING OF PERIOD..........  $19.43    $17.35    $15.82    $11.48    $13.92    $11.60     $9.99       $10.00
                                                ------    ------    ------    ------    ------    ------    ------    ---------
INVESTMENT OPERATIONS
  Net Investment Income.......................     .28       .23       .24       .25       .30       .26       .34          .03
  Net Realized and Unrealized Gain
    (Loss) on Investments.....................    (.62)     2.28      1.72      4.54     (2.25)     2.52      1.63         (.04)
                                                ------    ------    ------    ------    ------    ------    ------     --------
    TOTAL FROM INVESTMENT OPERATIONS..........    (.34)     2.51      1.96      4.79     (1.95)     2.78      1.97         (.01)
- ---------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income........    (.28)     (.23)     (.25)     (.25)     (.33)     (.23)     (.20)          --
  Distributions from Realized Capital Gains...    (.29)     (.20)     (.18)     (.20)     (.16)     (.23)     (.16)          --
                                                ------    ------    ------    ------    ------    ------    ------     --------
    TOTAL DISTRIBUTIONS.......................    (.57)     (.43)     (.43)     (.45)     (.49)     (.46)     (.36)          --
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD................  $18.52    $19.43    $17.35    $15.82    $11.48    $13.92    $11.60        $9.99
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN*.................................   (1.76)%   14.49%    12.47%    41.85%   (14.05)%   24.10%    19.75%       (0.10)%
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..........    $967      $928      $585      $372      $179      $147       $35           $5
Ratio of Expenses to Average Net Assets.......     .20%      .20%      .20%      .19%      .23%      .23%      .24%           0%
Ratio of Net Investment Income to Average
  Net Assets..................................    1.51%     1.48%     1.73%     2.14%     2.68%     2.92%     2.90%           0%
Portfolio Turnover Rate.......................      19%       13%        9%       11%        9%       14%       26%           3%
</TABLE>
    
 
* Total return figures do not reflect the annual account maintenance fee of $10
  or applicable portfolio transaction fees.
+ Commencement of operations.
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                TOTAL STOCK MARKET PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,          MARCH 16+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $11.69             $10.84              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .27                .26                 .23
  Net Realized and Unrealized Gain (Loss) on Investments..........    (.29)               .88                 .84
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................    (.02)              1.14                1.07
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.27)              (.26)               (.23)
  Distributions from Realized Capital Gains.......................    (.03)              (.03)                 --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.30)              (.29)               (.23)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $11.37             $11.69              $10.84
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................   (0.17)%            10.62%              10.41%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................    $786               $512                $275
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                .21%*
Ratio of Net Investment Income to Average Net Assets..............    2.35%              2.31%               2.42%*
Portfolio Turnover Rate...........................................       2%                 1%                  3%
</TABLE>
    
 
   
 * Annualized.
    
   
** Total return figures do not reflect the annual account maintenance fee of $10
   or applicable portfolio transaction fees.
    
   
 + Commencement of operations.
    
 
                                        7
<PAGE>   49
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                      GROWTH PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,         NOVEMBER 2+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $10.20             $10.26              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .21                .21                 .06
  Net Realized and Unrealized Gain (Loss) on Investments..........     .08               (.06)                .26
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................     .29                .15                 .32
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.21)              (.21)               (.06)
  Distributions from Realized Capital Gains.......................      --                 --                  --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.21)              (.21)               (.06)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $10.28             $10.20              $10.26
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................    2.89%              1.53%               3.19%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................     $86                $51                 $21
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                  0%*
Ratio of Net Investment Income to Average Net Assets..............    2.08%              2.10%               2.85%*
Portfolio Turnover Rate...........................................      28%                36%                  2%
</TABLE>
    
 
   
 * Annualized.
    
   
** Total return figures do not reflect the annual account maintenance fee of
   $10.
    
   
 + Commencement of operations.
    
 
   
<TABLE>
<CAPTION>
                                                                     --------------------------------------------------
                                                                                      VALUE PORTFOLIO
                                                                     --------------------------------------------------
                                                                     YEAR ENDED DECEMBER 31,         NOVEMBER 2+, 1992,
                                                                     1994               1993        TO DECEMBER 31, 1992
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD..............................  $11.74             $10.30              $10.00
                                                                    ------             ------       -------------
INVESTMENT OPERATIONS
  Net Investment Income...........................................     .38                .38                 .07
  Net Realized and Unrealized Gain (Loss) on Investments..........    (.46)              1.50                 .30
                                                                    ------             ------       -------------
    TOTAL FROM INVESTMENT OPERATIONS..............................    (.08)              1.88                 .37
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income............................    (.38)              (.38)               (.07)
  Distributions from Realized Capital Gains.......................    (.16)              (.06)                 --
                                                                    ------             ------       -------------
    TOTAL DISTRIBUTIONS...........................................    (.54)              (.44)               (.07)
- ------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD....................................  $11.12             $11.74              $10.30
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN**....................................................   (0.73)%            18.35%               3.70%
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..............................    $297               $190                 $24
Ratio of Expenses to Average Net Assets...........................     .20%               .20%                  0%*
Ratio of Net Investment Income to Average Net Assets..............    3.37%              3.26%               3.46%*
Portfolio Turnover Rate...........................................      32%                30%                  4%
</TABLE>
    
 
   
 * Annualized.
    
   
** Total return figures do not reflect the annual account maintenance fee of
   $10.
    
   
 + Commencement of operations.
    
 
                                        8
<PAGE>   50
   
<TABLE>
<CAPTION>
                                     --------------------------------------------------------------------------------------------
                                                               SMALL CAPITALIZATION STOCK PORTFOLIO*
                                     --------------------------------------------------------------------------------------------
                                     FEB. 1 TO   OCT. 1, 1993                       YEAR ENDED SEPTEMBER 30,
                                     DEC. 31,    TO JAN. 31,    -----------------------------------------------------------------
                                       1994          1994        1993      1992     1991     1990(1)    1989+     1988      1987
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>         <C>           <C>       <C>       <C>       <C>        <C>      <C>       <C>
NET ASSET VALUE, BEGINNING OF
 PERIOD..............................   $16.24      $16.23     $12.63    $12.03     $8.55     $11.88    $11.96    $15.73   $13.24
                                      -------    ---------     ------    ------    ------     ------    ------    ------   ------
INVESTMENT OPERATIONS
 Net Investment Income (Loss)........      .20         .05        .20       .19       .20        .17       .10       .03     (.04)
 Net Realized and Unrealized Gain
   (Loss) on Investments.............     (.86)        .96       3.73       .88      3.60      (3.46)     2.13     (2.59)    4.42
                                       ------     --------      -----     -----     -----      -----     -----     -----    -----
   TOTAL FROM INVESTMENT
     OPERATIONS......................     (.66)       1.01       3.93      1.07      3.80      (3.29)     2.23     (2.56)    4.38
- ---------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment
   Income............................     (.22)       (.18)      (.18)     (.18)     (.18)      (.04)    (.14)        --       --
 Distributions from Realized
   Capital Gains.....................     (.37)       (.82)      (.15)     (.29)     (.14)        --     (2.17)    (1.21)   (1.89)
                                       ------     --------      -----     -----     -----      -----     -----     -----    -----
   TOTAL DISTRIBUTIONS...............     (.59)      (1.00)      (.33)     (.47)     (.32)      (.04)    (2.31)    (1.21)   (1.89)
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.......   $14.99      $16.24     $16.23    $12.63    $12.03      $8.55    $11.88    $11.96   $15.73
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN++.......................    (4.00)%      6.65%     31.60%     9.34%    45.91%    (27.73)%   18.83%   (14.30)%  38.02%
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (Millions)..........................     $605        $533       $432      $202      $111        $40       $20       $27      $35
Ratio of Expenses to Average
 Net Assets..........................      .17%**       .18%**    .18%      .18%      .21%       .31%     1.00%      .95%     .92%
Ratio of Net Investment Income
 (Loss) to Average Net Assets........     1.50%**      1.16%**   1.47%     1.65%     2.11%      1.91%      .65%      .24%    (.25%)
Portfolio Turnover Rate..............       25%          5%        26%       26%       33%        40%      160%       68%      92%
</TABLE>
    
   
<TABLE>
<CAPTION>
- -------------------------------------------------------- 
                                YEAR ENDED SEPTEMBER 30,
- -------------------------------------------------------- 
                                        1986      1985
- -------------------------------------------------------- 
<S>                                    <C>        <C>
NET ASSET VALUE, BEGINNING OF
 PERIOD..............................  $11.68     $13.15
                                       ------     ------
INVESTMENT OPERATIONS
 Net Investment Income (Loss)........    (.01)      (.04)
 Net Realized and Unrealized Gain
   (Loss) on Investments.............    1.57       (.51)
                                        -----      -----
   TOTAL FROM INVESTMENT
     OPERATIONS......................    1.56       (.55)
- -------------------------------------------------------- 
DISTRIBUTIONS
 Dividends from Net Investment
   Income............................      --       (.15)
 Distributions from Realized
   Capital Gains.....................      --       (.77)
                                        -----      -----
   TOTAL DISTRIBUTIONS...............      --       (.92)
- -------------------------------------------------------- 
NET ASSET VALUE, END OF PERIOD.......  $13.24     $11.68
- -------------------------------------------------------- 
- -------------------------------------------------------- 
TOTAL RETURN++.......................   13.33%     (3.67)%
- -------------------------------------------------------- 
- -------------------------------------------------------- 
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (Millions)..........................     $31        $32
Ratio of Expenses to Average
 Net Assets..........................     .92%      1.00%
Ratio of Net Investment Income
 (Loss) to Average Net Assets........    (.06%)     (.28)
Portfolio Turnover Rate..............      92%       103%
</TABLE>
    
 
(1) Adjusted to reflect a 3-for-1 stock split as of February 3, 1990.
   
 *  Results prior to January 31, 1994, are for the former Vanguard Small
    Capitalization Stock Fund.
    
   
 ** Annualized.
    
   
  + Prior to September 11, 1989, Schroder Capital Management International
    provided investment advisory services to the Fund. Effective September 11,
    1989, The Vanguard Group, Inc. began providing investment advisory services
    to the Fund on an at-cost basis.
    
 ++ Total return figures do not reflect the annual account maintenance fees of
    $10 or applicable portfolio transaction fees.
- --------------------------------------------------------------------------------
   
YIELD AND TOTAL
RETURN                From time to time a Portfolio of the Trust may advertise
                      its yield and total return. Both yield and total return
                      figures are based on historical earnings and are not
                      intended to indicate 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 for the life of the Portfolio (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
                      distributions.
    
 
   
                      In accordance with industry guidelines set forth by the
                      U.S. Securities and Exchange Commission, the "30-day
                      yield" of a Portfolio is calculated by dividing the net
                      investment income per share earned during a 30-day period
                      by the net asset value per share on the last day of the
                      period. Net investment income includes interest and
                      dividend income earned on a Portfolio's securities; it is
                      net of all expenses and all recurring and nonrecurring
                      charges that have been applied to all shareholder
                      accounts. The yield calculation assumes that net
                      investment income earned over 30 days is compounded
                      monthly for six months and then annualized. Methods used
                      to calculate advertised yields are standardized for all
                      stock and bond mutual funds. However, these methods differ
                      from the accounting methods used by a Portfolio to
                      maintain its books and records, and so the advertised
                      30-day yield may not fully reflect the income paid to your
                      own account.
    
 
                                        9
<PAGE>   51
 
                      Additionally, the Portfolios may compare their performance
                      to that of their comparative indexes. The target
                      benchmarks include the Standard & Poor's 500 Composite
                      Stock Price Index, the Wilshire 4500 Index, the Wilshire
                      5000 Index, the Russell 2000 Small Stock Index, the
                      S&P/BARRA Value Index and the S&P/BARRA Growth Index.
- --------------------------------------------------------------------------------
 
INVESTMENT
OBJECTIVES
EACH PORTFOLIO SEEKS TO
MATCH THE INVESTMENT
PERFORMANCE OF ITS
RESPECTIVE INDEX
                      The Trust is a no-load, open-end diversified investment
                      company designed as an "index" fund. The Trust consists of
                      six Portfolios, each of which seeks to provide investment
                      results that correspond to a particular stock market
                      index. The correlation between the performance of each of
                      the Trust's Portfolios and the respective index that each
                      Portfolio attempts to match is expected to be at least
                      0.95. The 500, Extended Market, Total Stock Market and
                      Small Capitalization Stock Portfolios attempt to replicate
                      the investment performance of broad market indexes, while
                      the Value and Growth Portfolios attempt to replicate
                      indexes which possess certain "value" and "growth"
                      investment characteristics.
 
                      The pie chart below illustrates how, as measured by
                      capitalization, the Standard & Poor's 500 Index, the
                      Wilshire 4500 Index and the Russell 2000 Index cover the
                      entire U.S. equity market, as represented by the Wilshire
                      5000 Index:
 
                      [INSERT CHART]
 
                      - The 500 PORTFOLIO seeks to replicate the aggregate price
                        and yield performance of the Standard & Poor's 500
                        Composite Stock Price Index (the "S&P 500 Index"), an
                        index which emphasizes large-capitalization companies.
 
                      - The EXTENDED MARKET PORTFOLIO seeks to replicate the
                        aggregate price and yield performance of the Wilshire
                        4500 Index, an index which consists of more than 5,000
                        medium- and small-capitalization companies that are not
                        included in the S&P 500 Index.
 
                                       10
<PAGE>   52
 
   
                      - The TOTAL STOCK MARKET PORTFOLIO seeks to replicate the
                        aggregate price and yield performance of the Wilshire
                        5000 Index, an index which consists of all U.S. stocks
                        that trade on a regular basis on either the New York or
                        American Stock Exchange or the NASDAQ over-the-counter
                        market. These stocks include the large-capitalization
                        companies of the S&P 500 Index, with the exception of
                        Royal Dutch and Unilever, N.V., which trade on the New
                        York Stock Exchange as ADR's, as well as the medium- and
                        small-capitalization companies of the Wilshire 4500
                        Index.
    
 
                      - The SMALL CAPITALIZATION STOCK PORTFOLIO seeks to
                        replicate the aggregate price and yield performance of
                        the Russell 2000 Small Stock Index (the "Russell 2000"),
                        a broadly diversified small-capitalization stock index
                        consisting of approximately 2,000 common stocks.
 
                      The pie chart below illustrates how, as measured by market
                      capitalization, the S&P 500 Index is divided into the S&P/
                      BARRA Value and S&P/BARRA Growth Indexes.
 
                      [INSERT CHART]
 
                      - The VALUE PORTFOLIO seeks to replicate the aggregate
                        price and yield performance of the S&P/BARRA Value
                        Index, an index which includes stocks in the S&P 500
                        with lower than average ratios of market price to book
                        value. These types of stocks are often referred to as
                        "value" stocks.
 
                      - The GROWTH PORTFOLIO seeks to replicate the aggregate
                        price and yield performance of the S&P/BARRA Growth
                        Index, an index which includes stocks in the S&P 500
                        with higher than average ratios of market price to book
                        value. These types of stocks are often referred to as
                        "growth" stocks.
 
                      There is no assurance that the Portfolios will achieve
                      their stated objectives.
 
                      These investment objectives are fundamental and so cannot
                      be changed without the approval of a majority of a
                      Portfolio's shareholders.
- --------------------------------------------------------------------------------
 
                                       11
<PAGE>   53
 
INVESTMENT
POLICIES
ALL SIX PORTFOLIOS USE A
"PASSIVE" APPROACH TO
INVEST IN COMMON
STOCKS
                      The six Portfolios of the Trust are not managed according
                      to traditional methods of "active" investment management,
                      which involve the buying and selling of securities based
                      upon economic, financial and market analysis and
                      investment judgment. Instead, the Portfolios, utilizing a
                      "passive" or "indexing" investment approach, attempt to
                      duplicate the investment performance of their respective
                      indexes through statistical procedures. The Portfolios are
                      managed without regard to tax ramifications.
 
                      THE 500 PORTFOLIO invests in all 500 stocks in the S&P 500
                      Index in approximately the same proportions as they are
                      represented in the Index.
 
                      THE EXTENDED MARKET PORTFOLIO invests in a statistically
                      selected sample of the more than 5,000 stocks included in
                      the Wilshire 4500 Index. Typically, the Portfolio invests
                      in 1,400 to 1,700 stocks. Stocks are selected for
                      inclusion in the Portfolio based primarily on market
                      capitalization and industry weightings. The Portfolio is
                      constructed to have aggregate investment characteristics
                      similar to those of the Wilshire 4500 Index.
 
                      THE TOTAL STOCK MARKET PORTFOLIO invests in a
                      statistically selected sample of the more than 6,000
                      stocks included in the Wilshire 5000 Index. Typically, the
                      Portfolio invests in approximately 1,700 stocks. Stocks
                      are selected for inclusion in the Portfolio based
                      primarily on market capitalization and industry
                      weightings. The Portfolio is constructed to have aggregate
                      investment characteristics similar to those of the
                      Wilshire 5000 Index.
 
                      THE SMALL CAPITALIZATION STOCK PORTFOLIO invests in a
                      statistically selected sample of the approximately 2,000
                      stocks included in the Russell 2000 Index. Typically, the
                      Portfolio invests in approximately 1,000 stocks. Stocks
                      are selected for inclusion in the Portfolio based on their
                      contribution to the Portfolio's market capitalization,
                      industry weightings and other fundamental characteristics
                      such as price-earnings ratios, dividend yields,
                      price-to-book ratios and financial leverage. The stocks
                      held by the Portfolio are weighted to make the Portfolio's
                      aggregate investment characteristics similar to those of
                      the Russell 2000 Index as a whole.
 
   
                      THE VALUE PORTFOLIO invests in all of the common stocks
                      included in the S&P/BARRA Value Index in approximately the
                      same proportions as they are represented in the Index. As
                      of December 31, 1994, the S&P/BARRA Value Index included
                      318 of the stocks that make up the S&P 500 Index, and 50%
                      of the total market value of the Index.
    
 
   
                      THE GROWTH PORTFOLIO invests in all of the common stocks
                      included in the S&P/BARRA Growth Index in approximately
                      the same proportions as they are represented in the Index.
                      As of December 31, 1994, the S&P/BARRA Growth Index
                      included 182 of the stocks that make up the S&P 500 Index,
                      and 50% of the total market value of the Index.
    
 
                                       12
<PAGE>   54
 
ALL SIX PORTFOLIOS
ATTEMPT TO REMAIN
FULLY INVESTED
                      Each Portfolio attempts to remain fully invested in common
                      stocks. Under normal circumstances, each Portfolio will
                      invest at least 95% of its assets in the common stocks of
                      its respective index and futures contracts and options.
                      Each Portfolio may invest in certain short-term fixed
                      income securities as cash reserves, although cash or cash
                      equivalents are normally expected to represent less than
                      1% of each Portfolio's assets. Each Portfolio may also
                      invest up to 20% of its assets in stock futures contracts
                      and options in order to invest uncommitted cash balances,
                      to maintain liquidity to meet shareholder redemptions, or
                      to minimize trading costs. The Portfolios will not invest
                      in cash reserves, futures contracts or options as part of
                      a temporary defensive strategy, such as lowering a
                      Portfolio's investment in common stocks to protect against
                      potential stock market declines. The Portfolios intend to
                      remain fully invested, to the extent practicable, in a
                      pool of securities which will duplicate the investment
                      characteristics of their respective indexes. See
                      "Implementation of Policies" for a description of these
                      and other investment practices of the Trust.
 
   
                      These investment policies are not fundamental and so may
                      be changed by the Board of Trustees without shareholder
                      approval. However, shareholders would be notified prior to
                      a material change in either.
    
- --------------------------------------------------------------------------------
 
INVESTMENT RISKS
EACH PORTFOLIO IS
SUBJECT TO MARKET RISK
                      As mutual funds investing primarily in common stocks, the
                      Portfolios of the Trust are subject to market
                      risk -- i.e., the possibility that common stock prices
                      will decline over short or even extended periods. The U.S.
                      stock market tends to be cyclical, with periods when stock
                      prices generally rise and periods when prices generally
                      decline.
 
   
                      To illustrate the volatility of stock prices, the
                      following table sets forth the extremes for stock market
                      returns as well as the average return for the period from
                      1926 to 1994, as measured by the S&P 500 Composite Stock
                      Price Index:
    
 
   
<TABLE>
<CAPTION>
                                                U.S. MARKET RETURNS (1926-1994)
                                                   OVER VARIOUS TIME HORIZONS
                                          --------------------------------------------
                                          1 YEAR     5 YEARS     10 YEARS     20 YEARS
                                          ------     -------     --------     --------
                               <S>        <C>        <C>         <C>          <C>
                               Best       +53.9%      +23.9%       +20.1%       +16.9%
                               Worst      -43.3       -12.5        - 0.9        + 3.1
                               Average    +12.2       +10.2        +10.7        +10.7
</TABLE>
    
 
   
                      As shown, common stocks have provided annual total returns
                      (capital appreciation plus dividend income) averaging
                      +10.7% for all 10-year periods from 1926 to 1994. Average
                      return may not be useful for forecasting future returns in
                      any particular period, as stock returns are quite volatile
                      from year to year.
    
 
THE EXTENDED MARKET,
TOTAL STOCK MARKET AND
SMALL CAPITALIZATION
STOCK PORTFOLIOS
MAY EXHIBIT
GREATER VOLATILITY
                      Historically, medium- and small-capitalization stocks have
                      been more volatile in price than the larger-capitalization
                      stocks included in the S&P 500 Index. Among the reasons
                      for the greater price volatility of these securities are
                      the less certain growth prospects of smaller firms, the
                      lower degree of liquidity in the markets for such stocks,
                      and the greater sensitivity of medium- and small-size
                      companies to changing economic conditions. Besides
                      exhibiting greater volatility, medium- and small-size
                      company stocks may, to a degree, fluctuate independently
                      of larger company stocks. Medium- and small-size company
                      stocks may decline in price as
 
                                       13
<PAGE>   55
 
                      large company stocks rise, or rise in price as large
                      company stocks decline. Medium-and small-size company
                      stocks constitute the investments of the Extended Market
                      Portfolio while the Small Capitalization Stock Portfolio
                      is composed primarily of small-size company stocks.
                      Investors in the Portfolios should therefore expect that
                      the Extended Market and Small Capitalization Stock
                      Portfolios will be more volatile than, and may fluctuate
                      independently of, the 500 Portfolio.
 
   
                      Similarly, medium- and small-size company stocks
                      constituted approximately 31% of the net assets of the
                      Total Stock Market Portfolio on December 31, 1994.
                      Investors in the Portfolio should therefore anticipate
                      somewhat greater price volatility in the Total Stock
                      Market Portfolio relative to the 500 Portfolio.
    
 
THE VALUE AND GROWTH
PORTFOLIOS MAY
FLUCTUATE
INDEPENDENTLY         Stocks that emphasize particular investment
                      characteristics, such as "value" and "growth," may
                      fluctuate divergently from the broad market as represented
                      by the S&P 500 Index, and may also demonstrate greater
                      volatility over short or extended periods relative to the
                      broad market.
 
   
                      The S&P/BARRA Value Index maintains a lower price-to-book
                      ratio and historically has had a higher yield than the S&P
                      500 Index, while the S&P/BARRA Growth Index maintains a
                      higher price-to-book and historically has had a lower
                      yield than the S&P 500 Index. Because of these investment
                      characteristics, the S&P/BARRA Value Index has exhibited
                      somewhat less short-term volatility than the S&P 500
                      Index, while the S&P/BARRA Growth Index has displayed
                      somewhat greater short-term volatility than the S&P 500
                      Index from 1975 through 1994. However, as stated above,
                      both Indexes may be more volatile than the S&P 500 Index
                      over short or extended periods. The Indexes have been in
                      existence since May, 1992. Historical performance data was
                      generated by BARRA by constructing the S&P/BARRA Value and
                      Growth Indexes from actual S&P 500 Index holdings.
    
- --------------------------------------------------------------------------------
 
WHO SHOULD INVEST
LONG-TERM INVESTORS
SEEKING A "PASSIVE"
APPROACH FOR INVESTING
IN COMMON STOCKS      All six Portfolios of the Trust are designed for long-term
                      investors seeking the advantages of a low-cost, "passive"
                      approach for investing in a diversified portfolio of
                      common stocks. Unlike other equity mutual funds, which
                      generally seek to "beat" stock market averages with
                      unpredictable results, all six Portfolios seek to "match"
                      their respective indexes and thus are expected to provide
                      a highly predictable return relative to their benchmarks.
 
                      Four Portfolios of the Trust provide a vehicle for
                      investing in a broad market index:
 
                      - THE 500 PORTFOLIO is designed for investors seeking to
                        replicate the total return of the S&P 500 Index, an
                        index emphasizing large-capitalization common stocks.
 
                      - THE EXTENDED MARKET PORTFOLIO is designed for investors
                        seeking to replicate the total return of the Wilshire
                        4500 Index, an index consisting of medium- and
                        small-capitalization companies.
 
                      - THE TOTAL STOCK MARKET PORTFOLIO is designed for
                        investors seeking to replicate the total return of the
                        Wilshire 5000 Index, an index consisting of all U.S.
                        stocks that trade on a regular basis on either the New
                        York or American Stock Exchange
 
                                       14
<PAGE>   56
 
                        or the NASDAQ over-the-counter market. The Total Stock
                        Market Portfolio will therefore reflect the performance
                        of the entire U.S. stock market.
 
                      - THE SMALL CAPITALIZATION STOCK PORTFOLIO is designed for
                        investors seeking to replicate the total return of the
                        Russell 2000 Small Stock Index, an index consisting of
                        approximately 2,000 small-capitalization stocks.
 
                      Two Portfolios are designed for investors seeking to
                      emphasize certain investment characteristics while
                      continuing to utilize a "passive" investment approach:
 
                      - THE VALUE PORTFOLIO is designed for investors seeking to
                        replicate the total return of the S&P/BARRA Value Index,
                        an index consisting of companies of the S&P 500 Index
                        with lower than average market price to book value
                        ratios. Such a "value-oriented" Portfolio may be
                        appropriate for more conservative stock market investors
                        who are seeking higher dividend income and somewhat
                        below average stock market volatility.
 
                      - THE GROWTH PORTFOLIO is designed for investors seeking
                        to replicate the total return of the S&P/BARRA Growth
                        Index, an index consisting of companies of the S&P 500
                        Index with higher than average market price to book
                        value ratios. Such a "growth-oriented" Portfolio may be
                        appropriate for investors who have little need for
                        current dividend income and who can tolerate somewhat
                        above average stock market volatility.
 
   
                      Taken together in appropriate proportions, the Value and
                      Growth Portfolios are expected to approximate the total
                      returns achieved by the 500 Portfolio.
    
 
                      The share price of each Portfolio is expected to be
                      volatile, and investors should be able to tolerate sudden,
                      sometimes substantial fluctuations in the value of their
                      investment. No assurance can be given that the Portfolios
                      will achieve their stated objectives or that shareholders
                      will be protected from the risks inherent in equity
                      investing. Investors may wish to purchase shares on a
                      regular, periodic basis (dollar-cost averaging) rather
                      than investing in one lump sum in order to reduce the risk
                      of investing all their monies in common stocks at a
                      particularly unfavorable time.
 
                      The Trust 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. Investors who
                      engage in excessive account activity generate additional
                      costs which are borne by all of the Trust's shareholders.
                      In order to minimize such costs the Trust has adopted the
                      following policies. The Trust reserves the right to reject
                      any purchase request (including exchange purchases from
                      other Vanguard portfolios) that is reasonably deemed to be
                      disruptive to efficient portfolio management, either
                      because of the timing of the investment or previous
                      excessive trading by the investor. Finally, the Trust
                      reserves the right to suspend the offering of its shares.
 
                      Investors should not consider the Trust a complete
                      investment program, but should maintain holdings of
                      securities with different risk
                      characteristics -- including common stocks, bonds and
                      money market instruments. Investors may also wish to
                      complement an investment in the Trust with other types of
                      common stock investments.
- --------------------------------------------------------------------------------
 
                                       15
<PAGE>   57
 
IMPLEMENTATION
OF POLICIES
THE 500 PORTFOLIO
INVESTS IN ALL 500
S&P STOCKS
                      Each Portfolio of the Trust utilizes a number of
                      investment practices in an effort to match the investment
                      performance of its respective index.
 
                      The 500 Portfolio attempts to duplicate the investment
                      results of the S&P 500 Index by holding all 500 stocks in
                      approximately the same proportions as they are represented
                      in the Index. This indexing technique is known as
                      "complete replication."
 
   
                      The S&P 500 Index is composed of 500 common stocks, which
                      are chosen by Standard & Poor's Corporation on a
                      statistical basis to be included in the Index. The
                      inclusion of a stock in the S&P 500 Index in no way
                      implies that Standard & Poor's Corporation believes the
                      stock to be an attractive investment. The 500 securities,
                      most of which trade on the New York Stock Exchange,
                      represented, as of December 31, 1994, approximately 69% of
                      the market value of all U.S. common stocks. Each stock in
                      the S&P 500 Index is weighted by its market value.
    
 
   
                      Because of the market-value weighting, the 50 largest
                      companies in the S&P 500 Index currently account for
                      approximately 46% of the Index. Typically, companies
                      included in the S&P 500 Index are the largest and most
                      dominant firms in their respective industries. As of
                      December 31, 1994, the five largest companies in the Index
                      were: General Electric (2.6%), American Telephone and
                      Telegraph (2.4%), Exxon Corporation (2.3%), Coca Cola
                      (2.0%), and Royal Dutch Petroleum (1.7%). The largest
                      industry categories were: telephone companies (8.5%),
                      international oil companies (6.3%), pharmaceutical
                      companies (5.3%), banks (5.3%), and electric power (4.0%).
    
 
   
THE EXTENDED MARKET
PORTFOLIO INVESTS IN
MEDIUM- AND SMALL-
SIZE COMPANY STOCKS   While the S&P 500 Index includes the preponderance of
                      large market capitalization stocks, it excludes most of
                      the medium- and small-size companies which comprise the
                      remaining 31% of the capitalization of the U.S. stock
                      market. The Wilshire 4500 Index consists of all U.S.
                      stocks that are not in the S&P 500 Index and that trade
                      regularly on the New York and American Stock Exchanges as
                      well as in the NASDAQ over-the-counter market. More than
                      5,000 stocks of medium- and small-capitalization companies
                      are included in the Wilshire 4500 Index.
    
 
                      The Extended Market Portfolio will be unable to hold all
                      of the more than 5,000 issues which comprise the Wilshire
                      4500 Index because of the costs involved and the
                      illiquidity of many of the securities. Instead, the
                      Portfolio will hold a representative sample of the
                      securities in the Wilshire 4500 Index.
 
THE TOTAL STOCK
MARKET PORTFOLIO
INVESTS IN A SAMPLE
OF ALL U.S. STOCKS
                      Neither the S&P 500 Index nor the Wilshire 4500 Index
                      independently represents the U.S. stock market as a whole.
                      The Wilshire 5000 Index, which consists of all regularly
                      and publicly traded U.S. stocks, provides a complete proxy
                      for the U.S. stock market. More than 6,000 stocks,
                      including large-, medium-, and small-capitalization
                      companies are included in the Wilshire 5000 Index.
 
                                       16
<PAGE>   58
 
   
                      The following table illustrates the changing proportions
                      that the S&P 500 Index and the Wilshire 4500 Index have
                      represented in the Wilshire 5000 Index since 1985.
    
 
   
<TABLE>
<CAPTION>
                              WILSHIRE 5000 INDEX    1985    1986    1987    1988    1989    1990    1991    1992    1993    1994
                              -------------------    ----    ----    ----    ----    ----    ----    ----    ----    ----    ----
                              <S>                    <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
                              S&P 500.............    69%     70%     71%     71%     73%     72%     75%     71%     67%     69%
                              Wilshire 4500.......    31%     30%     29%     29%     27%     28%     25%     29%     33%     31%
                                                     ---     ---     ---     ---     ---     ---     ---     ---     ---     ---
                                                     100%    100%    100%    100%    100%    100%    100%    100%    100%    100%
</TABLE>
    
 
                      In an effort to replicate the investment performance of
                      the Wilshire 5000 Index, the Total Stock Market Portfolio
                      will invest in approximately 1,000 of the largest stocks
                      in the index and an additional representative sample of
                      the remaining stocks. As in the case for the Extended
                      Market Portfolio, the high transaction costs and
                      illiquidity of many of the smaller stocks make complete
                      replication of the Wilshire 4500 Index's holdings
                      impractical.
 
                      The Extended Market and Total Stock Market Portfolios are
                      not sponsored, endorsed, sold or promoted by Wilshire
                      Associates. Wilshire(R) and Wilshire 5000(R) are
                      registered service marks of Wilshire Associates.
 
   
THE SMALL
CAPITALIZATION STOCK
PORTFOLIO INVESTS IN
SMALL-SIZE COMPANY
STOCKS
                      The Small Capitalization Stock Portfolio attempts to
                      duplicate the investment results of the Russell 2000 Index
                      by investing in approximately 1,000 of the 2,000 stocks in
                      the Russell 2000 Index. The Russell 2000 Index is composed
                      of approximately 2,000 small-capitalization common stocks.
                      A company's stock market capitalization is the total
                      market value of its floating outstanding shares. As of
                      December 31, 1994, the average stock market capitalization
                      of the Russell 2000 was $211 million. As in the case of
                      the Extended Market Portfolio, the high transaction costs
                      and illiquidity of many of the small stocks contained in
                      the Russell 2000 Index make complete replication of the
                      holdings impractical.
    
 
                      The Portfolio is neither sponsored by nor affiliated with
                      the Frank Russell Company. Frank Russell's only
                      relationship to the Portfolio is the licensing of the use
                      of the Russell 2000 Small Stock Index. Frank Russell
                      Company is the owner of the trademarks and copyrights
                      relating to the Russell indexes.
 
THE EXTENDED MARKET,
TOTAL STOCK MARKET AND
SMALL CAPITALIZATION
STOCK PORTFOLIOS USE
SAMPLING TECHNIQUES   The stocks of the Wilshire 4500 Index to be included in
                      the Extended Market Portfolio will be selected utilizing a
                      statistical sampling technique known as "optimization."
                      This process selects stocks for the Portfolio so that
                      various industry weightings, market capitalizations, and
                      fundamental characteristics (e.g. price-to-book,
                      price-to-earnings, debt to asset ratios, and dividend
                      yields) closely approximate those of the appropriate
                      Index. For instance, if 10% of the capitalization of the
                      Wilshire 4500 Index consists of utility companies with
                      relatively large stock capitalizations, then the Extended
                      Market Portfolio is constructed so that approximately 10%
                      of the Portfolio's assets are invested in the stocks of
                      utility companies with relatively large capitalizations.
                      The Total Stock Market and Small Capitalization Stock
                      Portfolios are constructed using a sampling technique
                      known as optimization.
 
                      This sampling technique is expected to be an effective
                      means of substantially duplicating the income and capital
                      returns of the Extended Market, Total Stock
 
                                       17
<PAGE>   59
 
                      Market and Small Capitalization Stock Portfolio's target
                      benchmarks. Over time, the correlation between the
                      performance of the Extended Market, Total Stock Market and
                      Small Capitalization Stock Portfolios and their respective
                      indexes, the Wilshire 4500 Index, Wilshire 5000 Index and
                      Russell 2000 Index is expected to be at least 0.95. A
                      correlation of 1.00 would indicate perfect correlation,
                      which would be achieved when the net asset value of a
                      Portfolio, including the value of its dividend and capital
                      gains distributions, increases or decreases in exact
                      proportion to changes in the respective target benchmark.
 
                      Due to the use of the sampling technique, neither the
                      Extended Market Portfolio, Total Stock Market Portfolio
                      nor the Small Capitalization Stock Portfolio is expected
                      to track its benchmark index with the same degree of
                      accuracy as evidenced by the high degree of correlation
                      between the 500 Portfolio and its benchmark. However, the
                      principal advantage of this technique is to provide an
                      efficient means to invest in the universe of stocks. In
                      particular, the three Portfolios are expected to provide
                      broad diversification, and should operate at low costs due
                      both to their "passive" approach to portfolio management
                      and low portfolio turnover rate.
 
THE VALUE AND GROWTH
PORTFOLIOS EMPHASIZE
STOCKS WITH CERTAIN
INVESTMENT
CHARACTERISTICS
                      In an effort to duplicate the investment results of their
                      respective indexes, the Value and Growth Portfolios will
                      utilize "complete replication," the same indexing
                      technique used for the 500 Portfolio. Specifically, the
                      Value and Growth Portfolios will hold all of the stocks
                      included in the S&P/BARRA Value and Growth Indexes,
                      respectively, in approximately the same proportions as
                      those stocks are represented in the Indexes.
 
   
                      Standard & Poor's Corporation constructs the S&P/BARRA
                      Value and Growth Indexes semi-annually by ranking all
                      common stocks included in the S&P 500 Index by their
                      price-to-book ratios. The resulting list is then divided
                      in half by market capitalization. Those companies
                      representing half of the market capitalization of the S&P
                      500 Index and having lower price-to-book ratios are
                      included in the S&P/BARRA Value Index; the remaining
                      companies are incorporated in the S&P/ BARRA Growth Index.
                      On December 31, 1994, after the semi-annual reconstitution
                      of the indexes, the S&P/BARRA Value Index consisted of 318
                      common stocks in the S&P 500 Index, while the S&P/BARRA
                      Growth Index consisted of the remaining 182. Each Index
                      represented half of the market capitalization of the S&P
                      500 Index.
    
 
                      Investment managers may use a number of different methods
                      to classify stocks as "value" or "growth". There may also
                      be other ways to define benchmarks for "value" and
                      "growth" investing. If other methods were applied to the
                      companies comprising the S&P/BARRA Value and Growth
                      Indexes, the classification of the stocks as "growth" or
                      "value" might be different.
 
   
                      Typically, the stocks included in the S&P/BARRA Value
                      Index exhibit above-average dividend yields and lower
                      price-to-book ratios. By comparison, the stocks included
                      in the S&P/BARRA Growth Index exhibit below-average
                      dividend yields and higher price-to-book ratios. As of
                      December 31, 1994, the five largest companies in the
                      S&P/BARRA Value Index were Exxon Corp., Royal Dutch
                      Petroleum Co., IBM, DuPont E.I. de Nemour, and Mobil; the
                      five largest companies in the S&P/BARRA
    
 
                                       18
<PAGE>   60
 
   
                      Growth Index were General Electric Co., American Telephone
                      & Telegraph, Coca Cola Co., Phillip Morris Cos., Inc., and
                      Wal-Mart Stores.
    
 
   
                      "Standard & Poor's(R)", "S&P(R)", "S&P 500(R)", "Standard
                      & Poor's 500(R)", and "500" are trademarks of McGraw-Hill,
                      Inc. and have been licensed for use by Vanguard. The 500,
                      Value and Growth Portfolios are not sponsored, endorsed,
                      sold or promoted by Standard & Poor's Corporation ("S&P").
                      S&P makes no representations or warranty, implied or
                      expressed, to the purchasers of the Portfolios or any
                      member of the public regarding the advisability of
                      investing in index funds or the ability of the S&P 500,
                      S&P/BARRA Value and S&P/BARRA Growth Indexes to track
                      general stock market performance or to track the general
                      performance of value and growth stocks. S&P does not
                      guarantee the accuracy and/or the completeness of the S&P
                      500, S&P/BARRA Value and S&P/BARRA Growth Indexes or any
                      data included herein.
    
 
   
                      S&P's only relationship to the Portfolios is the licensing
                      of the S&P marks and the S&P 500, S&P/BARRA Value and
                      S&P/BARRA Growth Indexes, which are determined, composed
                      and calculated by S&P without regard to the 500, Value and
                      Growth Portfolios.
    
 
EACH PORTFOLIO MAY
INVEST IN SHORT-TERM
FIXED INCOME
SECURITIES
                      Although all six Portfolios normally seek to remain
                      substantially fully invested in common stocks, the
                      Portfolios of the Trust may invest temporarily in certain
                      short-term fixed income securities. Such securities may be
                      used to invest uncommitted cash balances or to maintain
                      liquidity to meet shareholder redemptions. These
                      securities include: obligations of the United States
                      Government and its agencies or instrumentalities;
                      commercial paper, bank certificates of deposit, and
                      bankers' acceptances; and repurchase agreements
                      collateralized by these securities.
 
EACH PORTFOLIO MAY
USE FUTURES CONTRACTS,
OPTIONS AND WARRANTS,
CONVERTIBLE SECURITIES
AND SWAP AGREEMENTS   Each Portfolio of the Trust may utilize stock futures
                      contracts, options, warrants, convertible securities and
                      swap agreements to a limited extent. Specifically, each
                      Portfolio may enter into futures contracts and options
                      provided that not more than 5% of its assets are required
                      as a margin deposit for futures contracts or options and
                      provided that not more than 20% of a Portfolio's assets
                      are invested in futures and options at any time.
                      Additionally, the Trust's investment in warrants will not
                      exceed more than 5% of its assets (2% with respect to
                      warrants not listed on the New York or American Stock
                      Exchanges). Futures contracts, options, warrants,
                      convertible securities and swap agreements may be used for
                      several reasons: to simulate full investment in the
                      underlying index while retaining a cash balance for fund
                      management purposes, to facilitate trading, to reduce
                      transaction costs or to seek higher investment returns
                      when a futures contract, option, warrant, convertible
                      security or swap agreement is priced more attractively
                      than the underlying equity security or index. While each
                      of these securities can be used as leveraged investments,
                      the Portfolios may not use them to leverage its net
                      assets.
 
FUTURES CONTRACTS,
OPTIONS, WARRANTS,
CONVERTIBLE SECURITIES
AND SWAP AGREEMENTS
POSE CERTAIN RISKS
                      The risk of loss associated with futures contracts in some
                      strategies 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 an immediate and substantial loss or gain.
                      However, the Portfolios will not use futures contracts,
                      options, warrants,
 
                                       19
<PAGE>   61
 
   
                      convertible securities and swap agreements for speculative
                      purposes or to leverage their net assets. Accordingly, the
                      primary risks associated with the use of futures
                      contracts, options, warrants, convertible securities and
                      swap agreements by the Portfolios are: (i) imperfect
                      correlation between the change in market value of the
                      stocks held by a Portfolio and the prices of futures
                      contracts, options, warrants, convertible securities and
                      swap agreements; and (ii) possible 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
                      behavior is expected to resemble that of a Portfolio's
                      underlying securities. The risk that a Portfolio will be
                      unable to close out a futures position will be minimized
                      by entering into such transactions on an exchange with an
                      active and liquid secondary market. However options,
                      warrants, convertible securities and swap agreements
                      purchased or sold over-the-counter may be less liquid than
                      exchange-traded securities. Illiquid securities, in
                      general, may not represent more than 15% of the net assets
                      of a Portfolio of the Trust.
    
 
   
                      Since there are no futures traded on the S&P/BARRA Value
                      or Growth Indexes, it will be necessary for the Value and
                      Growth Portfolios to utilize a composite of other futures
                      contracts to simulate the performance of each of these
                      Indexes. This process may magnify the "tracking error" of
                      each Portfolio's performance compared to that of the
                      Indexes, due to lower correlation of the selected futures
                      with the Indexes. The investment adviser will attempt to
                      reduce this tracking error by investing in futures
                      contracts whose behavior is expected to resemble that of
                      the underlying securities, although there can be no
                      assurance that these selected futures will perfectly
                      correlate with the performance of the Indexes.
    
 
                      Swap agreements are contracts between parties in which one
                      party agrees to make payments to the other party based on
                      the change in market value of a specified index or asset.
                      In return, the other party agrees to make payments to the
                      first party based on the return of a different specified
                      index or asset. Although swap agreements entail the risk
                      that a party will default on its payment obligations
                      thereunder, the Portfolios will minimize this risk by
                      entering into agreements that mark to market no less
                      frequently than quarterly. Swap agreements also bear the
                      risk that the Portfolios will not be able to meet its
                      obligation to the counterparty. This risk will be
                      mitigated by investing the Portfolios in the specific
                      asset for which it is obligated to pay a return.
 
EACH PORTFOLIO MAY
LEND ITS SECURITIES   Each Portfolio of the Trust may lend its investment
                      securities to qualified institutional investors for either
                      short-term or long-term purposes of realizing additional
                      income. Loans of securities by a Portfolio will be
                      collateralized by cash, letters of credit, or securities
                      issued or guaranteed by the U.S. Government or its
                      agencies. The collateral will equal at least 100% of the
                      current market value of the loaned securities, and such
                      loans may not exceed 33 1/3% of the value of the
                      Portfolio's securities.
 
PORTFOLIO TURNOVER IS
EXPECTED TO BE LOW    Although each Portfolio generally seeks to invest for the
                      long term, the six Portfolios of the Trust retain the
                      right to sell securities irrespective of how long they
                      have been
 
                                       20
<PAGE>   62
 
                      held. However, because of the "passive" investment
                      management approach of the Trust, the portfolio turnover
                      rate for each Portfolio is expected to be under 50%, a
                      generally lower turnover rate than for most other
                      investment companies. A portfolio turnover rate of 50%
                      would occur if one half of a Portfolio's securities were
                      sold within one year. Ordinarily, securities will be sold
                      from a Portfolio only to reflect certain administrative
                      changes in an index (including mergers or changes in the
                      composition of an index) or to accommodate cash flows into
                      and out of each Portfolio while maintaining the similarity
                      of a Portfolio to its benchmark index.
- --------------------------------------------------------------------------------
 
INVESTMENT
LIMITATIONS
THE TRUST HAS ADOPTED
CERTAIN FUNDAMENTAL
LIMITATIONS           The Trust has adopted certain limitations on its
                      investment practices. Specifically, each Portfolio of the
                      Trust will not:
 
                      (a) with respect to 75% of its assets, purchase securities
                          of any issuer (except obligations of the U.S.
                          Government and its instrumentalities) if, as a result,
                          more than 5% of the value of the Portfolio's assets
                          would be invested in the securities of such issuer;
                      (b) with respect to 75% of its assets, purchase more than
                          10% of the voting securities of any issuer;
                      (c) invest more than 25% of its assets in any one
                          industry; and
                      (d) borrow money, except that a Portfolio may borrow from
                          banks (or through reverse repurchase agreements), for
                          temporary or emergency (not leveraging) purposes,
                          including the meeting of redemption requests which
                          might otherwise require the untimely disposition of
                          securities, in an amount not exceeding 15% of the
                          value of the Portfolio's net assets (including the
                          amount borrowed and the value of any outstanding
                          reverse repurchase agreements) at the time the
                          borrowing is made. Whenever borrowings exceed 5% of
                          the value of a Portfolio's net assets, the Portfolio
                          will not make any additional investments.
 
                      These investment limitations are considered at the time
                      investment securities are purchased. The limitations
                      described here and in the Statement of Additional
                      Information may be changed only with the approval of a
                      majority of a Portfolio's shareholders.
- --------------------------------------------------------------------------------
 
   
MANAGEMENT
OF THE TRUST
VANGUARD ADMINISTERS
AND DISTRIBUTES THE
TRUST                 The Trust is a member of The Vanguard Group of Investment
                      Companies, a family of more than 30 investment companies
                      with more than 80 distinct portfolios and total assets in
                      excess of $130 billion. Through their jointly-owned
                      subsidiary, The Vanguard Group, Inc. ("Vanguard"), the
                      Trust and the other funds in the Group obtain at cost
                      virtually all of their corporate management,
                      administrative and distribution services. Vanguard also
                      provides investment advisory services on an at-cost basis
                      to certain Vanguard funds. As a result of Vanguard's
                      unique corporate structure, the Vanguard funds have costs
                      substantially lower than those of most competing mutual
                      funds. In 1994, the average expense ratio (annual costs
                      including advisory fees divided by total net assets) for
                      the Vanguard funds amounted to approximately .30% compared
                      to an average of 1.05% for the mutual fund industry (data
                      provided by Lipper Analytical Services).
    
 
                                       21
<PAGE>   63
 
                      The Officers of the Trust manage its day-to-day operations
                      and are responsible to the Trust's Board of Trustees. The
                      Trustees set broad policies for the Trust and choose its
                      Officers. A list of the Trustees and Officers of the Trust
                      and a statement 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
                      administrative personnel 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 Trustees (Directors) of each fund. In
                      addition, each fund bears its own direct expenses, such as
                      legal, auditing and custodian fees.
 
                      Vanguard provides distribution and marketing services to
                      the funds. The funds are available on a no-load basis
                      (i.e., there are no sales commissions or 12b-1 fees).
                      However, each fund bears its share of the Group's
                      distribution costs.
- --------------------------------------------------------------------------------
 
   
INVESTMENT
ADVISER
VANGUARD MANAGES
THE TRUST ON AN
AT-COST BASIS         The six Portfolios of the Trust receive all investment
                      advisory services on an at-cost basis from Vanguard's Core
                      Management Group. The Core Management Group also provides
                      investment advisory services to several other Vanguard
                      Funds, including Vanguard International Equity Index Fund,
                      Vanguard Institutional Index Fund, Vanguard Balanced Index
                      Fund, Vanguard Variable Insurance Fund -- Equity Index
                      Portfolio, and a portion of Vanguard/Windsor II, as well
                      as to several indexed separate accounts. Total assets
                      under management by the Core Management Group were $18
                      billion as of December 31, 1994. The Trust is not actively
                      managed, but is instead administered by the Core
                      Management Group using computerized, quantitative
                      techniques. The Core Management Group is supervised by the
                      Officers of the Trust.
    
 
                      In placing portfolio transactions, the Core Management
                      Group uses its best judgment to choose the broker most
                      capable of providing the brokerage services necessary to
                      obtain the best available price and most favorable
                      execution at the lowest commission rate. The full range
                      and quality of brokerage services available are considered
                      in making these determinations. In those instances where
                      it is reasonably determined that more than one broker can
                      offer the services needed to obtain the best available
                      price and most favorable execution, consideration may be
                      given to those brokers which supply statistical
                      information and provide other services in addition to
                      execution services to the Trust.
- --------------------------------------------------------------------------------
 
PERFORMANCE
RECORD                The tables in this section provide investment results for
                      the 500, Extended Market and Small Capitalization Stock
                      Portfolios of the Trust for several periods throughout the
                      Trust's lifetime. The results shown represent "total
                      return" investment performance, which assumes the
                      reinvestment of all capital gains and income dividends for
                      the indicated periods. Also included is comparative
                      information with respect to the unmanaged S&P 500
                      Composite Stock Price Index, the Wilshire 4500 Index and
                      the Russell 2000 Index. The results for the Portfolios are
                      net of all expenses while the results of the stock indexes
                      are hypothetical and make no allowances for the costs of
 
                                       22
<PAGE>   64
 
   
                      investing. The tables do not make any allowance for
                      federal, state or local income taxes, which shareholders
                      must pay on a current basis.
    
 
                      The results shown should not be considered a
                      representation of the total return from an investment made
                      in the Trust today. The periods shown were generally
                      favorable ones for stock market investing. This
                      information is provided to help investors better
                      understand the Trust and may not provide a basis for
                      comparison with other investments or mutual funds which
                      use a different method to calculate performance.
 
   
<TABLE>
<CAPTION>
                                                      AVERAGE ANNUAL TOTAL
                                                           RETURN FOR
                                                         VANGUARD INDEX
                                                     TRUST -- 500 PORTFOLIO
                                                   --------------------------
                               FISCAL PERIODS          500           S&P 500
                               ENDED 12/31/94       PORTFOLIO*        INDEX
                             ------------------    ------------     ---------
                             <S>                   <C>              <C>
                             1 Year                    + 1.1%         + 1.3%
                             5 Years                   + 8.5          + 8.7
                             10 Years                  +14.0          +14.3
                             Lifetime**                +12.5          +13.0
</TABLE>
    
 
                             * Exclusive of $10 annual account maintenance fee.
   
                            ** August 31, 1976 to December 31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                   AVERAGE ANNUAL TOTAL RETURN
                                                               FOR
                                                     VANGUARD INDEX TRUST --
                                                    EXTENDED MARKET PORTFOLIO
                                                   ---------------------------
                                                     EXTENDED        WILSHIRE
                               FISCAL PERIODS         MARKET           4500
                               ENDED 12/31/94       PORTFOLIO*        INDEX
                             ------------------    ------------     ----------
                             <S>                   <C>              <C>
                             1 Year                    - 2.8%          - 2.7%
                             5 Years                   + 8.8           + 9.1
                             Lifetime**                +12.3           +12.7
</TABLE>
    
 
                             * Includes 1% portfolio transaction fee but
                               exclusive of $10 annual account maintenance fee.
   
                            ** December 21, 1987 to December 31, 1994.
    
 
   
<TABLE>
<CAPTION>
                                                          AVERAGE ANNUAL TOTAL RETURN FOR
                                                              VANGUARD INDEX TRUST --
                                                             SMALL CAPITALIZATION STOCK
                                                                     PORTFOLIO+
                                                          --------------------------------
                                                                SMALL             RUSSELL
                                  FISCAL PERIODS            CAPITALIZATION         2000
                                  ENDED 12/31/94           STOCK PORTFOLIO*        INDEX
                             -------------------------    ------------------     ---------
                             <S>                          <C>                    <C>
                             1 Year                              - 1.6%            - 1.8%
                             3 Years                             +11.3             +11.4
                             5 Years                             +10.4             +10.2
                             Since September 11, 1989            + 8.2               N/A
</TABLE>
    
 
                            * Includes 1% portfolio transaction fee but
                              exclusive of $10 annual account maintenance fee.
                            + Formerly Vanguard Small Capitalization Stock Fund,
                              Inc.
- --------------------------------------------------------------------------------
 
                                       23
<PAGE>   65
 
DIVIDENDS,
CAPITAL GAINS
AND TAXES
FOUR PORTFOLIOS PAY
QUARTERLY DIVIDENDS;
TWO PORTFOLIOS PAY
DIVIDENDS ONCE A YEAR The Trust distributes substantially all of its net
                      investment income in the form of dividends. The 500, Total
                      Stock Market, Value and Growth Portfolios pay quarterly
                      dividends, while the Extended Market and Small
                      Capitalization Stock Portfolios pay annual dividends. For
                      all six Portfolios, net capital gains, if any, are
                      distributed annually. A Portfolio's dividend and capital
                      gains distributions are automatically reinvested in
                      additional shares. Each Portfolio of the Trust intends to
                      continue to qualify for taxation as a "regulated
                      investment company" under the Internal Revenue Code so
                      that each Portfolio will not be subject to federal income
                      tax to the extent its income is distributed to
                      shareholders.
 
                      If you utilize a Portfolio of the Trust as an investment
                      option in an employer-sponsored retirement savings plan,
                      dividend and capital gains distributions from the
                      Portfolio ordinarily will not be subject to current
                      taxation, but will accumulate on a tax-deferred basis. In
                      general, employer-sponsored retirement and savings plans
                      are governed by complex tax rules. If you participate in
                      such a plan, consult your plan administrator, your plan's
                      Summary Plan Description, or a professional tax adviser
                      regarding the tax consequences of your participation in
                      the plan and of any plan contributions or withdrawals.
- --------------------------------------------------------------------------------
 
THE SHARE
PRICE OF
EACH PORTFOLIO        The share price or "net asset value" per share of each
                      Portfolio is determined by dividing the total market value
                      of the Portfolio's investments and other assets, less any
                      liabilities, by the number of outstanding shares of the
                      Portfolio. Net asset value per share is determined once
                      daily at the close of regular trading on the New York
                      Stock Exchange (generally 4:00 p.m. Eastern time).
 
   
                      Portfolio securities that are listed on a securities
                      exchange are valued at the last quoted sales price on the
                      day the valuation is made. Price information on listed
                      securities is taken from the exchange where the security
                      is primarily traded by the Portfolio. Securities which are
                      listed on an exchange and which are not traded on the
                      valuation date are valued at the mean of the bid and ask
                      prices. For the 500, Value and Growth Portfolios, unlisted
                      securities for which market quotations are readily
                      available are valued at the latest quoted bid price. For
                      the Extended Market, Total Stock Market and Small
                      Capitalization Stock Portfolios, unlisted securities for
                      which market quotations are readily available are valued
                      at the mean of the bid and ask prices. Temporary cash
                      investments are valued at amortized cost which
                      approximates market value. Securities for which no current
                      quotations are readily available are valued at fair market
                      value as determined in good faith by the Trustees.
                      Securities may be valued on the basis of prices provided
                      by a pricing service when such prices are believed to
                      reflect the fair market value of such securities.
    
 
                      Each Portfolio's share price can be found daily in the
                      mutual fund listings of most major newspapers under the
                      heading of The Vanguard Group.
- --------------------------------------------------------------------------------
 
                                       24
<PAGE>   66
 
GENERAL
INFORMATION           The Trust is a Pennsylvania business trust. The
                      Declaration of Trust permits the Trustees to issue an
                      unlimited number of shares of beneficial interest with no
                      par value. The Board of Trustees has the power to
                      designate one or more classes or series of shares of
                      common stock and to classify or reclassify any unissued
                      shares with respect to such series. Currently, the Trust
                      is offering shares of six series.
 
                      The shares of each series are fully paid and
                      non-assessable; have no preference as to conversion,
                      exchange, dividends, retirement or other features; and
                      have no pre-emptive rights. Such shares have
                      non-cumulative voting rights, meaning that the holders of
                      more than 50% of the shares voting for the election of
                      Trustees can elect 100% of the Trustees if they so choose.
 
                      Annual meetings of shareholders will not be held except as
                      required by the Investment Company Act of 1940 and other
                      applicable law. An annual meeting will be held to vote on
                      the removal of a Trustee or Trustees of the Trust if
                      requested in writing by the holders of not less than 10%
                      of the outstanding shares of the Trust.
 
   
                      All securities and cash for the 500, Extended Market, and
                      Total Stock Market Portfolios are held by State Street
                      Bank and Trust Company, Boston, MA. All securities and
                      cash for the Small Capitalization Stock, Value and Growth
                      Portfolios are held by CoreStates Bank, Philadelphia, PA.
                      The Vanguard Group, Inc., Valley Forge, PA, serves as the
                      Trust's Transfer and Dividend Disbursing Agent. Price
                      Waterhouse LLP serves as independent accountants for the
                      Trust and will audit its financial statements annually.
                      The Trust is not involved in any litigation.
    
- --------------------------------------------------------------------------------
 
                                       25
<PAGE>   67
 
                                 SERVICE GUIDE
 
PARTICIPATING IN
YOUR PLAN             One or more Portfolios of the Trust are available as
                      investment options in your retirement or savings plan. The
                      administrator of your plan or your employee benefits
                      office can provide you with detailed information on how to
                      participate in your plan and how to elect a Portfolio of
                      the Trust as an investment option.
 
                      If you have any questions about a Portfolio, including the
                      Portfolio's investment objective, policies, risk
                      characteristics or historical performance, please contact
                      Participant Services at 1-800-523-1188.
 
                      If you have questions about your account, contact your
                      plan administrator or the organization which provides
                      recordkeeping services for your plan.
                      ----------------------------------------------------------
 
INVESTMENT OPTIONS
AND ALLOCATIONS       You may be permitted to elect different investment
                      options, alter the amounts contributed to your plan, or
                      change how contributions are allocated among your
                      investment options in accordance with your plan's specific
                      provisions. See your plan administrator or employee
                      benefits office for more details.
                      ----------------------------------------------------------
 
TRANSACTIONS IN
FUND SHARES           Contributions, exchanges or redemptions of a Portfolio's
                      shares are effective when received in "good order" by
                      Vanguard. "Good order" means that complete information on
                      the contribution, exchange or redemption and the
                      appropriate monies have been received by Vanguard.
                      ----------------------------------------------------------
 
MAKING EXCHANGES      Your plan may allow you to exchange monies from one
                      investment option to another. Check with your plan
                      administrator for details on the rules governing exchanges
                      in your plan. Certain investment options, particularly
                      company stock or investment contracts, may be subject to
                      unique restrictions.
 
                      Before making an exchange, you should consider the
                      following:
 
                      - If you are making an exchange to another Vanguard Fund
                        option, please read the Fund's prospectus. Contact
                        Participant Services at 1-800-523-1188 for a copy.
 
                      - Exchanges are accepted by Vanguard only as permitted by
                        your plan. Your plan administrator can explain how
                        frequently exchanges are allowed.
- --------------------------------------------------------------------------------
 
                                       26
<PAGE>   68
 
                     [THIS PAGE INTENTIONALLY LEFT BLANK.]
<PAGE>   69
 
- --------------------------------------------------------------------------------
 
   
<TABLE>
<S>     <C>                                                        <C>
        (VANGUARD LOGO)                                                                  (VANGUARD LOGO)

        ---------------------------
        THE VANGUARD GROUP                                                      I  N  S  T  I  T  U  T  I  O  N  A  L
          OF INVESTMENT                                                             P  R  O  S  P  E  C  T  U  S
          COMPANIES                                                                        APRIL 28, 1995
        Vanguard Financial Center
        P.O. Box 2900
        Valley Forge, PA 19482
  
      INSTITUTIONAL PARTICIPANT
          SERVICES DEPARTMENT:
        1-800-523-1188

        TRANSFER AGENT:
        The Vanguard Group, Inc.
        Vanguard Financial Center
        Valley Forge, PA 19482


        I040                                                                             (VANGUARD LOGO)
</TABLE>
    
 
- --------------------------------------------------------------------------------
<PAGE>   70
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                                                   Members of The Vanguard Group
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
   
PROSPECTUS--APRIL 28, 1995
    
- --------------------------------------------------------------------------------
 
NEW ACCOUNT INFORMATION: INVESTOR INFORMATION DEPARTMENT--1-800-662-7447 (SHIP)
- --------------------------------------------------------------------------------
 
SHAREHOLDER ACCOUNT SERVICES: CLIENT SERVICES DEPARTMENT--1-800-662-2739 (CREW)
- --------------------------------------------------------------------------------
 
INVESTMENT
OBJECTIVES AND
POLICIES            Vanguard Index Funds are four separate, individual open-end
                    diversified investment companies. The Funds are organized as
                    follows: Vanguard Bond Index Fund, Inc. including the Total
                    Bond Market, Short-Term Bond, Intermediate-Term Bond and
                    Long-Term Bond Portfolios; Vanguard Balanced Index Fund,
                    Inc.; Vanguard Index Trust including the 500, Extended
                    Market, Total Stock Market, Small Capitalization Stock,
                    Value and Growth Portfolios; and Vanguard International
                    Equity Index Fund, Inc. including the European, Pacific and
                    Emerging Markets Portfolios. Each of the Portfolios invests
                    in securities (bonds or common stocks) in order to match the
                    investment performance of a distinct market index.
- --------------------------------------------------------------------------------
 
   
OPENING AN
ACCOUNT             To open a regular (non-retirement) account, please complete
                    and return the Account Registration Form. If you need
                    assistance in completing this Form, please call our Investor
                    Information Department. To open an Individual Retirement
                    Account (IRA), please use a Vanguard IRA Adoption Agreement.
                    To obtain a copy of this form, call 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. Each of the
                    Vanguard Index Funds assesses a $10 annual account
                    maintenance fee. A portfolio transaction fee of 1% is
                    deducted from purchases of the Small Capitalization Stock
                    Portfolio of Vanguard Index Trust, a 0.5% portfolio
                    transaction fee is deducted from purchases of its Extended
                    Market Portfolio, and a 0.25% portfolio transaction fee is
                    deducted from purchases of its Total Stock Market Portfolio.
                    The European and Pacific Portfolios of Vanguard
                    International Equity Index Fund assess a 1% portfolio
                    transaction fee on purchases and its Emerging Markets
                    Portfolio assesses a 2% portfolio transaction fee on
                    purchases and a 1% portfolio transaction fee on redemptions.
                    Portfolio transaction fees are paid to the Portfolios to
                    offset transaction costs of buying and selling securities of
                    small- and medium-sized companies and international
                    companies. See "Fund Expenses."
    
- --------------------------------------------------------------------------------
 
   
ABOUT THIS
PROSPECTUS          This Prospectus is designed to set forth concisely the
                    information you should know about the Vanguard Index Funds
                    before you invest. It should be retained for future
                    reference. "Statements of Additional Information" containing
                    additional information about each of the Vanguard Index
                    Funds have been filed with the Securities and Exchange
                    Commission. These Statements are dated April 28, 1995 and
                    have been incorporated by reference into this Prospectus. A
                    copy may be obtained without charge by writing to the Funds
                    or by calling our Investor Information Department.
    
- --------------------------------------------------------------------------------
 
TABLE OF CONTENTS
   
<TABLE>
<CAPTION>
                                 Page                                        Page                                      Page
<S>                                     <C>                                         <C>
Highlights......................  2     Implementation of Policies.......... 23     SHAREHOLDER GUIDE
Fund Expenses...................  4     Investment Limitations.............. 31     Opening an Account and
Financial Highlights............  6     Management of the Funds............. 31        Purchasing Shares................ 36
Yield and Total Return.......... 10     Investment Advisers................. 32     When Your Account Will
        FUND INFORMATION                Dividends, Capital Gains                       Be Credited...................... 39
Investment Objectives..........  11        and Taxes........................ 32     Selling Your Shares................. 39
Investment Policies............. 12     The Share Price of                          Exchanging Your Shares.............. 42
Investment Risks...............  17        Each Portfolio................... 34     Important Information About
Who Should Invest..............  20     General Information................. 34        Telephone Transactions........... 43
                                                                                    Transferring Registration........... 43
                                                                                    Other Vanguard Services............. 44
</TABLE>
    
 
- --------------------------------------------------------------------------------
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
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
- --------------------------------------------------------------------------------
<PAGE>   71
                                   HIGHLIGHTS
 
                   Vanguard offers four index funds consisting of a total of
                   fourteen separate portfolios. Unlike other mutual funds which
                   generally attempt to "beat" market averages with often
                   unpredictable results, Vanguard's index funds seek to "match"
                   the performance of their underlying indexes and thus are
                   expected to provide a highly predictable return relative to
                   their benchmarks. The Funds offer investors the advantages of
                   a "passive" approach to investing. These include low
                   investment costs, exceptional diversification among
                   securities, minimal portfolio turnover, and relative
                   predictability.
 
                   As with any mutual fund there is no assurance that the Funds
                   will meet their objectives.
- --------------------------------------------------------------------------------
INVESTMENT
OBJECTIVES AND
POLICIES           Vanguard Bond Index Fund, Vanguard Balanced Index Fund,
                   Vanguard Index Trust and Vanguard International Equity Index
                   Fund are each open-end diversified investment companies
                   designed as "index" funds.
 
VANGUARD BOND
INDEX FUND         The Fund consists of four Portfolios each of which invests in
                   bonds.
 
                   - The TOTAL BOND MARKET PORTFOLIO seeks to replicate the
                     performance of the Lehman Brothers Aggregate Bond Index.
                   - The SHORT-TERM BOND PORTFOLIO seeks to replicate the
                     performance of the Lehman Brothers Mutual Fund Short (1-5)
                     Government/Corporate Index.
                   - The INTERMEDIATE-TERM BOND PORTFOLIO seeks to replicate the
                     performance of the Lehman Brothers Mutual Fund Intermediate
                     (5-10) Government/Corporate Index.
                   - The LONG-TERM BOND PORTFOLIO seeks to replicate the
                     performance of the Lehman Brothers Mutual Fund Long (10+)
                     Government/Corporate Index.
 
                   Each Portfolio will invest at least 80% of its assets in
                   securities included in its respective index. The Lehman
                   Brothers Indexes encompass two major classes of investment
                   grade fixed income securities: U.S. Treasury and agency
                   securities and corporate bonds. Additionally, the Lehman
                   Brothers Aggregate Bond Index includes mortgage-backed
                   securities.                                           PAGE 11
- --------------------------------------------------------------------------------
VANGUARD BALANCED
INDEX FUND         The Fund invests in U.S. common stocks and bonds. It seeks to
                   replicate with respect to 60% of its assets the performance
                   of the Wilshire 5000 Index and with respect to 40% of its
                   assets, the Lehman Brothers Index. Under normal circumstances
                   the Fund will invest primarily in securities of its
                   underlying indexes.                                   PAGE 11
- --------------------------------------------------------------------------------
VANGUARD INDEX TRUST
                   The Trust consists of six separate Portfolios each of which
                   invests in U.S. common stocks.
 
                   - The 500 PORTFOLIO seeks to replicate the performance of the
                     S&P 500 Index.
                   - The EXTENDED MARKET PORTFOLIO seeks to replicate the
                     performance of the Wilshire 4500 Index.
                   - The TOTAL STOCK MARKET PORTFOLIO seeks to replicate the
                     performance of the Wilshire 5000 Index.
                   - The SMALL CAPITALIZATION STOCK PORTFOLIO seeks to replicate
                     the performance of the Russell 2000 Small Stock Index.
                   - The VALUE PORTFOLIO seeks to replicate the performance of
                     the S&P/BARRA Value Index.
                   - The GROWTH PORTFOLIO seeks to replicate the performance of
                     the S&P/BARRA Growth Index.
                                                                         PAGE 11
- --------------------------------------------------------------------------------
VANGUARD
INTERNATIONAL
EQUITY INDEX FUND  The Fund consists of three Portfolios each of which invests
                   in international common stocks.
 
                   - The EUROPEAN PORTFOLIO seeks to parallel the performance of
                     the Morgan Stanley Capital International -- Europe (Free)
                     Index.
                   - The PACIFIC PORTFOLIO seeks to parallel the performance of
                     the Morgan Stanley Capital International -- Pacific Index.
                   - The EMERGING MARKETS PORTFOLIO seeks to parallel the
                     performance of the Morgan Stanley Capital
                     International -- Select Emerging Markets Free Index.
 
                   The European Portfolio and the Pacific Portfolio invest
                   primarily in the common stocks included in their respective
                   indexes. The Emerging Markets Portfolio invests 95% of its
                   assets in securities which are representative of securities
                   in its index and 5% in cash reserves.                 PAGE 12
- --------------------------------------------------------------------------------
                                        2
<PAGE>   72
 
INVESTMENT
RISKS              The Portfolios of the Vanguard Bond Index Fund and the bond
                   portion of the Vanguard Balanced Fund are subject to risks
                   associated with fixed income investing including interest
                   rate, income, call and credit risks. Additionally, since the
                   Total Bond Market Portfolio of Vanguard Bond Index Fund
                   invests in mortgage-backed securities, the Portfolio is
                   subject to prepayment risk.
 
                   The equity portion of Vanguard Balanced Index Fund and the
                   Portfolios of Vanguard Index Trust and Vanguard International
                   Equity Index Fund are subject to stock market risk, which is
                   the possibility that common stock prices will decline over
                   short or extended periods. Both U.S. and foreign stock
                   markets tend to be cyclical, with periods when stock prices
                   generally rise and periods when stock prices generally
                   decline. Additionally, the Portfolios of Vanguard
                   International Equity Index Fund are subject to currency risk,
                   the risk that changes in foreign exchange rates will affect
                   the value of foreign securities held by the Portfolios.
 
                   Investors considering the Emerging Markets Portfolio should
                   be aware that emerging markets can be substantially more
                   volatile than both U.S. and more developed foreign markets.
                   Volatility in emerging markets can be exacerbated by
                   illiquidity in the market for emerging market stocks.
 
                   Because of the risks associated with common stocks and bonds,
                   the Funds are intended to be long-term investment vehicles
                   and are not designed to provide investors with a means of
                   speculating on short-term market movements. Investors should
                   not consider an investment in any one portfolio a complete
                   investment program, but should maintain holdings of
                   securities with different risk characteristics -- including
                   U.S. common stocks, bonds and money market instruments. For
                   further information concerning the risks associated with
                   investing in the Funds, see "Investment Risks".       PAGE 17
- --------------------------------------------------------------------------------
 
THE VANGUARD
GROUP              The Funds are members of The Vanguard Group of Investment
                   Companies, 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 30
- --------------------------------------------------------------------------------
 
INVESTMENT
ADVISERS           The Vanguard Bond Index Fund and the bond portion of Vanguard
                   Balanced Index Fund receive investment advisory services from
                   Vanguard's Fixed Income Group. Vanguard Index Trust, Vanguard
                   International Equity Index Fund and the equity portion of
                   Vanguard Balanced Index Fund receive investment advisory
                   services from Vanguard's Core Management Group. All
                   investment advisory services are provided to the Index Funds
                   on an at-cost basis. As a result, the Funds receive
                   investment advisory services at a substantially lower cost
                   than would be possible if the Funds paid an investment
                   advisory fee to an external investment adviser.       PAGE 31
- --------------------------------------------------------------------------------
 
FEES AND EXPENSES  The Portfolios are subject to the following transaction fees:
 
   
<TABLE>
<CAPTION>
                                                                                                              FEE DEDUCTED
                                                                                            FEE DEDUCTED          FROM
                                                                                           FROM PURCHASES     REDEMPTIONS
                           <S>                                                                  <C>               <C>
                           VANGUARD INDEX TRUST
                           Extended Market Portfolio                                             .5%              None
                           Total Stock Market Portfolio                                         .25%              None
                           Small Capitalization Stock Portfolio                                   1%              None
                           VANGUARD INTERNATIONAL EQUITY INDEX FUND
                           European Portfolio                                                     1%              None
                           Pacific Portfolio                                                      1%              None
                           Emerging Markets Portfolio                                             2%                1%
</TABLE>
    
 
                   Portfolio transaction fees are paid directly to the
                   Portfolios to offset transaction costs of buying securities
                   of small- and medium-sized companies and international
                   companies.
 
   
                   Additionally, shareholders will also incur a $10 annual
                   account maintenance fee for each account in any of Vanguard's
                   Index Funds. This fee will be waived for shareholders with an
                   account balance of $10,000 or more.                   PAGE 35
    
- --------------------------------------------------------------------------------
 
                                        3

<PAGE>   73
 
   
FUND EXPENSES      The following table illustrates ALL expenses and fees that
                   you would incur as a shareholder of Vanguard Index Trust,
                   Vanguard Bond Index Fund, Vanguard International Equity Index
                   Fund and Vanguard Balanced Index Fund. The expenses and fees
                   set forth below are for the 1994 fiscal year.
    
 
   
<TABLE>
<CAPTION>
                                                               TOTAL                                      SMALL
                   SHAREHOLDER                  EXTENDED       STOCK                                  CAPITALIZATION      BALANCED
                   TRANSACTION       500         MARKET        MARKET         VALUE        GROWTH          STOCK           INDEX
                   EXPENSES       PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO      PORTFOLIO+         FUND
                   -----------------------------------------------------------------------------------------------------------------
                   <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
</TABLE>
                    * Shareholders are charged a 1% portfolio transaction fee,
                      payable directly to the Portfolio, on
                      each purchase of shares.
                   ** Shareholders are charged a 0.25% portfolio transaction
                      fee, payable directly to the Portfolio, on
                      each purchase of shares.
                  *** Shareholders are charged a 0.5% portfolio transaction
                      fee, payable directly to the Portfolio, on
                      each purchase of shares.
                    + Formerly Vanguard Small Capitalization Stock Fund, Inc.
    
 
   
<TABLE>
<CAPTION>
                    ANNUAL                                      TOTAL                                      SMALL
                    FUND                         EXTENDED       STOCK                                  CAPITALIZATION      BALANCED
                  OPERATING            500        MARKET        MARKET         VALUE        GROWTH          STOCK           INDEX
                   EXPENSES         PORTFOLIO    PORTFOLIO     PORTFOLIO     PORTFOLIO     PORTFOLIO      PORTFOLIO+         FUND
                             ----------------------------------------------------------------------------------------------------
                   <S>                <C>         <C>          <C>            <C>          <C>            <C>            <C>
                   Management
                     &
                     Administrative
                     Expenses++...    0.16%       0.15%        0.14%          0.14%        0.07%          0.12%          0.09%
                   Investment
                     Advisory
                     Fees...          0.00        0.01         0.01           0.01         0.06           0.01           0.02
                   12b-1
                    Fees...           None        None         None           None         None           None           None
                   Other
                     Expenses
                     Distribution
                       Costs...       0.02        0.02         0.02           0.02         0.02           0.02           0.03
                    Miscellaneous
                      Expenses...     0.01        0.02         0.03           0.03         0.05           0.02           0.06
                                   --------     --------     --------      --------      --------      ---------       --------
                   Total
                     Other
                     Expenses...      0.03        0.04         0.05           0.05         0.07           0.04           0.09
                                   --------     --------     --------     --------       --------      ---------       --------
                     TOTAL
                       OPERATING
                       EXPENSES...    0.19%       0.20%        0.20%          0.20%        0.20%          0.17%          0.20%
                                    --------     --------    --------       --------      --------      ---------       --------
                                    --------     --------    --------       --------      --------      ----------      --------
</TABLE>
                    + Formerly Vanguard Small Capitalization Stock Fund, Inc.
                   ++ In addition to these costs, each Portfolio assesses an
                      annual account maintenance fee of $10. This
                      fee will be waived for shareholders with an account
                      balance of $10,000 or more.
    
 
   
<TABLE>
<CAPTION>
                                     TOTAL         SHORT-                         LONG-
                   SHAREHOLDER       BOND          TERM       INTERMEDIATE-       TERM                                  EMERGING
                   TRANSACTION      MARKET         BOND         TERM BOND         BOND       EUROPEAN     PACIFIC       MARKETS
                   EXPENSES        PORTFOLIO     PORTFOLIO      PORTFOLIO       PORTFOLIO    PORTFOLIO   PORTFOLIO      PORTFOLIO
                             -----------------------------------------------------------------------------------------------------
                  <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          1%**
                  Exchange
                    Fees...         None         None          None             None         None          None          None
</TABLE>
                   * Shareholders are charged a 1% portfolio transaction fee,
                     payable directly to the Portfolio on each
                     purchase of shares.
                  ** The 1% portfolio transaction fee withheld from redemption
                     proceeds is paid to the Portfolio.
                   + Shareholders are charged a 2% portfolio transaction fee,
                     payable directly to the Portfolio on each
                     purchase of shares.
                  ++ Wire redemptions of less than $5,000 are subject to a
                     $5 processing fee.
    
 
                                        4
<PAGE>   74
 
   
<TABLE>
<CAPTION>
                                            TOTAL      SHORT-
                            ANNUAL FUND     BOND        TERM      INTERMEDIATE-   LONG-TERM                          EMERGING
                             OPERATING     MARKET       BOND        TERM BOND       BOND      EUROPEAN    PACIFIC    MARKETS
                             EXPENSES     PORTFOLIO   PORTFOLIO     PORTFOLIO     PORTFOLIO   PORTFOLIO  PORTFOLIO   PORTFOLIO
                           ------------------------------------------------------------------------------------------------------
                           <S>                 <C>       <C>           <C>           <C>        <C>         <C>        <C>
                           Management &
                             Administrative
                             Expenses***...    0.12%     0.12%         0.12%         0.12%      0.22%       0.21%      0.18%
                           Investment
                             Advisory
                             Fees.......       0.01        0.01          0.01          0.01       0.01        0.01       0.05
                           12b-1 Fees...       None        None          None          None       None        None       None
                           Other
                             Expenses
                             Distribution
                               Costs....       0.02        0.01          0.01          0.01       0.02        0.02       0.01
                             Miscellaneous
                               Expenses...     0.03        0.04          0.04          0.04       0.07        0.08       0.36
                                            --------    --------    ----------      --------    --------   --------    --------
                           Total Other
                             Expenses...       0.05        0.05          0.05          0.05       0.09        0.10       0.37
                                            --------    --------    ----------      --------    --------   --------    --------
                               TOTAL
                                 OPERATING
                                 EXPENSES...   0.18%       0.18%         0.18%         0.18%      0.32%       0.32%      0.60%
                                            --------    --------    ----------      --------    --------   --------    --------
                                            --------    --------    ----------      --------    --------   --------    --------
                           ***In addition to these costs, shareholders incur an annual account maintenance fee of $10. This fee
                              will be waived for shareholders with an account balance of $10,000 or more.
</TABLE>
    
 
                   The purpose of this table is to assist you in understanding
                   the various costs and expenses that you would bear directly
                   or indirectly as an investor in the Funds.
 
   
SIX PORTFOLIOS ASSESS
TRANSACTION FEES   The Small Capitalization Stock Portfolio of Vanguard Index
                   Trust and the European and Pacific Portfolios of Vanguard
                   International Equity Index Fund assess a portfolio
                   transaction fee on purchases of Portfolio shares equal to 1%
                   of the dollar amount invested. The Total Stock Market
                   Portfolio of Vanguard Index Trust assesses a portfolio
                   transaction fee equal to 0.25% of the dollar amount invested.
                   The Extended Market Portfolio of Vanguard Index Trust
                   assesses a portfolio transaction fee equal to 0.5% of the
                   dollar amount invested. The Emerging Markets Portfolio of
                   Vanguard International Equity Index Fund assess a portfolio
                   transaction fee equal to 2% of the dollar amount invested.
                   The portfolio transaction fees are paid to the respective
                   Portfolio, not to Vanguard. They are not sales charges.
    
 
                   These fees apply to initial investments in the respective
                   Portfolios and all subsequent purchases (including purchases
                   made by exchange from another Vanguard Fund or from other
                   Portfolios within a Fund), but not to reinvested dividend or
                   capital gains distributions. Portfolio transaction fees are
                   deducted automatically from the amount invested; they cannot
                   be paid separately.
 
                   The purpose of these transaction fees is to allocate
                   transaction costs associated with new purchases to investors
                   making those purchases, thus insulating existing shareholders
                   from those transaction costs. These costs include: (1)
                   brokerage costs; (2) market impact costs -- i.e., the
                   increase in market prices which may result when the Portfolio
                   purchases thinly traded stocks; and, most importantly, (3)
                   the effect of the "bid-ask" spread in the over-the-counter
                   market. (Securities in the over-the-counter market are bought
                   at the "ask" or purchase price, but are valued in the
                   Portfolio at the mean of the "bid" or sale, and "ask"
                   prices.)
 
                   The fees represent Vanguard's estimate of the brokerage and
                   other transaction costs incurred by the Portfolios in
                   acquiring stocks in their respective markets. Without the
                   fees, the Portfolios, which incur these costs directly, would
                   experience reduced investment performance for all
                   shareholders in each Portfolio. With the fees, the
                   transaction costs of acquiring additional stocks are borne
                   not by all existing shareholders, but by those investors
                   making additional purchases. Because the purchaser, not the
                   Portfolios, bears these costs, the Portfolios are expected to
                   track their respective benchmark indexes more closely.
 
THE EMERGING MARKETS
PORTFOLIO CHARGES A
1% REDEMPTION
TRANSACTION FEE    The Emerging Markets Portfolio of Vanguard International
                   Equity Index Fund also assesses a 1% redemption transaction
                   fee. This 1% charge applies to redemptions or exchanges from
                   the Portfolio. The 1% fee is deducted from redemption or
                   exchange proceeds and is paid directly to the Portfolio, not
                   to Vanguard. It is not a contingent deferred sales charge.
 
                                        5
<PAGE>   75
 
   
EACH PORTFOLIO CHARGES
A $10 ACCOUNT
MAINTENANCE FEE    Each Portfolio assesses an annual account maintenance fee of
                   $10 to allocate part of the fixed costs of maintaining
                   shareholder accounts equally to all accounts. This fee is
                   deducted from each Portfolio's dividend at a rate of $2.50
                   per quarter for accounts in the 500, Total Stock Market,
                   Value and Growth Portfolios of Vanguard Index Trust, Vanguard
                   Bond Index Fund and Vanguard Balanced Index Fund and $10
                   annually for accounts in the Extended Market Portfolio of
                   Vanguard Index Trust and the European, Pacific and Emerging
                   Markets Portfolios of Vanguard International Equity Index
                   Fund. See "Dividends, Capital Gains and Taxes" for more
                   information on this fee. The $10 fee amounts to 1.00% on a
                   $1,000 investment in a Portfolio, and 0.33% on a $3,000
                   investment. This fee will be waived for shareholders with an
                   account balance of $10,000 or more.
    
 
                   The following example illustrates the expenses that you would
                   incur on a $1,000 investment over various time periods,
                   assuming (1) a 5% annual rate of return and (2) redemption at
                   the end of each period. The example includes the $10 account
                   maintenance fee for each Portfolio; the 1% portfolio
                   transaction fee for the Extended Market and Small
                   Capitalization Stock Portfolios of Vanguard Index Trust and
                   the European and Pacific Portfolios of Vanguard International
                   Equity Index Fund; the 0.25% transaction fee for the Total
                   Stock Market Portfolio of Vanguard Index Trust; and the 2%
                   purchase transaction fee and the 1% redemption transaction
                   fee for the Emerging Markets Portfolio of Vanguard
                   International Equity Index Fund.
 
   
<TABLE>
<CAPTION>
                                                                                   1         3         5         10
                                                                                  YEAR     YEARS     YEARS     YEARS
                                                                                  ----     -----     -----     -----
                        <S>                                                       <C>       <C>      <C>        <C>
                        Total Bond Market Portfolio............................   $ 12      $36      $  60      $122
                        Short-Term Bond Portfolio..............................   $ 12      $36      $  60      $122
                        Intermediate-Term Bond Portfolio.......................   $ 12      $36      $  60      $122
                        Long-Term Bond Portfolio...............................   $ 12      $36      $  60      $122
                        Balanced Index Fund....................................   $ 12      $36      $  61      $124
                        500 Portfolio..........................................   $ 12      $36      $  60      $123
                        Extended Market Portfolio..............................   $ 17      $41      $  66      $129
                        Total Stock Market Portfolio...........................   $ 15      $39      $  63      $127
                        Value Portfolio........................................   $ 12      $36      $  61      $124
                        Growth Portfolio.......................................   $ 12      $36      $  61      $124
                        Small Capitalization Stock Portfolio...................   $ 22      $45      $  69      $131
                        European Portfolio.....................................   $ 23      $50      $  77      $148
                        Pacific Portfolio......................................   $ 23      $50      $  77      $148
                        Emerging Markets Portfolio.............................   $ 46      $79      $ 114      $204
</TABLE>
    
                   Included in these estimates are account maintenance fees of
                   $10, $30, $50 and $100 for the respective periods shown. The
                   $10 account maintenance fee is a flat charge which does not
                   vary by the size of your investment. Accordingly, for
                   investments larger than $1,000, your total expenses will be
                   substantially lower in percentage terms than this
                   illustration implies.
 
                   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.
- --------------------------------------------------------------------------------
   
FINANCIAL
HIGHLIGHTS         The following financial highlights for a share outstanding
                   throughout each period, insofar as they relate to each of the
                   five years in the period ended December 31, 1994, have been
                   audited by Price Waterhouse LLP, independent accountants,
                   whose reports thereon were unqualified. This financial
                   information should be read in conjunction with each Fund's
                   financial statements and notes thereto, which are
                   incorporated by reference in the Statements of Additional
                   Information and in this Prospectus, and which appear, along
                   with the reports of Price Waterhouse LLP, in each Fund's 1994
                   Annual Report to Shareholders and inserts thereto. For a more
                   complete discussion of each Fund's performance, please see
                   the 1994 Annual Report of each Fund, which may be obtained
                   free of charge by writing to the Funds or calling our
                   Investor Information Department at 1-800-662-7447.
    
                                        6
<PAGE>   76
   
<TABLE>
<CAPTION>
                                                        ---------------------------------------------------------
                                                                                500 PORTFOLIO
                                                        ---------------------------------------------------------
                                                                           YEAR ENDED DECEMBER 31,
                                                        ----------------------------------------------------------
                                                         1994      1993      1992      1991      1990      1989  
- ------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>       <C>       <C>       <C>       <C>       <C>      
NET ASSET VALUE, BEGINNING OF PERIOD.................... $43.83   $40.97    $39.32    $31.24    $33.64    $27.18 
                                                         -----     -----    ------    ------    ------    ------ 
INVESTMENT OPERATIONS
 Net Investment Income..................................   1.18     1.13      1.12      1.15      1.17      1.20 
 Net Realized and Unrealized Gain (Loss) on
   Investments..........................................   (.67)    2.89      1.75      8.20     (2.30)     7.21 
                                                         -----     -----     -----     -----     -----     ----- 
   TOTAL FROM INVESTMENT OPERATIONS.....................    .51     4.02      2.87      9.35     (1.13)     8.41 
- -----------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income...................  (1.17)   (1.13)    (1.12)    (1.15)    (1.17)    (1.20)
 Distributions from Realized Capital Gains..............   (.20)    (.03)     (.10)     (.12)     (.10)     (.75)
                                                         -----     -----     -----     -----     -----     ----- 
   TOTAL DISTRIBUTIONS..................................  (1.37)   (1.16)    (1.22)    (1.27)    (1.27)    (1.95)
- -----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.......................... $42.97   $43.83    $40.97    $39.32    $31.24    $33.64 
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
TOTAL RETURN*...........................................   1.18%    9.89%     7.42%    30.22%    (3.32)%   31.36%
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions).................... $9,356   $8,273    $6,547    $4,345    $2,173    $1,804 
Ratio of Expenses to Average Net Assets.................    .19%     .19%      .19%      .20%      .22%      .21%
Ratio of Net Investment Income to Average Net Assets....   2.72%    2.65%     2.81%     3.07%     3.60%     3.62%
Portfolio Turnover Rate.................................      6%+      6%+       4%+       5%+      23%+       8%
 
<CAPTION>

                                                        ----------------------------------------------------
                                                                             500 PORTFOLIO
                                                        -----------------------------------------------------
                                                                         YEAR ENDED DECEMBER 31,
                                                        ------------------------------------------------------
                                                          1988      1987       1986       1985        1984
- -------------------------------------------------------------------------------------------------------------- 
<S>                                                       <C>        <C>        <C>        <C>         <C>
NET ASSET VALUE, BEGINNING OF PERIOD....................  $24.65     $24.27      $22.99     $19.52       $19.70
                                                          ------     ------      ------     ------       ------
INVESTMENT OPERATIONS
 Net Investment Income..................................    1.08        .88         .89         .91         .88
 Net Realized and Unrealized Gain (Loss) on
   Investments..........................................    2.87        .36         3.30       5.08         .30
                                                           -----      -----       ------      ------      ------
   TOTAL FROM INVESTMENT OPERATIONS.....................    3.95       1.24         4.19        5.99        1.18
- ------------------------------------------------------------------------------------------------------------------
 
DISTRIBUTIONS
 Dividends from Net Investment Income...................   (1.10)     (.69)        (.89)      (.91)        (.88)
 Distributions from Realized Capital Gains..............    (.32)     (.17)       (2.02)     (1.61)        (.48)
                                                            -----     -----       ------     ------       ------
TOTAL DISTRIBUTIONS.....................................   (1.42)     (.86)       (2.91)     (2.52)       (1.36)
- -------------------------------------------------------------------------------------------------------------------
 
NET ASSET VALUE, END OF PERIOD..........................  $27.18     $24.65       $24.27    $22.99        $19.52
- --------------------------------------------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------------------------------------------
 
TOTAL RETURN*...........................................   16.22%     4.71%       18.06%    31.23%         6.21%
- ---------------------------------------------------------------------------------------------------------------------
 
- ----------------------------------------------------------------------------------------------------------------------
 
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)......................   $1,055    $826        $485       $394          $290
Ratio of Expenses to Average Net Assets...................      .22%    .26%        .28%       .28%          .27%
Ratio of Net Investment Income to Average Net Assets......     4.08%    3.15%      3.40%      4.09%         4.53%
Portfolio Turnover Rate...................................       10%      15%        29%        36%           14%
</TABLE>

*Total return figures do not reflect the annual account maintenance fee of $10.
+Portfolio turnover rates excluding in-kind redemptions were 4%, 2%, 1%, 1%,
 and 6%, respectively.
    
   
<TABLE>
<CAPTION>
                                                                              --------------------------------------------------
                                                                                          EXTENDED MARKET PORTFOLIO
                                                                              --------------------------------------------------
                                                                                           YEAR ENDED DECEMBER 31,
                                                                              --------------------------------------------------
                                                                               1994       1993       1992       1991       1990
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE, BEGINNING OF PERIOD.......................................... $19.43    $17.35     $15.82     $11.48     $13.92
                                                                               -----      -----     ------     ------     ------
INVESTMENT OPERATIONS
 Net Investment Income........................................................    .28       .23        .24        .25        .30
 Net Realized and Unrealized Gain (Loss) on Investments.......................   (.62)     2.28       1.72       4.54      (2.25)
                                                                                -----      -----      -----      -----      -----
   TOTAL FROM INVESTMENT OPERATIONS...........................................   (.34)     2.51       1.96       4.79      (1.95)
- --------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income.........................................   (.28)     (.23)      (.25)      (.25)      (.33)
 Distributions from Realized Capital Gains....................................   (.29)     (.20)      (.18)      (.20)      (.16)
                                                                                -----      -----      -----      -----      -----
   TOTAL DISTRIBUTIONS........................................................   (.57)     (.43)      (.43)      (.45)      (.49)
- --------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD................................................ $18.52    $19.43     $17.35     $15.82     $11.48
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN*.................................................................  (1.76)%   14.49%     12.47%     41.85%    (14.05)%
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..........................................   $967      $928       $585       $372       $179
Ratio of Expenses to Average Net Assets.......................................    .20%      .20%       .20%       .19%       .23%
Ratio of Net Investment Income to Average Net Assets..........................   1.51%     1.48%      1.73%      2.14%      2.68%
Portfolio Turnover Rate.......................................................     19%       13%         9%        11%         9%

<CAPTION>
                                                                              ------------------------------------------
                                                                                   EXTENDED MARKET PORTFOLIO   
                                                                              ------------------------------------------
                                                                                     YEAR ENDED DECEMBER 31,
                                                                              ------------------------------------------
                                                                                                       DEC. 21+
                                                                               1989        1988       TO 31, 1987
- ------------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>         <C>          <C>
 
NET ASSET VALUE, BEGINNING OF PERIOD..........................................  $11.60      $9.99         $10.00
                                                                                ------     ------       --------
INVESTMENT OPERATIONS
 Net Investment Income........................................................     .26        .34            .03
 Net Realized and Unrealized Gain (Loss) on Investments.......................    2.52       1.63           (.04)
                                                                                 -----      -----        -------
   TOTAL FROM INVESTMENT OPERATIONS...........................................    2.78       1.97           (.01)
- ---------------------------------------------------------------------------------------------------------------------
 
DISTRIBUTIONS
 Dividends from Net Investment Income.........................................    (.23)      (.20)            --
 Distributions from Realized Capital Gains....................................    (.23)      (.16)            --
                                                                                 -----      -----        -------
   TOTAL DISTRIBUTIONS........................................................    (.46)      (.36)            --
- --------------------------------------------------------------------------------------------------------------------
 
NET ASSET VALUE, END OF PERIOD................................................  $13.92     $11.60          $9.99
- -------------------------------------------------------------------------------------------------------------------
 
- -------------------------------------------------------------------------------------------------------------------
 
TOTAL RETURN*.................................................................   24.10%     19.75%         (0.10)%
- --------------------------------------------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------------------------------------------
 
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..........................................    $147        $35             $5
Ratio of Expenses to Average Net Assets.......................................     .23%       .24%             0%
Ratio of Net Investment Income to Average Net Assets..........................    2.92%      2.90%             0%
Portfolio Turnover Rate.......................................................      14%        26%             3%
</TABLE>

*Total return figures do not reflect the 1% transaction fee on purchases or the
 annual account maintenance fee of $10.
+Commencement of Operations.
    
 
                                        7
<PAGE>   77
   
<TABLE>
<CAPTION>
                                                                ----------------------------------------------------
                                                                         TOTAL STOCK
                                                                     MARKET PORTFOLIO***                 GROWTH PORTFOLIO**
                                                                    ---------------------       -----------------------------------
                                                                YEAR      YEAR      MARCH 16+,    YEAR       YEAR          NOV. 2,  
                                                                ENDED     ENDED      1992, TO     ENDED      ENDED        1992, TO  
                                                                DEC. 31,  DEC. 31,    DEC. 31,    DEC. 31,   DEC. 31,     DEC. 31,  
                                                                 1994      1993        1992        1994       1993          1992    
- --------------------------------------------------------------------------------------------------------------------    ------------
<S>                                                             <C>      <C>        <C>          <C>        <C>            <C>      
NET ASSET VALUE, BEGINNING OF PERIOD............................ $11.69   $10.84      $10.00      $10.20     $10.26        $10.00   
                                                                 -----    ------     -------      ------    -------       -------   
INVESTMENT OPERATIONS                                                                                                               
 Net Investment Income..........................................    .27      .26         .23         .21        .21           .06   
 Net Realized and Unrealized Gain (Loss) on Investments.........   (.29)     .88         .84         .08       (.06)          .26   
                                                                 -----    ------     -------      ------     ------        ------   
   TOTAL FROM INVESTMENT OPERATIONS.............................   (.02)    1.14        1.07         .29        .15           .32   
- --------------------------------------------------------------------------------------------------------------------    ------------
DISTRIBUTIONS                                                                                                                       
 Dividends from Net Investment Income...........................   (.27)    (.26)       (.23)       (.21)      (.21)         (.06)  
 Distributions from Realized Capital Gains......................   (.03)    (.03)         --          --         --            --   
                                                                 -----    ------     -------      ------     ------        ------   
   TOTAL DISTRIBUTIONS..........................................   (.30)    (.29)       (.23)       (.21)      (.21)         (.06)  
- --------------------------------------------------------------------------------------------------------------------    ------------
NET ASSET VALUE, END OF PERIOD.................................. $11.37   $11.69      $10.84      $10.28     $10.20        $10.26   
- --------------------------------------------------------------------------------------------------------------------    ------------
- --------------------------------------------------------------------------------------------------------------------    ------------
TOTAL RETURN....................................................  (0.17)%   10.62%     10.41%       2.89%      1.53%         3.19%  
- --------------------------------------------------------------------------------------------------------------------    ------------
- --------------------------------------------------------------------------------------------------------------------    ------------
RATIOS/SUPPLEMENTAL DATA                                                                                                            
Net Assets, End of Period (Millions)............................   $786     $512        $275         $86        $51                 
Ratio of Expenses to Average Net Assets.........................    .20%     .20%        .21%*       .20%       .20%          $21   
Ratio of Net Investment Income to Average Net Assets............   2.35%    2.31%       2.42%*      2.08%      2.10%            0%* 
Portfolio Turnover Rate.........................................      2%       1%          3%         28%        36%         2.85%* 
                                                                                                                                2%  
<CAPTION>                                                                                                                           
                                                     
                                                     
                                                     
                                                     
                                                     
                                                     
                                                                                    VALUE PORTFOLIO**                          
                                                                           ---------------------------------                       
                                                                                 YEAR       YEAR       NOV. 2,          
                                                                                 ENDED      ENDED     1992, TO   
                                                                                DEC. 31,   DEC. 31,   DEC. 31,
                                                                                  1994       1993       1992
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                              <C>        <C>        <C> 
NET ASSET VALUE, BEGINNING OF PERIOD...........................................  $11.74     $10.30     $10.00
                                                                                -------    -------    -------
INVESTMENT OPERATIONS                                                          
 Net Investment Income.........................................................     .38        .38        .07
 Net Realized and Unrealized Gain (Loss) on Investments........................    (.46)      1.50        .30
                                                                                 ------     ------     ------
   TOTAL FROM INVESTMENT OPERATIONS............................................    (.08)      1.88        .37
- -----------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS                                                                  
 Dividends from Net Investment Income..........................................    (.38)      (.38)      (.07)
 Distributions from Realized Capital Gains.....................................    (.16)      (.06)        --
                                                                                 ------     ------     ------
   TOTAL DISTRIBUTIONS.........................................................    (.54)      (.44)      (.07)
- -----------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.................................................  $11.12     $11.74     $10.30
- -----------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------
TOTAL RETURN .................................................................   (0.73)%    18.35%      3.70%
- -----------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------
                                                                               
RATIOS/SUPPLEMENTAL DATA                                                       
Net Assets, End of Period (Millions)...........................................     $297      $190       $24
Ratio of Expenses to Average Net Assets........................................      .20%      .20%        0%* 
Ratio of Net Investment Income to Average Net Assets...........................     3.37%     3.26%      3.46%*
Portfolio Turnover Rate........................................................       32%       30%         4% 
</TABLE>                                                                       
  * Annualized.                                                                
 ** Total return figures do not reflect the annual account maintenance fee of
    $10 or applicable portfolio transaction fees. 
*** Total return figures do not reflect the .25% transaction fee on purchases
    or the annual account maintenance fee of $10. Subscription period for the 
    Portfolio was from March 16, 1992, to April 26, 1992, during which time 
    all assets were held in money market instruments. Performance measurement 
    begins on April 27, 1992. 
  + Commencement of operations.
    
   
<TABLE>
<CAPTION>
                                           -----------------------------------------------------------------------------------
                                                                 SMALL CAPITALIZATION STOCK PORTFOLIO(1)
                                           -----------------------------------------------------------------------------------
                                           -----------------------------------------------------------------------------------
                                                         OCT. 1,
                                           FEB. 1 TO     1993 TO                     YEAR ENDED SEPTEMBER 30,
                                            DEC. 31,     JAN. 31,    ---------------------------------------------------------
                                             1994**       1994**      1993      1992      1991     1990(2)    1989+      1988
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                           <C>         <C>        <C>       <C>        <C>      <C>        <C>       <C>
NET ASSET VALUE, BEGINNING OF PERIOD.......   $16.24      $16.23     $12.63    $12.03     $8.55    $11.88     $11.96    $15.73
                                           --------      -------     ------    ------    ------    -------    ------    ------
INVESTMENT OPERATIONS
 Net Investment Income (Loss)..............      .20         .05        .20       .19       .20       .17        .10       .03
 Net Realized and Unrealized Gain (Loss) on
   Investments.............................     (.86)        .96       3.73       .88      3.60     (3.46 )     2.13     (2.59)
                                            -------       ------      -----     -----     -----    ------      -----     -----
   TOTAL FROM INVESTMENT OPERATIONS........     (.66)       1.01       3.93      1.07      3.80     (3.29 )     2.23     (2.56)
- ------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income......     (.22)       (.18)      (.18)     (.18)     (.18)     (.04 )     (.14)       --
 Distributions from Realized Capital
   Gains...................................     (.37)       (.82)      (.15)     (.29)     (.14)       --      (2.17)    (1.21)
                                            -------       ------      -----     -----     -----    ------      -----     -----
   TOTAL DISTRIBUTIONS.....................     (.59)      (1.00)      (.33)     (.47)     (.32)     (.04 )    (2.31)    (1.21)
- ------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.............   $14.99      $16.24     $16.23    $12.63    $12.03     $8.55     $11.88    $11.96
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN++.............................    (4.00)%      6.65%     31.60%     9.34%    45.91%   (27.73 )%   18.83%   (14.30)%
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions).......     $605        $533       $432      $202      $111       $40        $20       $27
Ratio of Expenses to Average Net Assets....      .17%*       .18%*      .18%      .18%      .21%      .31 %     1.00%      .95%
Ratio of Net Investment Income (Loss) to
 Average Net Assets........................     1.50%*      1.16%*     1.47%     1.65%     2.11%     1.91 %      .65%      .24%
Portfolio Turnover Rate....................       25%*         5%*       26%       26%       33%       40 %      160%       68%
 
<CAPTION>
                                           -----------------------------------------------------------------------------------
                                                                 SMALL CAPITALIZATION STOCK PORTFOLIO(1)
                                           -----------------------------------------------------------------------------------
                                           -----------------------------------------------------------------------------------
                                                  YEAR ENDED SEPTEMBER 30,
                                            -------------------------------------
                                             1987       1986      1985      1984                                                    
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>       <C>       <C>       <C>    
NET ASSET VALUE, BEGINNING OF PERIOD.......  $13.24    $11.68    $13.15    $19.77 
                                              ------    ------    ------    ------ 
INVESTMENT OPERATIONS 
Net Investment Income (Loss)..............     (.04)     (.01)     (.04)      .14 
Net Realized  and Unrealized Gain (Loss) on 
  Investments.............................     4.42      1.57      (.51)    (4.25) 
                                              -----     -----     -----     ----- 
TOTAL FROM INVESTMENT OPERATIONS........       4.38      1.56      (.55)    (4.11)
- ------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS 
Dividends from Net Investment Income......       --        --      (.15)       -- 
Distributions from Realized Capital
  Gains...................................    (1.89)       --      (.77)    (2.51)
                                              -----     -----     -----     ----- 
TOTAL DISTRIBUTIONS.....................      (1.89)       --      (.92)    (2.51)
- ------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.............  $15.73    $13.24    $11.68    $13.15
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN++.............................   38.02%    13.33%    (3.67)%  (22.89)%
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA 
Net Assets, End of Period (Millions).......     $35       $31       $32       $37 
Ratio of Expenses to Average Net Assets....     .92%      .92%     1.00%     1.05%
Ratio of Net Investment Income (Loss) to
  Average Net Assets........................   (.25)%    (.06)%    (.28)%    1.11% 
Portfolio Turnover Rate....................      92%       92%      103%      100%

</TABLE>

    
  * Annualized. 
 ** Unaudited.  
(1) Results prior to January 31, 1994, are for the former Vanguard Small
    Capitalization Stock Fund. 
(2) Adjusted to reflect a 3-for-1 stock split as of February 3, 1990.
  + Prior to September 11, 1989, Schroder Capital Management International 
    provided investment advisory services to the Fund. Effective 
    September 11, 1989, The Vanguard Group, Inc. began providing investment 
    advisory services to the Fund on an at-cost basis.
 ++ Total return figures do not reflect the annual account maintenance fees
    of $10 or applicable portfolio transaction fees.

 
                                        8
<PAGE>   78
   
<TABLE>
<CAPTION>
                                                       ---------------------------------------------------------
                                                                                                                
                                                       EMERGING                EUROPEAN PORTFOLIO(1)            
                                                        MARKETS        ------------------------------------     
                                                       PORTFOLIO                                                
                                                      -----------
                                                       MAY 4+ TO             DECEMBER 31,              MAY 1+ TO
                                                       DEC. 31,       --------------------------       DEC. 31, 
                                                         1994       1994     1993     1992     1991      1990   
- ------------------------------------------------------------------------------------------------------------------
<S>                                                       <C>      <C>       <C>      <C>      <C>      <C>      
NET ASSET VALUE, BEGINNING OF PERIOD...................   $10.00   $11.88    $9.33    $9.92    $9.06    $10.00  
                                                          ------    ------   ------    -----    -----   -------  
INVESTMENT OPERATIONS                                                                                           
 Net Investment Income ................................      .06      .28      .17      .25      .26       .16
 Net Realized and Unrealized Gain (Loss) on ...........      .92     (.06)   2.55     (.58)     .86      (.94) 
                                                          ------    ------   ------    -----    -----   -------  
   TOTAL FROM INVESTMENT OPERATIONS....................      .98      .22     2.72     (.33)    1.12      (.78) 
- ----------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS                                                                                                   
 Dividends from Net Investment Income..................     (.07)    (.28)    (.17)    (.26)    (.26)    (.16) 
 Distributions from Realized Capital Gains.............     (.04)    (.06)      --       --       --        --  
                                                         ------    ------   ------    -----    -----   -------  
   TOTAL DISTRIBUTIONS.................................     (.11)    (.34)    (.17)    (.26)    (.26)     (.16) 
- -----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.........................   $10.87   $11.76   $11.88    $9.33    $9.92     $9.06   
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
TOTAL RETURN...........................................   9.81%(2)   1.88%  29.13%  (3.32)%  12.40%    (7.23)% 
- -----------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...................      $83     $715     $601     $256     $161       $96   
Ratio of Expenses to Average Net Assets................      .60%*    .32%     .32%     .32%     .33%      .40%* 
Ratio of Net Investment Income to Average Net Assets...     1.32%*   2.41%    2.05%    3.05%    3.06%     3.68%* 
Portfolio Turnover Rate................................        6%       6%       4%       1%      15%**       3% 


<CAPTION>
                                                       ----------------------------------------------------------------------
                                                                                  PACIFIC PORTFOLIO (1)
                                                       -----------------------------------------------------------------------
                                                                           YEAR ENDED                             
                                                                           DECEMBER 31,                            MAY 1+ TO
                                                       ---------------------------------------------------          DEC. 31,
                                                         1994          1993          1992          1991               1990      
- -----------------------------------------------------------------------------------------------------------------------------
<S>                                                      <C>           <C>           <C>           <C>                <C>
NET ASSET VALUE, BEGINNING OF PERIOD...................  $10.13        $7.56         $9.42         $8.56              $10.00
                                                        -------        -----         -----        ------              -------
INVESTMENT OPERATIONS
 Net Investment Income.................................      .08         .06           .05           .05                 .05
 Net Realized and Unrealized Gain (Loss) on
   Investments.........................................     1.24        2.62         (1.76)          .86               (1.44)
                                                           -----       -----         -------      -------             --------
   TOTAL FROM INVESTMENT OPERATIONS....................     1.32        2.68         (1.71)          .91               (1.39)
- ----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income..................     (.08)      (.06)          (.05)         (.05)               (.05)
 Distributions from Realized Capital Gains.............     (.06)      (.05)          (.10)           --                  --
                                                            -----      -----           -------       ------             ------
   TOTAL DISTRIBUTIONS.................................     (.14)      (.11)          (.15)         (.05)               (.05)
- ----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.........................    $11.31       $10.13       $7.56         $9.42               $8.56
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN...........................................    13.04%       35.46%      (18.17)%       10.65%             (14.01)%
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...................     $697         $493         $207           $84                 $31
Ratio of Expenses to Average Net Assets................      .32%         .32%         .32%          .32%                .35%*
Ratio of Net Investment Income to Average Net Assets...      .71%         .75%         .92%          .70%               1.02%*
Portfolio Turnover Rate................................        4%           7%           3%           21%**                2%
</TABLE>

   * Annualized.
  ** Portfolio turnover rates for 1991 excluding in-kind redemptions were
     3% for the European Portfolio and 1% for the Pacific Portfolio.
   + Commencement of operations.
 (1) Total return figures do not reflect the 1% transaction fee on
     purchases or the annual account maintenance fee of $10.
     Subscription period for Portfolio was May 1, 1990, to June 17, 1990,
     during which time all assets were held in money market
     instruments. Performance measurement begins on June 18, 1990.
 (2) Total return does not reflect the 2% transaction fee on purchases,
     the 1% transaction fee on redemptions, or the annual
     account maintenance fee of $10.
    

   
<TABLE>
<CAPTION>
                                                                           ------------------------------------------------
                                                                                     TOTAL BOND MARKET PORTFOLIO
                                                                           ------------------------------------------------
                                                                                       YEAR ENDED DECEMBER 31,
                                                                           ------------------------------------------------
                                                                            1994       1993       1992      1991      1990
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>        <C>        <C>       <C>       <C>
NET ASSET VALUE, BEGINNING OF PERIOD....................................... $10.06     $9.88      $9.99     $9.41     $9.44
                                                                            ------     ------      -----     -----     -----
INVESTMENT OPERATIONS
 Net Investment Income.....................................................   .622      .638       .699      .766      .796
 Net Realized and Unrealized Gain (Loss) on Investments....................  (.888)     .300      (.018)     .605     (.030)
                                                                            ------     ------      -----     -----     -----
       TOTAL FROM INVESTMENT OPERATIONS....................................  (.266)     .938       .681     1.371      .766
- ---------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income......................................  (.622)    (.638)     (.699)    (.766)    (.796)
 Distributions from Realized Capital Gains.................................  (.002)    (.120)     (.092)    (.025)       --
                                                                            ------     ------      -----     -----     -----
       TOTAL DISTRIBUTIONS.................................................  (.624)    (.758)     (.791)    (.791)    (.796)
- ---------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.............................................  $9.17    $10.06      $9.88     $9.99     $9.41
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(1)............................................................  (2.66)%    9.68%      7.14%    15.25%     8.65%
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)....................................... $1,731    $1,540     $1,066      $849      $277
Ratio of Expenses to Average Net Assets....................................    .18%      .18%       .20%      .16%      .21%
Ratio of Net Investment Income to Average Net Assets.......................   6.57%     6.24%      7.06%     7.95%     8.60%
Portfolio Turnover Rate....................................................     33%       50%        49%       31%       29%
 
<CAPTION>
                                                                           ------------------------------------------------
                                                                                     TOTAL BOND MARKET PORTFOLIO
                                                                           ------------------------------------------------
                                                                                       YEAR ENDED DECEMBER 31,
                                                                           ------------------------------------------------
                                                                                                                DEC. 9,+
                                                                           1989      1988        1987          TO 31, 1986
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                                                          <C>       <C>       <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD.......................................  $9.05     $9.20     $9.94           $10.00
                                                                             -----     -----     -----          ---------
INVESTMENT OPERATIONS
 Net Investment Income.....................................................   .797      .807      .834             .028
 Net Realized and Unrealized Gain (Loss) on Investments....................   .390     (.150)    (.740)           (.060)
                                                                             -----     -----     -----          ---------
       TOTAL FROM INVESTMENT OPERATIONS....................................  1.187      .657      .094            (.032)
- ---------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income......................................  (.797)    (.807)    (.834)           (.028)
 Distributions from Realized Capital Gains.................................     --        --        --               --
                                                                             -----     -----     -----          ---------
       TOTAL DISTRIBUTIONS.................................................  (.797)    (.807)    (.834)           (.028)
- ---------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.............................................  $9.44     $9.05     $9.20            $9.94
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(1)............................................................  13.65%     7.35%     1.14%           (0.21)%
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions).......................................   $139       $58       $43               $3
Ratio of Expenses to Average Net Assets....................................    .24%      .30%      .14%               0%
Ratio of Net Investment Income to Average Net Assets.......................   8.49%     8.84%     9.01%            6.82%*
Portfolio Turnover Rate....................................................     33%       21%       77%               0%
   * Annualized.
 (1) Total return figures are adjusted to reflect the annual account
     maintenance fee of $10.
   + Commencement of operations.
</TABLE>
    
 
                                        9
<PAGE>   79
 
   
<TABLE>
<CAPTION>
                                                                   -----------------------------------------------------------
                                                                                        INTERMEDIATE-
                                                                     SHORT-TERM           TERM BOND             LONG-TERM
                                                                   BOND PORTFOLIO         PORTFOLIO           BOND PORTFOLIO
                                                                   -----------------------------------------------------------
                                                                    MARCH 1+ TO            MARCH 1+ TO            MARCH 1+ TO
                                                                 DECEMBER 31, 1994      DECEMBER 31, 1994      DECEMBER 31, 1994
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                    <C>                    <C>                    <C>
NET ASSET VALUE, BEGINNING OF PERIOD...........................        $10.00                 $10.00                 $10.00
                                                                 ------------           ------------           ------------
INVESTMENT OPERATIONS
 Net Investment Income.........................................          .463                   .533                   .586
 Net Realized and Unrealized Gain (Loss) on Investments........         (.500)                 (.820)                (1.040)
                                                                  -----------            -----------            -----------
       TOTAL FROM INVESTMENT OPERATIONS........................         (.037)                 (.287)                 (.454)
- ---------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income..........................         (.463)                 (.533)                 (.586)
 Distributions from Realized Capital Gains.....................            --                     --                     --
                                                                  -----------            -----------            -----------
       TOTAL DISTRIBUTIONS.....................................         (.463)                 (.533)                 (.586)
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.................................         $9.50                  $9.18                  $8.96
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(1)................................................         (0.37)%                (2.88)%                (4.53)%
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...........................           $77                    $71                     $9
Ratio of Expenses to Average Net Assets........................           .18%*                  .18%*                  .18%*
Ratio of Net Investment Income to Average Net Assets...........          5.77%*                 6.88%*                 7.70%*
Portfolio Turnover Rate........................................            53%*                   63%*                   70%*
</TABLE>

  * Annualized.
(1) Returns do not reflect the annual account maintenance fee of $10.
  + Subscription period for the Portfolio was from January 18, 1994,
    through February 28, 1994, during which time all assets were
    held in money market instruments.

    

   
<TABLE>
<CAPTION>
                                                            --------------------------------------------
                                                                           VANGUARD BALANCED
                                                                               INDEX FUND
                                                             ---------------------------------------------
                                                                                         
                                                                    YEAR ENDED                  SEPT. 28  
                                                                    DECEMBER 31,                   TO     
                                                              -----------------------            DEC. 31, 
                                                                1994            1993               1992       
- -----------------------------------------------------------------------------------------------------
<S>                                                           <C>              <C>                 <C>
NET ASSET VALUE, BEGINNING OF PERIOD.......................   $10.91           $10.31              $10.00
                                                              ------          --------             -------
INVESTMENT OPERATIONS 
 Net Investment Income.......................................    .41              .39                  .08
 Net Realized and Unrealized Gain (Loss) on Investments.....    (.58)             .63                  .31
                                                               ------           -------              -------
       TOTAL FROM INVESTMENT OPERATIONS.....................    (.17)            1.02                  .39
- -------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
 Dividends from Net Investment Income.......................    (.40)            (.39)                 (.08)
 Distributions from Realized Capital Gains...................      --            (.03)                    --
                                                                 -----          -------                ------
       TOTAL DISTRIBUTIONS..................................    (.40)            (.42)                  (.08)
- --------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD..............................  $10.34           $10.91                 $10.31
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
TOTAL RETURN**...............................................  (1.56)%          10.00%                  3.69%
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)..........................  $403             $367                   $109
Ratio of Expenses to Average Net Assets.......................   .20%             .20%                   .22% *
Ratio of Net Investment Income to Average Net Assets..........  3.86%            3.53%                  3.76% *
Portfolio Turnover Rate.......................................    16%              25%                    17%
</TABLE>

 * Annualized.
** Total return figures do not reflect the annual account maintenance fee
   of $10. Subscription period for Fund was from September
   28, 1992, to November 8, 1992, during which time all assets were held
   in money market instruments. Performance measurement
   begins on November 9, 1992.
 
    
- --------------------------------------------------------------------------------
   
YIELD AND TOTAL
RETURN             From time to time a Portfolio of the Vanguard Index Funds may
                   advertise its yield and total return. Both yield and total
                   return figures are based on historical earnings and are not
                   intended to indicate 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 for the
                   life of the Portfolio (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 distributions.
    
 
                   In accordance with industry guidelines set forth by the U.S.
                   Securities and Exchange Commission, the "30-day yield" of a
                   Portfolio is calculated by dividing the net investment income
                   per share earned during a 30-day period by the net asset
                   value per share on the last day of the period. Net investment
                   income includes interest and dividend income earned on a
                   Portfolio's securities; it is
 
                                       10
<PAGE>   80
 
   
                   net of all expenses and all recurring and nonrecurring
                   charges that have been applied to all shareholder accounts.
                   The yield calculation assumes that net investment income
                   earned over 30 days is compounded monthly for six months and
                   then annualized. Methods used to calculate advertised yields
                   are standardized for all stock and bond mutual funds.
                   However, these methods differ from the accounting methods
                   used by a Portfolio to maintain its books and records, and so
                   the advertised 30-day yield may not fully reflect the income
                   paid to your own account.
    
- --------------------------------------------------------------------------------
 
INVESTMENT
OBJECTIVES         Vanguard Bond Index Fund, Vanguard Balanced Index Fund,
                   Vanguard Index Trust and Vanguard International Equity Index
                   Fund are each open-end diversified investment companies
                   designed as "index" funds.
- --------------------------------------------------------------------------------
 
   
BOND INDEX FUND
EACH PORTFOLIO SEEKS
TO MATCH THE
INVESTMENT
PERFORMANCE OF ITS
RESPECTIVE INDEX   The Fund consists of four Portfolios, each of which seeks to
                   match the investment results of a particular investment
                   grade bond index through the use of index sampling
                   techniques. The Total Bond Market Portfolio seeks to
                   replicate the performance of a broad market weighted bond
                   index, while the Short-Term Bond, Intermediate-Term Bond and
                   Long-Term Bond Portfolios attempt to replicate the
                   performance of market weighted bond indexes with prescribed
                   maturity standards. There is no assurance that any of the
                   Fund's Portfolios will achieve its stated objective.
    
- --------------------------------------------------------------------------------
 
   
BALANCED INDEX
FUND
THE FUND SEEKS
TO TRACK THE
WILSHIRE 5000 AND THE
LEHMAN BROTHERS
INDEX              The objective of the Fund is to replicate, with respect to
                   60% of its assets, the investment performance of the Wilshire
                   5000 and, with respect to 40% of its assets, the investment
                   performance of the Lehman Brothers Index. There is no
                   assurance that the Fund will achieve its stated objective.
    
 
   
                   The Wilshire 5000 consists of all U.S. common stocks that
                   trade on a regular basis on the New York and American Stock
                   Exchanges and in the NASDAQ over-the-counter market. The
                   Lehman Brothers Index measures the total return (capital
                   change plus income) provided by a universe of fixed-income
                   securities, weighted by market value. The securities included
                   in the index generally have an outstanding market value of at
                   least $25 million, are of investment grade quality and are
                   readily available in the marketplace.
    
- --------------------------------------------------------------------------------
 
   
INDEX TRUST
EACH PORTFOLIO SEEKS
TO MATCH THE
INVESTMENT
PERFORMANCE OF A
PARTICULAR STOCK
MARKET INDEX       The Trust consists of six Portfolios, each of which seeks to
                   provide investment results that correspond to a particular
                   stock market index. The correlation between the performance
                   of each of the Trust's Portfolios and the respective index
                   that each Portfolio attempts to match is expected to be at
                   least 0.95. The 500, Extended Market, Total Stock Market and
                   Small Capitalization Stock Portfolios attempt to replicate
                   the investment performance of broad market indexes, while the
                   Value and Growth Portfolios attempt to replicate indexes
                   which possess certain "value" and "growth" investment
                   characteristics.
    
 
                   - The 500 PORTFOLIO seeks to replicate the aggregate price
                     and yield performance of the Standard & Poor's 500
                     Composite Stock Price Index (the "S&P 500 Index"), an index
                     which emphasizes large-capitalization companies.
 
                   - The EXTENDED MARKET PORTFOLIO seeks to replicate the
                     aggregate price and yield performance of the Wilshire 4500
                     Index, an index which consists of more than 5,000 medium-
                     and small-capitalization companies that are not included in
                     the S&P 500 Index.
 
                   - The TOTAL STOCK MARKET PORTFOLIO seeks to replicate the
                     aggregate price and yield performance of the Wilshire 5000
                     Index, an index which consists of all U.S. stocks that
                     trade on a regular basis on either the New York or American
                     Stock Exchange or the NASDAQ over-the-counter market. These
                     stocks include the large-capitalization companies of the
                     S&P 500 Index, with the exception of Royal Dutch and
                     Unilever, N.V., which trade on the New York Stock Exchange
                     as ADR's, as well as the medium- and small-capitalization
                     companies of the Wilshire 4500 Index.
 
                   - The SMALL CAPITALIZATION STOCK PORTFOLIO seeks to replicate
                     the aggregate price and yield performance of the Russell
                     2000 Small Stock Index (the "Russell 2000"), a broadly
                     diversified small-capitalization stock index consisting of
                     approximately 2,000 common stocks.
 
                                       11
<PAGE>   81
 
                   - The VALUE PORTFOLIO seeks to replicate the aggregate price
                     and yield performance of the S&P/BARRA Value Index, an
                     index which includes stocks in the S&P 500 Index with lower
                     than average ratios of market price to book value. These
                     types of stocks are often referred to as "value" stocks.
 
                   - The GROWTH PORTFOLIO seeks to replicate the aggregate price
                     AND yield performance of the S&P/BARRA Growth Index, an
                     index which includes stocks in the S&P 500 Index with
                     higher than average ratios of market price to book value.
                     These types of stocks are often referred to as "growth"
                     stocks.
 
                   There is no assurance that the Portfolios will achieve their
                   stated objectives.
- --------------------------------------------------------------------------------
 
   
INTERNATIONAL
EQUITY INDEX FUND
EACH PORTFOLIO SEEKS
TO MATCH THE
INVESTMENT
PERFORMANCE OF ITS
RESPECTIVE INDEX   The Fund consists of three Portfolios, each of which seeks to
                   match the investment results of a Morgan Stanley Capital
                   International Index. The European Portfolio seeks to
                   replicate the aggregate price and yield performance of the
                   Morgan Stanley Capital International-Europe (Free) Index
                   ("MSCI-Europe (Free)"), a diversified, capitalization
                   weighted index comprised of companies located in fourteen
                   European countries. The Pacific Portfolio seeks to replicate
                   the aggregate price and yield performance of the Morgan
                   Stanley Capital International-Pacific (Free) Index
                   ("MSCI-Pacific"), a diversified, capitalization weighted
                   index consisting of companies located in Australia, Japan,
                   Hong Kong, New Zealand, Singapore and Malaysia. There is no
                   assurance that either Portfolio will achieve its stated
                   objective.
    
 
   
                   By holding both the European and Pacific Portfolios in
                   appropriate proportions, an investor may create an aggregate
                   portfolio designed to approximate the total return (income
                   plus capital change) of the Morgan Stanley Capital
                   International-Europe, Australia and Far East (Free) Index
                   ("EAFE Free"), a broadly diversified international index
                   consisting of more than 1,000 equity securities of companies
                   located outside of the United States. As of December, 31,
                   1994, the MSCI-Pacific (Free) Index represented approximately
                   55% of the market capitalization of EAFE (Free), while the
                   MSCI-Europe (Free) Index represented the remaining 45%.
    
 
   
                   The Emerging Markets Portfolio seeks, with respect to 95% of
                   assets, to provide investment results that parallel the
                   Morgan Stanley Capital International ("MSCI")-Select Emerging
                   Markets Free Index ("Index"). The MSCI-Select Emerging
                   Markets Free Index is a diversified index consisting of
                   common stocks located in 12 countries. This Index provides
                   broader diversification and more liquidity than other
                   "published" emerging markets indexes and also takes into
                   consideration the trading capabilities of foreigners in
                   emerging stock market countries.
    
 
                   The Fund is neither sponsored by nor affiliated with Morgan
                   Stanley Capital International.
 
                   The investment objectives of each Portfolio of Vanguard Bond
                   Index Fund and Vanguard Index Trust are fundamental and so
                   cannot be changed without the approval of a majority of a
                   Portfolio's shareholders.
 
                   The investment objectives of Vanguard Balanced Index Fund and
                   each Portfolio of Vanguard International Equity Index Fund
                   are not fundamental and may be changed by the Board of
                   Directors without shareholder approval. However, shareholders
                   would be notified prior to a material change.
- --------------------------------------------------------------------------------
 
INVESTMENT
POLICIES
EACH FUND USES
A "PASSIVE"
INVESTMENT
APPROACH           The Funds are not managed according to traditional methods of
                   "active" investment management, which involve the buying and
                   selling of securities based upon economic, financial and
                   market analysis and investment judgment. Instead, the Funds,
                   utilizing a "passive" or indexing investment approach,
                   attempt to approximate the investment performance of their
                   respective indexes through statistical procedures. The Funds
                   are managed without regard to tax ramifications.
 
                   The investment policies of the Funds are not fundamental and
                   so may be changed by the Board of Directors without
                   shareholder approval. However, shareholders would be notified
                   prior to a material change.
- --------------------------------------------------------------------------------
 
                                       12
<PAGE>   82
 
   
BOND INDEX FUND
EACH PORTFOLIO INVESTS
IN FIXED INCOME
SECURITIES         Each Portfolio will invest in a group of fixed-income
                   securities selected from its respective index which, when
                   taken together, are expected to perform similarly to the
                   index as a whole. This sampling technique is expected to
                   enable each Portfolio to track the dividend income and price
                   movements of its respective index, while minimizing
                   brokerage, custodial and accounting costs.
    
 
   
                   The TOTAL BOND MARKET PORTFOLIO will invest in a portfolio of
                   fixed-income securities selected to match the Lehman Brothers
                   Aggregate Bond Index (the "Aggregate Bond Index"). The
                   Aggregate Bond Index is a broad market weighted index which
                   encompasses four major classes of investment grade
                   fixed-income securities in the United States: U.S. Treasury
                   and agency securities, corporate bonds, international
                   (dollar-denominated) bonds, and mortgage-backed securities,
                   with maturities greater than one year.
    
 
   
                   The SHORT-TERM BOND PORTFOLIO will invest in a portfolio of
                   fixed-income securities selected to match the Lehman Brothers
                   Mutual Fund Short (1-5) Government/Corporate Index (the
                   "Short-Term Index"). The Short-Term Index is a market
                   weighted index which encompasses three major classes of
                   investment grade fixed-income securities: U.S. Treasury,
                   agency securities and corporate bonds, and international
                   (dollar-denominated) bonds, all with maturities between 1 and
                   5 years.
    
 
   
                   The INTERMEDIATE-TERM BOND PORTFOLIO will invest in a
                   portfolio of fixed-income securities selected to match the
                   Lehman Brothers Mutual Fund Intermediate (5-10)
                   Government/Corporate Index (the "Intermediate-Term Index").
                   The Intermediate-Term Index is a market weighted index which
                   encompasses three major classes of investment grade
                   fixed-income securities: U.S. Treasury and agency securities,
                   corporate bonds, and international (dollar-denominated)
                   bonds, all with maturities between 5 and 10 years.
    
 
   
                   The LONG-TERM BOND PORTFOLIO will invest in a portfolio of
                   fixed-income securities selected to match the Lehman Brothers
                   Mutual Fund Long (10+) Government/Corporate Index (the "Long-
                   Term Index"). The Long-Term Index is a market weighted index
                   which encompasses three major classes of investment grade
                   fixed-income securities: U.S. Treasury and agency securities,
                   corporate bonds, and international (dollar-denominated)
                   bonds, all with maturities greater than 10 years.
    
 
   
                   Each Portfolio will invest 80% or more of its assets in
                   securities included in its respective index. As of December
                   31, 1994, the major classes of fixed-income securities
                   represented the following proportions of the respective
                   indexes total market values:
    
 
   
<TABLE>
<CAPTION>
                                                                          AGGREGATE    SHORT-TERM   INTERMEDIATE-   LONG-TERM
                                                                          BOND INDEX     INDEX       TERM INDEX       INDEX
                           --------------------------------------------------------------------------------------------------
                           <S>                                               <C>          <C>          <C>            <C>
                           U.S. Treasury and agency securities               54%          88%          62%            68%
                           Corporate bonds                                   14%          10%          29%            26%
                           International (dollar-denominated) bonds          3%           2%            9%             6%
                           Mortgage-backed securities                        29%          0%            0%             0%
                           Dollar-weighted Average Maturity (Years)        8.8 yrs      2.7 yrs      7.6 yrs        23.2 yrs
</TABLE>
    
 
                   The Portfolios of the Fund may, from time to time, substitute
                   one type of investment grade bond for another. For instance,
                   a Portfolio may hold more short-term corporate bonds (fewer
                   short U.S. Treasury bonds) than represented in the Index so
                   as to increase income. This corporate substitution strategy
                   will entail the assumption of additional credit risk;
                   however, substantial diversification within the corporate
                   sector should moderate issue-specific credit risk. In
                   addition, current investment policy restricts corporate
                   substitutions to issues with less than 4 years remaining to
                   maturity and in aggregate no more than 15% of net assets.
                   Overall, credit risk is expected to be very low for each of
                   the Portfolios.
 
   
                   Fixed-income securities will be primarily of investment grade
                   quality-- i.e., those rated at least Baa3 by Moody's
                   Investors Service, Inc. or BBB- by Standard & Poor's
                   Corporation. Securities rated Baa or BBB are considered as
                   medium grade obligations. Interest payments and principal are
                   regarded as adequate for the present but certain protective
                   elements found in higher rated
    
 
                                       13
<PAGE>   83
 
                   bonds may be lacking. Such bonds lack outstanding investment
                   characteristics and, in fact, have speculative
                   characteristics as well.
 
   
                   In its efforts to duplicate the investment performance of the
                   Index, each Portfolio will invest in fixed-income securities
                   approximating its relative proportion of the Index's total
                   market value. For the Total Bond Market Portfolio, these
                   investments will include U.S. Treasury and agency securities,
                   mortgage-backed securities and corporate and international
                   (dollar-denominated) bonds. For the Short-Term Bond,
                   Intermediate-Term Bond and Long-Term Bond Portfolios, these
                   investments include U.S. Treasury and agency securities,
                   corporate debt and international (dollar- denominated) debt.
                   The Portfolios may invest in U.S. Treasury bills, notes and
                   bonds and other "full faith and credit" obligations of the
                   U.S. Government. The Portfolios may also invest in U.S.
                   Government agency securities, which are debt obligations
                   issued or guaranteed by agencies or instrumentalities of the
                   U.S. Government. Such "agency" securities may not be backed
                   by the "full faith and credit" of the U.S. Government. Such
                   U.S. Government agencies may include the Federal Farm Credit
                   Banks, the Resolution Trust Corporation and in the case of
                   the Total Bond Market Portfolio, the Government National
                   Mortgage Association. Even though they all carry top (AAA)
                   credit ratings, "agency" obligations are not explicitly
                   guaranteed by the U.S. Government and so are perceived as
                   somewhat riskier than comparable Treasury bonds.
    
 
                   Each Portfolio may also invest up to 20% of its assets in
                   short-term money market instruments, and may invest in bond
                   (interest rate) futures contracts and options to a limited
                   extent. Such securities will be held only to invest
                   uncommitted cash balances, to maintain liquidity to meet
                   shareholder redemptions, or to minimize trading costs. The
                   Portfolios will not invest in such securities as part of a
                   temporary defensive strategy (such as altering the aggregate
                   maturity of a Portfolio) to protect the Fund against
                   potential bond market declines. Each Portfolio intends to
                   remain fully invested, to the extent practicable, in a pool
                   of securities which will duplicate the investment
                   characteristics of the respective index. See "Implementation
                   of Policies" for a description of other investment practices
                   of the Fund.
- --------------------------------------------------------------------------------
 
BALANCED INDEX
FUND
THE FUND INVESTS IN
STOCKS AND BONDS   Under normal circumstances, the Fund will invest 60% of its
                   net assets in a portfolio of common stocks selected to track
                   the Wilshire 5000 and 40% of its net assets in a portfolio of
                   investment-grade bonds designed to track the Lehman Brothers
                   Index. The Fund may also invest in certain short-term fixed
                   income securities as cash reserves, although cash and cash
                   equivalents are normally expected to represent less than 1%
                   of the Fund's assets.
 
                   The Fund's common stock portfolio will invest in a portfolio
                   of common stock selected to match the Wilshire 5000. The Fund
                   is expected to invest in approximately 500 of the largest
                   securities in the Wilshire 5000 as measured by market
                   capitalization and a representative sample of the remainder.
                   Typically, the Fund will hold between 950 and 1,050 stocks,
                   which are selected primarily on the basis of market
                   capitalization and industry weightings.
 
   
                   The Fund's bond portfolio will invest in a portfolio of fixed
                   income securities selected to match the Lehman Brothers
                   Index. The Fund will invest in a representative sample of
                   fixed-income securities in the Lehman Brothers Index, which,
                   taken together, are expected to perform similarly to the
                   Index.
    
 
                   The Fund may also invest up to 30% of its assets in stock or
                   bond futures contracts and options in order to invest
                   uncommitted cash balances, to maintain liquidity to meet
                   shareholder redemptions, or to minimize trading costs. The
                   Fund will not invest in futures contracts, options, or cash
                   reserves as part of a temporary defensive strategy, such as
                   lowering the Fund's investment allocation in common stocks to
                   protect against potential stock market declines. The Fund
                   intends to remain fully invested, to the extent practicable,
                   in a pool of securities which will duplicate the investment
                   characteristics of the Wilshire 5000 and Lehman Brothers
                   Indexes. See "Implementation of Policies" for a description
                   of these and other investment practices of the Fund.
- --------------------------------------------------------------------------------
 
                                       14
<PAGE>   84
 
INDEX TRUST
ALL SIX PORTFOLIOS
INVEST IN
COMMON STOCKS      The 500, Value, and Growth Portfolios each invest in all the
                   stocks included in each of their respective indexes in
                   approximately the same proportion as they are represented in
                   the index. The Extended Market, Total Stock Market, and Small
                   Capitalization Stock Portfolios invest in statistically
                   selected samples of the stocks included in each of their
                   respective indexes. This sampling technique is expected to
                   enable each portfolio to track the price movements of its
                   respective index, while minimizing the brokerage, custodial,
                   and accounting costs.
 
                   The 500 PORTFOLIO invests in all 500 stocks in the S&P 500
                   Index in approximately the same proportions as they are
                   represented in the Index.
 
                   The EXTENDED MARKET PORTFOLIO invests in a statistically
                   selected sample of the more than 5,000 stocks included in the
                   Wilshire 4500 Index. Typically, the Portfolio invests in
                   1,400 to 1,700 stocks. Stocks are selected for inclusion in
                   the Portfolio based primarily on market capitalization and
                   industry weightings. The Portfolio is constructed to have
                   aggregate investment characteristics similar to those of the
                   Wilshire 4500 Index.
 
                   The TOTAL STOCK MARKET PORTFOLIO invests in a statistically
                   selected sample of the more than 6,000 stocks included in the
                   Wilshire 5000 Index. Typically, the Portfolio invests in
                   approximately 1,700 stocks. Stocks are selected for inclusion
                   in the Portfolio based primarily on market capitalization and
                   industry weightings. The Portfolio is constructed to have
                   aggregate investment characteristics similar to those of the
                   Wilshire 5000 Index.
 
                   The SMALL CAPITALIZATION STOCK PORTFOLIO invests in a
                   statistically selected sample of the approximately 2,000
                   stocks included in the Russell 2000 Index. Typically, the
                   Portfolio invests in approximately 1,000 stocks. Stocks are
                   selected for inclusion in the Portfolio based on their
                   contribution to the Portfolio's market capitalization,
                   industry weightings and other fundamental characteristics
                   such as price-earnings ratios, dividend yields, price-to-book
                   ratios and financial leverage. The stocks held by the
                   Portfolio are weighted to make the Portfolio's aggregate
                   investment characteristics similar to those of the Russell
                   2000 Index as a whole.
 
   
                   The VALUE PORTFOLIO invests in all of the common stocks
                   included in the S&P/BARRA Value Index in approximately the
                   same proportions as they are represented in the Index. As of
                   December 31, 1994, the S&P/BARRA Value Index included 318 of
                   the stocks that make up the S&P 500 Index, and 50% of the
                   total market value of the Index.
    
 
   
                   The GROWTH PORTFOLIO invests in all of the common stocks
                   included in the S&P/BARRA Growth Index in approximately the
                   same proportions as they are represented in the Index. As of
                   December 31, 1994, the S&P/BARRA Growth Index included 182 of
                   the stocks that make up the S&P 500 Index, and 50% of the
                   total market value of the Index.
    
 
ALL SIX PORTFOLIOS
ATTEMPT TO REMAIN
FULLY INVESTED     Each Portfolio attempts to remain fully invested in common
                   stocks. Under normal circumstances each Portfolio will invest
                   at least 95% of its assets in the common stocks of its
                   respective index and futures contracts and options. Each
                   Portfolio may invest in certain short-term fixed income
                   securities as cash reserves, although cash or cash
                   equivalents are normally expected to represent less than 1%
                   of each Portfolio's assets. Each Portfolio may also invest up
                   to 20% of its assets in stock futures contracts and options
                   in order to invest uncommitted cash balances, to maintain
                   liquidity to meet shareholder redemptions, or to minimize
                   trading costs. The Portfolios will not invest in cash
                   reserves, futures contracts or options as part of a temporary
                   defensive strategy, such as lowering a Portfolio's investment
                   in common stocks to protect against potential stock market
                   declines. The Portfolios intend to remain fully invested, to
                   the extent practicable, in a pool of securities which will
                   duplicate the investment characteristics of their respective
                   indexes. See "Implementation of Policies" for a description
                   of these and other investment practices of the Trust.
- --------------------------------------------------------------------------------
 
                                       15
<PAGE>   85
 
INTERNATIONAL
EQUITY INDEX FUND
EACH PORTFOLIO
INVESTS IN
INTERNATIONAL STOCKS
                   Each of the three Portfolios invest in statistically selected
                   samples of the stocks included in each of their respective
                   indexes. This sampling technique is expected to enable each
                   portfolio to track the price movements of its respective
                   index, while minimizing the brokerage, custodial, and
                   accounting costs.
 
   
                   The EUROPEAN PORTFOLIO invests in a statistically selected
                   sample of approximately 545 stocks included in the
                   MSCI-Europe (Free) Index, an index of equity securities of
                   companies located in fourteen European countries. Three
                   countries, the United Kingdom, Germany and France, dominate
                   MSCI-Europe (Free), with 35%, 14%, and 13% of the market
                   capitalization of the Index, respectively, as of December 31,
                   1994. The 11 other countries are individually much less
                   significant to the Index and, consequently, the Portfolio.
                   The "Free" Index includes only shares that U.S. investors are
                   "free" to purchase.
    
 
   
                   The PACIFIC PORTFOLIO invests in a statistically selected
                   sample of the more than 440 stocks included in the
                   MSCI-Pacific (Free) Index, an index of equity securities of
                   Pacific Basin companies. The MSCI-Pacific (Free) Index is
                   dominated by the Japanese stock market, which represented 83%
                   of the market capitalization of the Index as of December 31,
                   1994.
    
 
                   The European and Pacific Portfolios are each expected to
                   invest in approximately 250 stocks or more. Stocks are
                   selected for inclusion in each Portfolio based on country,
                   market capitalization, industry weightings, and fundamental
                   characteristics such as return variability, earnings
                   valuation, and yield. Each of the two Portfolios is
                   constructed to have aggregate investment characteristics
                   similar to those of its respective index. In order to
                   parallel the performance of its respective index, each
                   Portfolio will invest in each country in approximately the
                   same percentage as the country's weight in the index.
 
   
                   Each of the two Portfolio's policy is to remain fully
                   invested in common stocks. Under normal circumstances at
                   least 80% of the assets of each Portfolio will be invested
                   in stocks that are represented in its respective index. Each
                   Portfolio may invest in certain short-term fixed income
                   securities such as cash reserves, although cash or cash
                   equivalents are normally expected to represent less than 1%
                   of each Portfolio's assets. Each Portfolio may also invest
                   up to 50% of its assets in stock futures contracts, options,
                   and warrants in order to invest uncommitted cash balances,
                   maintain liquidity to meet shareholder redemptions, or
                   minimize trading costs. Any investment in futures contracts,
                   options, warrants, convertible securities or swap agreements
                   over 20% of each Portfolio's assets would be made in
                   emergency situations, for short-term purposes.
    
 
                   The European and Pacific Portfolios will not invest in cash
                   reserves, futures contracts, options or warrants as part of a
                   temporary defensive strategy, such as lowering a Portfolio's
                   investment in common stocks, to protect against potential
                   stock market declines. The Portfolios intend to remain fully
                   invested, to the extent practicable, in a pool of securities
                   which will approximate the investment characteristics of
                   their respective indexes. The Portfolios may also enter into
                   forward foreign currency exchange contracts in order to
                   maintain the same currency exposure as their respective
                   indexes, but not as part of a defensive strategy to protect
                   against fluctuations in exchange rates.
 
   
                   The EMERGING MARKETS PORTFOLIO invests in a statistically
                   selected sample of approximately 300 stocks included in the
                   MSCI-Select Emerging Markets Free Index, an index of equity
                   securities of companies located in the countries of 12
                   emerging markets. Three countries, Malaysia, Brazil and Hong
                   Kong represent a majority of the MSCI-Select Emerging Markets
                   Free Index, with 19%, 18% and 13% of the market
                   capitalization of the Index, respectively, as of December 31,
                   1994.
    
 
                   The Index includes only shares that U.S. investors are "free"
                   or allowed by law, to purchase and sell and that have
                   sufficient trading liquidity.
 
                   The Portfolio is expected to invest in approximately 300
                   stocks. Stocks are selected for inclusion in the Portfolio in
                   order to form a statistically representative sample
                   corresponding to the MSCI-Select Emerging Markets Free Index.
                   The Portfolio is constructed to have aggregate investment
 
                                       16
<PAGE>   86
 
                   characteristics (based on country, market capitalization and
                   industry weightings), fundamental characteristics (such as
                   return variability, earnings valuation and yield) and
                   liquidity measures, similar to those of its Index.
 
                   The Portfolio's policy is to remain 95% invested in common
                   stocks. The remaining 5% of the Portfolio will be invested in
                   cash reserves in order to maintain a higher degree of
                   portfolio liquidity to meet daily redemption requests.
 
   
                   Under normal circumstances at least 80% of the assets of the
                   Portfolio will be invested in stocks that are represented in
                   the Index and futures contracts and options thereon. The
                   Portfolio may also invest up to 50% of its assets in stock
                   futures contracts, options, warrants, convertible securities
                   or swap agreements in order to invest uncommitted cash
                   balances, maintain liquidity to meet shareholder redemptions,
                   or minimize trading costs. Any investment in futures
                   contracts, options, warrants, convertible securities or swap
                   agreements over 20% of the Portfolio's assets would be made
                   in emergency situations, for short-term purposes.
    
 
                   See "Implementation of Policies" for a description of these
                   and other investment practices of the Portfolios.
- --------------------------------------------------------------------------------
 
INVESTMENT
RISKS
EACH PORTFOLIO IS
SUBJECT TO MARKET RISK
                   As mutual funds investing primarily in common stocks,
                   Vanguard Balanced Index Fund and the Portfolios of Vanguard
                   Index Trust and Vanguard International Equity Index Fund are
                   subject to market risk--i.e., the possibility that common
                   stock prices will decline over short or even extended
                   periods. Both U.S. and foreign stock markets tend to be
                   cyclical, with periods when stock prices generally rise and
                   periods when prices generally decline.
 
   
                   Common stocks, as measured by the S&P 500 Index, have
                   provided annual total returns (capital appreciation plus
                   dividend income), averaging +10.7% for all 10-year periods
                   from 1926 to 1994. Average return may not be useful for
                   forecasting future returns in any particular period, as stock
                   returns are quite volatile from year to year.
    
- --------------------------------------------------------------------------------
 
INDEX TRUST
THE EXTENDED MARKET,
TOTAL STOCK MARKET
AND SMALL
CAPITALIZATION STOCK
PORTFOLIOS MAY 
EXHIBIT GREATER 
VOLATILITY         Historically, medium- and small-capitalization stocks have
                   been more volatile in price than the larger-capitalization
                   stocks included in the S&P 500 Index. Among the reasons for
                   the greater price volatility of these securities are the less
                   certain growth prospects of smaller firms, the lower degree
                   of liquidity in the markets for such stocks, and the greater
                   sensitivity of medium- and small-size companies to changing
                   economic conditions. Besides exhibiting greater volatility,
                   medium- and small-size company stocks may, to a degree,
                   fluctuate independently of larger company stocks. Medium- and
                   small-size company stocks may decline in price as large
                   company stocks rise, or rise in price as large company stocks
                   decline. Medium- and small-size company stocks constitute the
                   investments of the Extended Market Portfolio while the Small
                   Capitalization Stock Portfolio is composed primarily of
                   small-size company stocks. Investors in the Portfolios should
                   therefore expect that the Extended Market and Small
                   Capitalization Stock Portfolios will be more volatile than,
                   and may fluctuate independently of, the 500 Portfolio.
 
   
                   Similarly, medium- and small-size company stocks constituted
                   approximately 31% of the net assets of the Total Stock Market
                   Portfolio on December 31, 1994. Investors in the Portfolio
                   should therefore anticipate somewhat greater price volatility
                   in the Total Stock Market Portfolio relative to the 500
                   Portfolio.
    
 
THE VALUE AND
GROWTH PORTFOLIOS
MAY FLUCTUATE
INDEPENDENTLY      Stocks that emphasize particular investment characteristics,
                   such as "value" and "growth," may fluctuate divergently from
                   the broad market as represented by the S&P 500 Index, and may
                   also demonstrate greater volatility over short or extended
                   periods relative to the broad market.
 
                   The S&P/BARRA Value Index maintains a lower price-to-book
                   ratio and historically has had a higher yield than the S&P
                   500 Index, while the S&P/BARRA Growth Index maintains a
                   higher price-to-book and historically has had a lower yield
                   than the S&P 500 Index. Because of these investment
                   characteristics, the S&P/BARRA Value Index has exhibited
                   somewhat less short-term volatility than the S&P 500 Index,
                   while the S&P/BARRA Growth Index has displayed somewhat
                   greater short-term
 
                                       17
<PAGE>   87
 
   
                   volatility than the S&P 500 Index from 1975 through 1994.
                   However, as stated above, both Indexes may be more volatile
                   than the S&P 500 Index over short or extended periods. The
                   Indexes have been in existence since May, 1992. Historical
                   performance data was generated by BARRA by constructing the
                   S&P/BARRA Value and Growth Indexes from actual S&P 500 Index
                   holdings.
    
- --------------------------------------------------------------------------------
 
INTERNATIONAL
EQUITY INDEX FUND
INTERNATIONAL STOCKS
MAY EXHIBIT GREATER
VOLATILITY THAN
U.S. STOCKS        Investments in foreign stock markets can be as volatile, if
                   not more volatile, than investments in U.S. markets.
 
   
                   The MSCI-Europe Index has provided annual total returns,
                   averaging +14.2% for all 10-year periods from 1970-1994, and
                   the MSCI-Pacific Index has provided annual total returns,
                   averaging +18.0% during the same periods. By comparison, the
                   average annual total return of U.S. stocks during this same
                   period was +10.7% (as measured by the Standard & Poor's 500
                   Composite Stock Price Index). Note, however, that the period
                   from 1970 to 1994 was a very favorable one for foreign stock
                   market investing. The figures on total return and stock
                   market volatility are provided here only as a guide to
                   potential market risk, and may not be useful for forecasting
                   future returns in any particular period.
    
 
   
THE JAPANESE STOCK
MARKET IS A MAJOR
COMPONENT OF THE
PACIFIC INDEX      Investors should realize that Japanese securities comprised
                   83% of the MSCI-Pacific Index as of December 31, 1994, and
                   that therefore stocks of Japanese companies will represent a
                   correspondingly large component of the Pacific Portfolio's
                   investment assets. Such a large investment in the Japanese
                   stock market may entail a higher degree of risk than with
                   more diversified international portfolios, especially
                   considering that by fundamental measures of corporate
                   valuation, such as its high price-earnings ratios and low
                   dividend yields, the Japanese market as a whole may appear
                   expensive relative to other world stock markets.
    
 
   
STOCKS FROM THREE
COUNTRIES DOMINATE
THE EUROPE (FREE)
INDEX              Stocks from the United Kingdom, Germany and France comprised
                   35%, 14% and 13% of the MSCI-Europe (Free) Index,
                   respectively, as of December 31, 1994. The remaining 11
                   countries in the MSCI-Europe (Free) Index have much less
                   significant capitalization weightings in the Index and will
                   therefore have much less impact on the total return of the
                   Index and the European Portfolio.
    
 
EMERGING MARKETS
MAY EXHIBIT GREATER
VOLATILITY THAN
DEVELOPED MARKETS  Emerging markets, such as those invested in by the Emerging
                   Markets Portfolio, are associated with substantial investment
                   risks. These risks include market volatility, investment
                   illiquidity, currency risk, political instability and
                   unexpected changes in economic policy including capital
                   controls, expropriation, taxes and hyper-inflation.
 
   
                   Investors should be aware that emerging markets can be
                   substantially more volatile than both U.S. and more developed
                   foreign markets. For example, from 1989-1994, the average
                   positive monthly return for the Wilshire 5000 Index, a broad
                   measure of the U.S. equity market was +2.9%. The average
                   negative monthly return for the Wilshire 5000 Index was
                   -2.7%. In contrast, from 1989-1994, the average positive
                   monthly return of the Morgan Stanley Capital International
                   Emerging Markets Free Index, a widely quoted emerging market
                   benchmark, was +5.3%; while the average negative monthly
                   return was -5.3%.
    
 
INVESTMENT ILLIQUIDITY
RISK               Volatility in emerging markets may be exacerbated by
                   illiquidity. Average daily trading volume in all of the
                   emerging markets combined is a small fraction of the average
                   daily volume of the U.S. market. Small trading volumes may
                   result in investors being forced to purchase securities at
                   substantially higher prices than the current market, or sell
                   securities at much lower prices than the current market.
 
                                       18
<PAGE>   88
 
INTERNATIONAL STOCKS
ALSO EXPOSE INVESTORS
TO CURRENCY AND OTHER
RISKS              For U.S investors, the returns of foreign investments, such
                   as those held by the three Portfolios are influenced by not
                   only the returns on foreign common stocks themselves, but
                   also by the returns on the currencies in which the stocks
                   are denominated. Currency risk is the risk that changes in
                   foreign exchange rates will affect, favorably or
                   unfavorably, the value of foreign securities held by a
                   Portfolio. In a period when the U.S. dollar generally rises
                   against foreign currencies, the returns on foreign stocks
                   for a U.S. investor will be diminished. By contrast, in a
                   period when the U.S. dollar generally declines, the returns
                   on foreign stocks will be enhanced. Currency risk in
                   emerging markets may be exacerbated by unexpected exchange
                   rate devaluations.
 
                   Other risks and considerations of international investing
                   include: differences in accounting, auditing and financial
                   reporting standards; generally higher transaction costs on
                   foreign portfolio transactions; small trading volumes and
                   generally lower liquidity of foreign stock markets, which may
                   result in greater price volatility; foreign withholding taxes
                   payable on a Portfolio's foreign securities, which may reduce
                   dividend income payable to shareholders; the possibility of
                   expropriation or confiscatory taxation; adverse change in
                   investment or exchange control regulations; difficulty in
                   obtaining a judgement from a foreign court; political
                   instability which could affect U.S. investment in foreign
                   countries; and potential restriction on the flow of
                   international capital.
- --------------------------------------------------------------------------------
 
BOND INDEX FUND
THE PORTFOLIOS ARE
SUBJECT TO INTEREST
RATE RISK          INTEREST RATE RISK is the potential for fluctuations in bond
                   prices due to changing interest rates. As a rule, bond prices
                   vary inversely with interest rates. If interest rates rise,
                   bond prices generally decline; if interest rates fall, bond
                   prices generally rise. In addition, for a given change in
                   interest rates, longer-maturity bonds fluctuate more in price
                   than shorter-maturity bonds. To compensate investors for
                   these larger fluctuations, longer-maturity bonds usually
                   offer higher yields than shorter-maturity bonds, other
                   factors, including credit quality, being equal.
 
   
                   These basic principles of bond prices also apply to U.S.
                   Government securities. A security backed by the "full faith
                   and credit" of the U.S. Government is guaranteed only as to
                   its stated interest rate and face value at maturity, not its
                   current market price. Just like other fixed-income
                   securities, government-guaranteed securities will fluctuate
                   in value when interest rates change.
    
 
                   The TOTAL BOND MARKET and INTERMEDIATE-TERM BOND PORTFOLIOS
                   maintain an intermediate-term average weighted maturity, and
                   are therefore subject to a moderate to high level of interest
                   rate risk. Interest rate risk for the SHORT-TERM BOND
                   PORTFOLIO should be modest. Because of the short-term average
                   weighted maturities, the Portfolio is expected to exhibit low
                   to moderate price fluctuations as interest rates change. The
                   LONG-TERM BOND PORTFOLIO is exposed to substantial interest
                   rate risk. The Portfolio is expected to have an average
                   maturity in excess of 15 years which exposes it to high to
                   very high price fluctuations due to changing interest rates.
 
THE PORTFOLIOS ARE
SUBJECT TO INCOME RISK
                   INCOME RISK is the potential for a decline in a Portfolio's
                   income due to falling market interest rates. In relative
                   terms, income risk will be higher for the Fund's shorter-term
                   Portfolios and lower for the Fund's longer-term Portfolios.
 
THE LONG-TERM BOND
PORTFOLIO IS SUBJECT TO
CALL RISK          An additional risk associated with long-term corporate bonds
                   is call risk. CALL RISK is the possibility that corporate
                   bonds held by the Portfolio will be repaid prior to maturity.
                   Call provisions, common in many corporate bonds, allow bond
                   issuers to redeem bonds prior to maturity (at a specific
                   price). When interest rates are falling, bond issuers often
                   exercise these call provisions, paying off bonds that carry
                   high stated interest rates and often issuing new bonds at
                   lower rates. For the Portfolio, the result would be that
                   bonds with high interest rates are "called" and must be
                   replaced with lower-yielding instruments. In these
                   circumstances, the income of the Portfolio would decline.
                   Reflecting these additional credit and call risks, the
                   corporate portion of the portfolio will generally offer
                   higher yields than the government portion.
 
                                       19
<PAGE>   89
 
   
THE TOTAL BOND
MARKET PORTFOLIO IS
SUBJECT TO
PREPAYMENT RISK    As a mutual fund investing a portion of its assets in
                   mortgage-backed securities (see chart on page 13), the Total
                   Bond Market Portfolio is subject to prepayment risk to a
                   limited extent. PREPAYMENT RISK is the possibility that,
                   during periods of declining interest rates, the principal
                   invested in high-yielding mortgage-backed securities will be
                   repaid earlier than scheduled, and the Fund will be forced to
                   reinvest the unanticipated payments at generally lower
                   interest rates.
    
 
   
                   Prepayment risk has two important effects on the Portfolio.
                   First, when interest rates fall and principal prepayments are
                   reinvested at lower interest rates, the income that the
                   Portfolio derives from mortgage-backed securities is reduced.
                   Second, like other fixed-income securities, mortgage-backed
                   securities generally decline in price when interest rates
                   rise. However, because of prepayment risk, mortgage-backed
                   securities (and thus in part the share price of the Portfolio
                   and the value of the Index) will not enjoy as large a gain in
                   market value as ordinary bonds when interest rates fall. In
                   part to compensate for prepayment risk, mortgage-backed
                   securities generally offer higher yields than bonds of
                   comparable credit quality and maturity.
    
 
CREDIT RISK IS EXPECTED
TO BE LOW          CREDIT RISK is the possibility that an issuer of securities
                   held by a Portfolio will be unable to make payments of either
                   interest or principal. The credit risk of a Portfolio is a
                   function of the credit quality of its underlying securities.
 
   
                   The credit quality of each Portfolio is expected to be very
                   high, and thus credit risk should be low. As of December 31,
                   1994, the average quality, as rated by Moody's Investors
                   Service, Inc., of each Portfolio's benchmark index was as
                   follows:
    
 
<TABLE>
                            <S>                                                                      <C>
                            Aggregate Bond Index....................................................  AAA
                            Short-Term Bond Index...................................................  AAA
                            Intermediate-Term Bond Index............................................  AA2
                            Long-Term Bond Index....................................................  AA1
</TABLE>
 
   
                   To a limited extent, the Portfolios are also exposed to event
                   risk, the possibility that corporate fixed-income securities
                   held by the Portfolios may suffer a substantial decline in
                   credit quality and market value due to a corporate
                   restructuring. Corporate restructurings, such as mergers,
                   leveraged buyouts, takeovers or similar events, are often
                   financed by a significant expansion of corporate debt. As a
                   result of the added debt burden, the credit quality and
                   market value of a firm's existing debt securities may decline
                   significantly. While event risk may be high for certain
                   corporate and international (dollar-denominated) securities
                   held by the Portfolios, event risk for each Portfolio in the
                   aggregate should be low because of each Portfolios
                   diversified holdings and the small percentage of the
                   Portfolio assets invested in these securities.
    
 
   
                   The corporate substitution strategy used by the Fund (see
                   discussion on page 13) will increase credit risk somewhat, as
                   short-term investment grade corporate bonds are substituted
                   for U.S. Treasury bonds and notes; however, owing to the
                   diversified nature of the Portfolios, and policies limiting
                   the maturity and maximum amount of substitutions, the overall
                   credit and event risk of the Portfolio is expected to be low.
    
 
   
NO CURRENCY RISK IN
ANY PORTFOLIO      While each of the chosen Lehman Index benchmarks do have
                   limited exposure to international bonds, there is no
                   currency risk associated with the investments since they are
                   all dollar-denominated.
    
- --------------------------------------------------------------------------------
 
WHO SHOULD
INVEST             The Funds offer investors the advantage of a "passive"
                   approach to investing. These include low investment costs,
                   exceptional diversification among a wide range of stocks and
                   bonds, minimal portfolio turnover, and relative
                   predictability. Unlike other mutual funds, which generally
                   attempt to "beat" market averages with often unpredictable
                   results, the Portfolios of the Funds seek to "match" the
                   performance of their underlying indexes and thus are expected
                   to provide a highly predictable return relative to these
                   benchmarks.
 
                   However, shareholders should expect to be fully exposed to
                   the market risks inherent in investing in stocks and bonds.
                   As the prices of stocks and bonds may be volatile, only
                   investors able to tolerate
 
                                       20
<PAGE>   90
 
                   short-term, possibly substantial fluctuations in the value of
                   their investment, brought about by generally declining stock
                   or bond prices, should contemplate an investment in the
                   Funds.
 
                   Investors may wish to reduce the potential risk of investing
                   in a Portfolio by purchasing shares on a regular, periodic
                   basis (dollar-cost averaging) rather than making an
                   investment in one lump sum.
 
                   The Funds are intended to be a long-term investment vehicle
                   and not designed to provide investors with a means of
                   speculating on short-term market movements. Investors who
                   engage in excessive account activity generate additional
                   costs which are borne by all shareholders. In order to
                   minimize such costs the Funds have adopted the following
                   policies. The Funds reserve the right to reject any purchase
                   request (including exchange purchases from other Vanguard
                   portfolios) that is reasonably deemed to be disruptive to
                   efficient portfolio management, either because of the timing
                   of the investment or previous excessive trading by the
                   investor. Additionally, the Funds have adopted exchange
                   privilege limitations as described in the section "Exchange
                   Privilege Limitations." Finally, the Funds reserve the right
                   to suspend the offering of their shares.
 
                   Investors should not consider an investment in any one Fund a
                   complete investment program, but should maintain holdings of
                   securities with different risk characteristics -- including
                   common stocks, bonds and money market instruments.
- --------------------------------------------------------------------------------
 
   
BOND INDEX FUND
INVESTORS SEEKING TO
PARTICIPATE IN THE
"BOND MARKET" AS A
WHOLE OR ITS VARIOUS
MATURITY SEGMENTS  The Portfolios are designed for individual and institutional
                   investors seeking well-diversified, low-cost ways to
                   participate in the U.S. fixed-income markets. The Portfolios
                   will be essentially fully invested at all times. Because the
                   Total Bond Market Portfolio will represent all major sectors
                   of the investment grade fixed-income securities market, the
                   Portfolio is a suitable vehicle for those investors seeking
                   ownership in the "bond market" as a whole, without regard to
                   particular sectors. The Short-Term Bond, Intermediate-Term
                   Bond and Long-Term Bond Portfolios are suitable vehicles for
                   those investors seeking ownership in specific maturity
                   segments of the "bond market." Each Portfolio concentrates on
                   bonds of various maturities as illustrated in the chart on
                   page 13. Because of the risks associated with bond
                   investments, each Portfolio is intended to be a long-term
                   investment vehicle and is not designed to provide investors
                   with a means of speculating on short-term bond market
                   movements.
    
 
   
                   As with all longer-term, fixed-income investments, the share
                   price of the Total Bond Market, Intermediate-Term Bond and
                   Long-Term Bond Portfolios will vary, with the Long-Term Bond
                   Portfolio expected to exhibit the greatest volatility. Share
                   price volatility should be significantly less for the
                   Short-Term Bond Portfolio. Credit risk should be minimal for
                   each Portfolio. The investment risks are described on page
                   19.
    
 
   
                   The Portfolios are also suitable for those investors with
                   common stock holdings who are seeking a complementary
                   fixed-income investment to create a more balanced asset mix.
                   Because of potential share price fluctuations, the Portfolios
                   may be inappropriate for investors who have short-term
                   objectives or who require stability of principal.
    
- --------------------------------------------------------------------------------
 
BALANCED INDEX
FUND
INVESTORS SEEKING A
BALANCE BETWEEN
CURRENT INCOME AND
CAPITAL GROWTH     The Fund is designed for conservative investors seeking a
                   long-term investment offering both current income and the
                   potential for capital growth. By balancing its investments
                   among common stocks and bonds, the Fund is expected to
                   provide lower investment risk and share price volatility than
                   a mutual fund which invests exclusively in common stocks. The
                   balanced investment approach of the Fund tends to reduce
                   exposure to stock and bond market risks; it does not
                   eliminate them. The Fund is thus suitable for investors who
                   wish to gain exposure to the potential capital growth
                   provided by the stock market, while limiting investment risk.
                   Such a balanced investment program might be particularly
                   well-suited to long-term investment objectives such as
                   retirement savings.
- --------------------------------------------------------------------------------
 
                                       21
<PAGE>   91
 
   
INDEX TRUST
LONG-TERM INVESTORS
SEEKING A "PASSIVE"
APPROACH FOR INVESTING
IN COMMON STOCKS   All six Portfolios of the Trust are designed for long-term
                   investors seeking the advantages of investing in a
                   diversified portfolio of common stocks.
    
 
                   Four Portfolios of the Trust provide a vehicle for investing
                   in a broad market index:
 
                   - The 500 PORTFOLIO is designed for investors seeking to
                     replicate the total return of the S&P 500 Index, an index
                     emphasizing large capitalization common stocks.
 
   
                   - The EXTENDED MARKET PORTFOLIO is designed for investors
                     seeking to replicate the total return of the Wilshire 4500
                     Index, an index consisting of small- and
                     medium-capitalization companies.
    
 
                   - The TOTAL STOCK MARKET PORTFOLIO is designed for investors
                     seeking to replicate the total return of the Wilshire 5000
                     Index, an index consisting of all U.S. stocks that trade on
                     a regular basis on either the New York or American Stock
                     Exchange or the NASDAQ over-the-counter market. The Total
                     Stock Market Portfolio will therefore reflect the
                     performance of the entire U.S. stock market.
 
                   - The SMALL CAPITALIZATION STOCK PORTFOLIO is designed for
                     investors seeking to replicate the total return of the
                     Russell 2000 Small Stock Index, an index consisting of
                     approximately 2,000 small-capitalization stocks.
 
                   Two Portfolios are designed for investors seeking to
                   emphasize certain investment characteristics while continuing
                   to utilize a "passive" investment approach:
 
                   - The VALUE PORTFOLIO is designed for investors seeking to
                     replicate the total return of the S&P/BARRA Value Index, an
                     index consisting of companies of the S&P 500 Index with
                     lower than average market price to book value ratios. Such
                     a "value-oriented" Portfolio may be appropriate for more
                     conservative stock market investors who are seeking higher
                     dividend income and somewhat below average stock market
                     volatility.
 
                   - The GROWTH PORTFOLIO is designed for investors seeking to
                     replicate the total return of the S&P/BARRA Growth Index,
                     an index consisting of companies of the S&P 500 Index with
                     higher than average market price to book value ratios. Such
                     a "growth-oriented" Portfolio may be appropriate for
                     investors who have little need for current dividend income
                     and who can tolerate somewhat above average stock market
                     volatility.
 
                   Taken together in appropriate proportions, the Value and
                   Growth Portfolios are expected to approximate the total
                   returns achieved by the 500 Portfolio.
- --------------------------------------------------------------------------------
 
   
INTERNATIONAL
EQUITY INDEX FUND
LONG-TERM INVESTORS
SEEKING TO INVEST
IN INTERNATIONAL
COMMON STOCKS      The Portfolios are designed for investors who seek a low-cost
                   "passive" approach for investing in a broadly diversified
                   portfolio of international common stocks. Unlike other equity
                   mutual funds, which generally seek to "beat" market averages
                   with often unpredictable results, the Portfolios of the Fund
                   seek to "match" their respective indexes and thus are
                   expected to provide a predictable return relative to their
                   respective benchmarks. In particular, the European Portfolio
                   is designed for investors seeking to approximate the total
                   investment results (before fund expenses and withholding
                   taxes) of the MSCI-Europe (Free) Index, a diversified index
                   of European common stocks. The Pacific Portfolio is designed
                   for investors seeking to approximate the total investment
                   results (before fund expenses and withholding taxes) of the
                   MSCI-Pacific (Free) Index, a diversified index of Pacific
                   Basin common stocks.
    
 
   
                   The European and Pacific Portfolios are also suitable for
                   investors seeking to create a portfolio which parallels the
                   performance of the MSCI-EAFE (Free) Index, a broadly
                   diversified index consisting of over 1,000 international
                   equity securities. By investing in the two portfolios in the
                   appropriate percentages (55% in the Pacific Portfolio and 45%
                   in the European Portfolio as of December 31, 1994), a
                   portfolio approximating the investment characteristics of
                   EAFE (Free) may be created.
    
 
                                       22
<PAGE>   92
 
                   The Emerging Markets Portfolio is designed for investors
                   seeking to approximate the total investment results (before
                   fund expenses and withholding taxes) of the MSCI-Select
                   Emerging Markets Free Index, a diversified index of common
                   stocks of emerging market countries.
- --------------------------------------------------------------------------------
 
IMPLEMENTATION
OF POLICIES        The Portfolios follow a variety of investment practices in an
                   effort to duplicate the total return of their respective
                   indexes.
- --------------------------------------------------------------------------------
 
   
BOND INDEX FUND
THE PORTFOLIOS INVEST
IN FIXED INCOME
SECURITIES         Each Portfolio will invest at least 80% or more of its assets
                   in securities included in its benchmark Index. The Indexes
                   measure the total investment return (capital change plus
                   income) provided by a universe of fixed-income securities,
                   weighted by the market value outstanding of each security.
                   The securities included in each Index generally meet the
                   following criteria, as defined by Lehman Brothers: an
                   outstanding market value of at least $100 million; and
                   investment grade quality -- i.e., rated a minimum of Baa by
                   Moody's Investors Service, Inc. or BBB by Standard & Poor's
                   Corporation. The maturities of securities included in each
                   index will vary as described on page 13.
    
 
THE PORTFOLIOS USE A
"SAMPLING" TECHNIQUE
                   The Portfolios will be unable to hold all of the individual
                   issues which comprise the Indexes because of the large number
                   of securities involved. Instead, each Portfolio will hold a
                   representative sample of the securities in its respective
                   Index, selecting one or two issues to represent entire
                   "classes" or types of securities in the Index. Each Portfolio
                   will be constructed so as to match the composition of its
                   benchmark index as described below.
 
                   At the broadest level, each Portfolio will seek to hold
                   securities which reflect the weighting of the major asset
                   classes in its respective index. For the Total Bond Market
                   Portfolio, these classes include U.S. Treasury and agency
                   securities, corporate bonds, and mortgage-backed securities.
                   For the Short-Term Bond, Intermediate-Term Bond and Long-Term
                   Bond Portfolios, the two major classes of securities include
                   U.S. Treasury and agency securities and corporate bonds.
 
                   Such a sampling technique is expected to be an effective
                   means of substantially duplicating the income and capital
                   returns provided by each Index. Over time, the correlation
                   between the performance of the Fund and the Index is expected
                   to be 0.95 or higher. A correlation of 1.00 would indicate
                   perfect correlation, which would be achieved when the net
                   asset value of a Portfolio, including the value of its
                   dividend and capital gain distributions, increases or
                   decreases in exact proportion to changes in the Index.
                   Because the Portfolios of the Fund incur operating expenses,
                   as opposed to their respective indexes, which do not, a
                   perfect correlation of 1.00 is unlikely to be achieved.
 
   
THE TOTAL BOND
MARKET PORTFOLIO MAY
INVEST IN MORTGAGE-
BACKED SECURITIES  As part of its effort to duplicate the investment performance
                   of its Index, the Total Bond Market Portfolio may invest in
                   mortgage-backed securities. Mortgage-backed securities
                   represent an interest in an underlying pool of mortgages.
                   Unlike ordinary fixed-income securities, which generally pay
                   a fixed rate of interest and return principal upon maturity,
                   mortgage-backed securities repay both interest income and
                   principal as part of their periodic payments. Because the
                   mortgages underlying mortgage-backed certificates can be
                   prepaid at any time by homeowners or corporate borrowers,
                   mortgage-backed securities give rise to certain unique
                   "prepayment" risks. See "Investment Risks."
    
 
                   The Total Bond Market Portfolio may purchase mortgage-backed
                   securities issued by the Government National Mortgage
                   Association (GNMA), the Federal Home Loan Mortgage
                   Corporation (FHLMC), the Federal National Mortgage
                   Association (FNMA), and the Federal Housing Authority (FHA).
                   GNMA securities are guaranteed by the U.S. Government as to
                   the timely payment of principal and interest; securities from
                   other Government-sponsored entities are generally not secured
                   by an explicit pledge of the U.S. Government. The Portfolio
                   may also invest in conventional mortgage securities, which
                   are packaged by private corporations and are not guaranteed
                   by the U.S. Government. Mortgage securities that are
                   guaranteed by the U.S. Government are guaranteed only as to
                   the timely payment of principal and interest. The market
                   value of such securities is not guaranteed and may fluctuate.
- --------------------------------------------------------------------------------
 
                                       23
<PAGE>   93
 
   
BALANCED INDEX
FUND
THE FUND INVESTS IN
A SAMPLE OF ALL U.S.
COMMON STOCKS      The Fund's common stock investments will be selected from
                   securities included in the Wilshire 5000, an index of all
                   regularly and publicly traded U.S. common stocks that trade
                   on the New York and American Stock Exchanges and in the
                   NASDAQ over-the-counter market. Approximately 6,000 stocks,
                   including large-, medium-, and small-capitalization
                   companies, are included in the Wilshire 5000, which serves as
                   a proxy for the complete U.S. stock market.
    
 
                   Under normal circumstances, the Fund will invest 60% of its
                   net assets in common stocks included in the Wilshire 5000. In
                   an effort to replicate the investment performance of the
                   Wilshire 5000, the Fund's common stock holdings will include
                   approximately 500 of the largest market capitalization stocks
                   in the Index and an additional representative sample of the
                   remaining stocks. The high transaction costs and illiquidity
                   of many of the smaller stocks in the Wilshire 5000 make
                   complete replication of the Index's holding impractical.
 
COMMON STOCKS ARE
SELECTED USING
OPTIMIZATION
TECHNIQUES ("PORTFOLIO
OPTIMIZATION")     The stocks of the Wilshire 5000 included in the Fund are
                   selected using a statistical technique known as
                   "optimization." This process selects stocks for the Fund so
                   that various industry weightings, market capitalizations, and
                   fundamental characteristics (e.g., price-to-book, price-to-
                   earnings, and debt-to-asset ratios, as well as dividend
                   yields) match those of the Wilshire 5000. For instance, if
                   10% of the capitalization of the Wilshire 5000 consists of
                   utility companies with relatively large market
                   capitalizations, then the Fund's stock holdings are
                   constructed so that approximately 10% of the Fund's stocks
                   represent utilities with relatively large capitalizations.
 
                   The Fund is not sponsored, endorsed, sold or promoted by
                   Wilshire Associates. Wilshire(R) and Wilshire 5000(R) are
                   registered service marks of Wilshire Associates.
 
   
THE FUND INVESTS IN A
SAMPLE OF ALL U.S.
INVESTMENT GRADE DEBT
                   Under normal circumstances, the Fund will invest 40% of its
                   net assets in fixed income securities included in the Lehman
                   Brothers Index, an index of U.S. investment-grade,
                   fixed-income securities. More than 4,500 individual bond
                   issues, including U.S. Treasury and Government agency
                   securities, corporate debt obligations, and mortgage-backed
                   securities are included in the Lehman Brothers Index.
    
 
                   The securities included in the Lehman Brothers Index in which
                   the Fund may invest generally meet the following criteria, as
                   defined by Lehman Brothers: an effective maturity of not less
                   than one year; an outstanding market value of at least $50
                   million; investment grade quality--i.e., rated a minimum of
                   Baa by Moody's Investors Service, Inc. or BBB by Standard &
                   Poor's Corporation; and general availability in the
                   marketplace. If a security held in the Fund's portfolio is
                   downgraded to a rating below these minimum standards, the
                   Fund may continue to hold it until such time as the adviser
                   deems it most advantageous to dispose of the security.
 
   
BONDS ARE SELECTED
USING A STRATIFIED
SAMPLING TECHNIQUE The large number of issues in the Index makes it impractical
                   for the Fund to hold all of the individual issues which
                   comprise the Index. Instead, the Fund will attempt to
                   replicate the investment performance of the Lehman Brothers
                   Index by holding a representative sample of the securities in
                   the Index. In choosing a representative sample of bond
                   investments from the Lehman Brothers Index, the Fund utilizes
                   a "stratified sampling" technique, which means that, the Fund
                   will select one or two individual bond issues to represent
                   entire "classes" or types of fixed-income investments in the
                   Index.
    
 
   
                   At the broadest level, the Fund will seek to hold securities
                   reflecting the three major classes of fixed-income
                   investments in the Lehman Brothers Index -- U.S. Treasury and
                   Government agency securities, corporate debt obligations, and
                   mortgage-backed securities. For example, if corporate debt
                   obligations represent 25% of the Index, then 25% of the
                   Fund's bond holdings will also be invested in such
                   securities. As the Fund's assets grow, these classes of
                   investments will be further delineated along the lines of
                   sector, term to maturity, coupon, and credit rating. For
                   example, within the corporate debt class, all long-term, low
                   coupon AA-rated utility bonds might be represented in the
                   Fund by one or two individual utility securities, which would
                   result in less diversification and greater security specific
                   risk in the Fund compared to the Index.
    
 
                                       24
<PAGE>   94
 
                   The Lehman Brothers Index is a trademark of Lehman Brothers,
                   Inc. Inclusion of a security in the Index in no way implies
                   an opinion by Lehman Brothers, Inc. as to the attractiveness
                   or appropriateness of a security as an investment. Lehman
                   Brothers, Inc. is neither a sponsor of nor in any way
                   affiliated with the Fund.
 
THE FUND'S RETURNS
SHOULD BE CLOSELY
CORRELATED WITH ITS
UNDERLYING INDEXES The sampling techniques utilized by the Fund are expected to
                   be an effective means of substantially duplicating the
                   investment performance (dividend income plus capital change)
                   of the Fund's underlying indexes: the Wilshire 5000 (for the
                   60% of net assets invested in common stocks) and the Lehman
                   Brothers Index (for the 40% of net assets invested in bonds).
                   The correlation between the performance of the Fund's stock
                   and bond investments and the Wilshire 5000 and Lehman
                   Brothers Indexes, respectively, is expected to be at least
                   0.95.
 
                   Due to the use of sampling techniques, however, neither the
                   stock nor bond holdings of the Fund are expected to track
                   their target benchmarks with the degree of accuracy that
                   complete replication of the indexes would have provided. The
                   principal advantage of this sampling approach is to provide
                   an efficient means of investing in a large universe of stocks
                   and bonds. In particular, the Fund is expected to provide
                   exceptionally broad diversification, and should operate at
                   low costs due to both its "passive" approach to portfolio
                   management and expected low portfolio turnover rate.
- --------------------------------------------------------------------------------
 
INDEX TRUST
THE 500 PORTFOLIO
INVESTS IN ALL 500 S&P
STOCKS             The 500 Portfolio attempts to duplicate the investment
                   results of the S&P 500 Index by holding all 500 stocks in
                   approximately the same proportions as they are represented in
                   the Index. This indexing technique is known as "complete
                   replication."
 
   
                   The S&P 500 Index is composed of 500 common stocks, which are
                   chosen by Standard & Poor's Corporation on a statistical
                   basis to be included in the Index. The inclusion of a stock
                   in the S&P 500 Index in no way implies that Standard & Poor's
                   Corporation believes the stock to be an attractive
                   investment. The 500 securities, most of which trade on the
                   New York Stock Exchange, represented, as of December 31,
                   1994, approximately 69% of the market value of all U.S.
                   common stocks. Each stock in the S&P 500 Index is weighted by
                   its market value.
    
 
   
                   Because of the market-value weighting, the 50 largest
                   companies in the S&P 500 Index currently account for
                   approximately 46% of the Index. Typically, companies included
                   in the S&P 500 Index are the largest and most dominant firms
                   in their respective industries. As of December 31, 1994, the
                   five largest companies in the Index were: General Electric
                   (2.6%), American Telephone and Telegraph (2.4%), Exxon
                   Corporation (2.3%), Coca-Cola (2.0%), and Royal Dutch
                   Petroleum (1.7%). The largest industry categories were:
                   telephone companies (8.5%), international oil companies
                   (6.3%), pharmaceutical companies (5.3%), banks (5.3%), and
                   electric power (4.0%).
    
 
   
THE EXTENDED MARKET
PORTFOLIO INVESTS IN
MEDIUM- AND
SMALL-SIZE COMPANY
STOCKS             While the S&P 500 Index includes the preponderance of large
                   market capitalization stocks, it excludes most of the medium-
                   and small-size companies which comprise the remaining 31% of
                   the capitalization of the U.S. stock market. The Wilshire
                   4500 Index consists of all U.S. stocks that are not in the
                   S&P 500 Index and that trade regularly on the New York and
                   American Stock Exchanges as well as in the NASDAQ
                   over-the-counter market. More than 5,000 stocks of medium- 
                   and small-capitalization companies are included in the 
                   Wilshire 4500 Index.
    
 
                   The Extended Market Portfolio will be unable to hold all of
                   the more than 5,000 issues which comprise the Wilshire 4500
                   Index because of the costs involved and the illiquidity of
                   many of the securities. Instead, the Portfolio will hold a
                   representative sample of the securities in the Wilshire 4500
                   Index.
 
THE TOTAL STOCK
MARKET PORTFOLIO
INVESTS IN A SAMPLE OF
ALL U.S. STOCKS    Neither the S&P 500 Index nor the Wilshire 4500 Index
                   independently represents the U.S. stock market as a whole.
                   The Wilshire 5000 Index, which consists of all regularly and
                   publicly traded U.S. stocks, provides a complete proxy for
                   the U.S. stock market. More than 6,000 stocks, including
                   large-, medium-, and small-capitalization companies are
                   included in the Wilshire 5000 Index.
 
                   In an effort to replicate the investment performance of the
                   Wilshire 5000 Index, the Total Stock Market Portfolio will
                   invest in approximately 1,000 of the largest stocks in the
                   index and an
 
                                       25
<PAGE>   95
 
                   additional representative sample of the remaining stocks. As
                   in the case for the Extended Market Portfolio, the high
                   transaction costs and illiquidity of many of the smaller
                   stocks make complete replication of the Wilshire 4500 Index's
                   holdings impractical.
 
                   The Extended Market and Total Stock Market Portfolios are not
                   sponsored, endorsed, sold or promoted by Wilshire Associates.
                   Wilshire(R) and Wilshire 5000(R) are registered service marks
                   of Wilshire Associates.
 
   
THE SMALL
CAPITALIZATION STOCK
PORTFOLIO INVESTS IN
SMALL-SIZE COMPANY
STOCKS             The Small Capitalization Stock Portfolio attempts to
                   duplicate the investment results of the Russell 2000 Index by
                   investing in approximately 1,000 of the 2,000 stocks in the
                   Russell 2000 Index. The Russell 2000 Index is composed of
                   approximately 2,000 small-capitalization common stocks. A
                   company's stock market capitalization is the total market
                   value of its floating outstanding shares. As of December 31,
                   1994, the average stock market capitalization of the Russell
                   2000 was $211 million. As in the case of the Extended Market
                   Portfolio, the high transaction costs and illiquidity of many
                   of the small stocks contained in the Russell 2000 Index make
                   complete replication of the holdings impractical.
    
 
                   The Portfolio is neither sponsored by nor affiliated with the
                   Frank Russell Company. Frank Russell's only relationship to
                   the Portfolio is the licensing of the use of the Russell 2000
                   Small Stock Index. Frank Russell Company is the owner of the
                   trademarks and copyrights relating to the Russell indexes.
 
THE EXTENDED MARKET,
TOTAL STOCK MARKET
AND SMALL
CAPITALIZATION 
STOCK PORTFOLIOS 
USE SAMPLING 
TECHNIQUES         The stocks of the Wilshire 4500 Index to be included in the
                   Extended Market, Total Stock Market and Small Capitalization
                   Stock Portfolios will be selected utilizing a statistical
                   sampling technique known as "optimization."
 
                   This sampling technique, which is described on page 23, is
                   expected to be an effective means of substantially
                   duplicating the income and capital returns of the Extended
                   Market, Total Stock Market and Small Capitalization Stock
                   Portfolios' target benchmarks. Over time, the correlation
                   between the performance of the Extended Market, Total Stock
                   Market and Small Capitalization Stock Portfolios and their
                   respective indexes, the Wilshire 4500 Index, Wilshire 5000
                   Index and Russell 2000 Index, is expected to be at least
                   0.95. A correlation of 1.00 would indicate perfect
                   correlation, which would be achieved when the net asset value
                   of a Portfolio, including the value of its dividend and
                   capital gains distributions, increases or decreases in exact
                   proportion to changes in the respective target benchmark.
 
                   Due to the use of the sampling technique, neither the
                   Extended Market Portfolio, Total Stock Market Portfolio nor
                   the Small Capitalization Stock Portfolio is expected to track
                   its benchmark index with the same degree of accuracy as
                   evidenced by the high degree of correlation between the 500
                   Portfolio and its benchmark. However, the principal advantage
                   of this technique is to provide an efficient means to invest
                   in the universe of stocks. In particular, the three
                   Portfolios are expected to provide broad diversification, and
                   should operate at low costs due both to their "passive"
                   approach to portfolio management and low portfolio turnover
                   rate.
 
THE VALUE AND GROWTH
PORTFOLIOS EMPHASIZE
STOCKS WITH CERTAIN
INVESTMENT
CHARACTERISTICS    In an effort to duplicate the investment results of their
                   respective indexes, the Value and Growth Portfolios will
                   utilize "complete replication," the same indexing technique
                   used for the 500 Portfolio. Specifically, the Value and
                   Growth Portfolios will hold all of the stocks included in the
                   S&P/BARRA Value and Growth Indexes, respectively, in
                   approximately the same proportions as those stocks are
                   represented in the Indexes.
 
   
                   Standard & Poor's Corporation constructs the S&P/BARRA Value
                   and Growth Indexes semi-annually by ranking all common stocks
                   included in the S&P 500 Index by their price-to-book ratios.
                   The resulting list is then divided in half by market
                   capitalization. Those companies representing half of the
                   market capitalization of the S&P 500 Index and having lower
                   price-to-book ratios are included in the S&P/BARRA Value
                   Index; the remaining companies are incorporated in the
                   S&P/BARRA Growth Index. On December 31, 1994, after the
                   semi-annual reconstitution of the indexes, the S&P/BARRA
                   Value Index consisted of 318 common stocks in the
    
 
                                       26
<PAGE>   96
 
   
                   S&P 500 Index, while the S&P/BARRA Growth Index consisted of
                   the remaining 182. Each Index represented half of the market
                   capitalization of the S&P 500 Index.
    
 
                   Investment managers may use a number of different methods to
                   classify stocks as "value" or "growth". There may also be
                   other ways to define benchmarks for "value" and "growth"
                   investing. If other methods were applied to the companies
                   comprising the S&P/BARRA Value and Growth Indexes, the
                   classification of the stocks as "growth" or "value" might be
                   different.
 
   
                   Typically, the stocks included in the S&P/BARRA Value Index
                   exhibit above-average dividend yields and lower price-to-book
                   ratios. By comparison, the stocks included in the S&P/BARRA
                   Growth Index exhibit below-average dividend yields and higher
                   price-to-book ratios. As of December 31, 1994, the five
                   largest companies in the S&P/BARRA Value Index were Exxon
                   Corp., Royal Dutch Petroleum Co., IBM, DuPont E.I. de Nemour,
                   and Mobil, the five largest companies in the S&P/BARRA Growth
                   Index were General Electric Co., American Telephone &
                   Telegraph, Coca Cola Co., Phillip Morris Cos., Inc., and
                   Wal-Mart Stores.
    
 
                   The 500, Value and Growth Portfolios are not sponsored,
                   endorsed, sold or promoted by Standard & Poor's Corporation
                   ("S&P"). S&P makes no representations or warranty, implied or
                   expressed, to the purchasers of the Portfolios or any member
                   of the public regarding the advisability of investing in
                   index funds or the ability of the S&P 500, S&P/BARRA Value
                   and S&P/BARRA Growth Indexes to track general stock market
                   performance or to track the general performance of value and
                   growth stocks. S&P does not guarantee the accuracy and/or the
                   completeness of the S&P 500, S&P/BARRA Value and S&P/BARRA
                   Growth Indexes or any data included herein.
 
   
                   THE S&P MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS
                   TO BE OBTAINED BY LICENSEE, OWNERS OF THE TRUST, ANY PERSON
                   OR ENTITY FROM THE USE OF THE S&P 500 OR ANY DATA INCLUDED
                   THEREIN IN CONNECTION WITH THE USE LICENSED HEREUNDER, OR FOR
                   ANY OTHER USE. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES,
                   AND HEREBY EXPRESSLY DISCLAIMS ALL SUCH WARRANTIES OF
                   MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE FOR USE
                   WITH RESPECT TO THE S&P 500 OR ANY DATA INCLUDED THEREIN.
    
 
                   S&P's only relationship to the Portfolios is the licensing of
                   the S&P marks and the S&P 500, S&P/BARRA Value and S&P/BARRA
                   Growth Indexes, which are determined, composed and calculated
                   by S&P without regard to the 500, Value and Growth
                   Portfolios.
- --------------------------------------------------------------------------------
 
   
INTERNATIONAL
EQUITY INDEX FUND
EUROPEAN PORTFOLIO
AND PACIFIC PORTFOLIO
THE PORTFOLIOS INVEST
IN INTERNATIONAL
COMMON STOCKS USING
SAMPLING TECHNIQUES
("PORTFOLIO
OPTIMIZATION")     The MCSI-Europe (Free) Index consists of approximately 590
                   equity securities from Europe, and the MSCI-Pacific (Free)
                   Index consists of more than 520 equity securities from
                   Australia and the Far East. The stocks included in each index
                   are chosen by Morgan Stanley Capital International on a
                   statistical basis. Each stock in MSCI-Europe (Free) and
                   MSCI-Pacific (Free) is weighted according to its market value
                   as a percentage of the total market value of all stocks in
                   the index. (A stock's market value equals the number of
                   shares outstanding times the most recent price of the
                   security.) The inclusion of a stock in the index in no way
                   implies the Morgan Stanley Capital International believes the
                   stock to be an attractive investment.
    
 
                   The Portfolios will be unable to hold all of the issues that
                   comprise their respective indexes because of the costs
                   involved and the illiquidity of many of the securities.
                   Instead, each Portfolio will attempt to hold a representative
                   sample of approximately 250 or more of the securities in its
                   respective Index, which will be selected utilizing the
                   statistical technique, "portfolio optimization." (See page 23
                   for a general explanation of "portfolio optimization".)
 
                   Due to the use of this sampling or "portfolio optimization"
                   technique, the Portfolios are not expected to track their
                   benchmark indexes with the same degree of accuracy as large
                   capitalization domestic index funds. Over time, the
                   correlation between the performance of each Portfolio and its
                   respective index is expected to be greater than 0.95. A
                   correlation of 1.00 would indicate perfect correlation, which
                   would be achieved when the net asset value of each Portfolio,
                   including
 
                                       27
<PAGE>   97
 
                   the value of its dividend and capital gains distributions,
                   increases or decreases in exact proportion to changes in its
                   respective index.
- --------------------------------------------------------------------------------
 
   
EMERGING MARKETS
PORTFOLIO
THE PORTFOLIO INVESTS
IN INTERNATIONAL
COMMON STOCKS USING
SAMPLING TECHNIQUES
("PORTFOLIO
OPTIMIZATION")     The MSCI -- Select Emerging Markets Free Index consists of
                   approximately 490 equity securities from emerging market
                   countries in Europe, Latin America and Southeast Asia. The
                   stocks included in the Index are chosen on a statistical
                   basis. The companies based in Hong Kong and Singapore are
                   included in the Index to provide participation in more liquid
                   emerging markets; their combined weight is limited to 20% of
                   the Index. Each stock within Hong Kong and Singapore will be
                   weighted according to its market value as a percentage of the
                   total market value of all of the Hong Kong and Singapore
                   stocks included in the index. (A stock's market value equals
                   the number of shares outstanding times the most recent price
                   of the security). The remaining portion of the Index will be
                   comprised of common stocks from 10 other emerging market
                   countries -- Indonesia, Malaysia, the Philippines, Thailand,
                   Argentina, Brazil, Mexico, Greece, Portugal and Turkey. Each
                   stock in these countries will be weighted according to its
                   market value as a percentage of the total market value of the
                   companies in the 10 countries multiplied by the percentage of
                   the index that these countries represent. From time to time,
                   additional emerging markets will be analyzed for inclusion in
                   the Index, based on liquidity and tradeability. The inclusion
                   of a country or stock in the Index in no way implies that the
                   country or stock is an attractive investment.
    
 
                   The Portfolio will be unable to hold all of the issues that
                   comprise its Index, because of the transaction costs involved
                   and the illiquidity of many of the securities. Instead, the
                   Portfolio will attempt to hold a representative sample of
                   approximately 300 or more of the securities in its Index by
                   selecting stocks utilizing the statistical technique,
                   "portfolio optimization." (See page 23 for a general
                   explanation of "portfolio optimization".)
 
                   Due to the use of this sampling or "portfolio optimization"
                   technique, the Portfolio is not expected to track its
                   benchmark with the same degree of accuracy as large
                   capitalization domestic index funds. Over time, the
                   correlation between the performance of the Portfolio and the
                   Index is expected to be greater than 0.95. A correlation of
                   0.95 or higher is expected to be achieved when the Portfolio
                   exceeds $100 million in assets.
 
THE THREE PORTFOLIOS
MAY ENTER INTO
FORWARD CURRENCY
CONTRACTS          Each Portfolio may enter into foreign currency forward and
                   foreign currency futures contracts in order to maintain the
                   same currency exposure as their respective indexes. A
                   Portfolio may not enter into such contracts for speculative
                   purposes, or as a way of protecting against anticipated
                   adverse changes in exchange rates between foreign currencies
                   and the U.S. dollar. Specifically, a Portfolio may invest up
                   to 25% of its assets in foreign currency forward contracts. A
                   foreign currency forward contract is an obligation to
                   purchase or sell a specific currency at a future date, which
                   may be any fixed number of days from the date of the contract
                   agreed upon by the parties, at a price set at the time of the
                   contract. These contracts may be bought or sold to protect
                   the Portfolio to a limited extent against adverse changes in
                   exchange rates between foreign currencies and the U.S.
                   dollar. Such contracts, which protect the value of a
                   Portfolio's investment securities against a decline in the
                   value of a currency, do not eliminate fluctuations in the
                   underlying prices of the securities. They simply establish an
                   exchange rate at a future date. Also, although such contracts
                   tend to minimize the risk of loss due to a decline in the
                   value of the hedged currency, at the same time they tend to
                   limit any potential gain that might be realized should the
                   value of such currency increase.
 
THE THREE PORTFOLIOS
MAY BORROW MONEY   Each Portfolio may borrow money from a bank up to a limit of
                   15% of the market value of its assets, but only for temporary
                   or emergency purposes. A Portfolio may borrow money only to
                   meet redemption requests prior to the settlement of
                   securities already sold or in the process of being sold by
                   the Portfolio. To the extent that a Portfolio borrows money
                   prior to selling securities, the Portfolio may be leveraged;
                   at such times, the Portfolio may appreciate or depreciate in
                   value more rapidly than its benchmark index. Both Portfolios
                   will repay any money borrowed in excess of 5% of the market
                   value of their total assets prior to purchasing additional
                   portfolio securities.
 
                                       28
<PAGE>   98
 
ALL PORTFOLIOS MAY
INVEST IN SHORT-TERM
MONEY MARKET
INSTRUMENTS        Although they normally seek to remain substantially fully
                   invested in securities in the respective indexes, all
                   Portfolios of the Funds may invest temporarily in certain
                   short-term money market instruments. Such securities may be
                   used to invest uncommitted cash balances or to maintain
                   liquidity to meet shareholder redemptions. These securities
                   include: obligations of the United States Government and its
                   agencies or instrumentalities; commercial paper, bank
                   certificates of deposit, and bankers' acceptances; and
                   repurchase agreements collateralized by these securities.
- --------------------------------------------------------------------------------
 
                   The Funds may use futures contracts, options, warrants,
                   convertible securities and swap agreements.
 
BOND INDEX FUND    The Portfolios of the Fund may utilize bond (interest rate)
                   futures contracts and options to a limited extent.
                   Specifically, each Portfolio may enter into futures contracts
                   provided that not more than 5% of its assets are required as
                   a futures contract deposit. In addition, the Portfolios may
                   enter into futures contracts and options transactions only to
                   the extent that obligations under such contracts or
                   transactions represent not more than 20% of a Portfolio's
                   assets.
- --------------------------------------------------------------------------------
 
BALANCED INDEX
FUND               The Fund may utilize stock and bond (interest rate) futures
                   contracts, options, warrants, convertible securities and swap
                   agreements to a limited extent. Specifically, the Fund may
                   enter into futures contracts and options provided that not
                   more than 5% of its assets are required as a margin deposit
                   for futures contracts or options. Additionally, the Fund's
                   investment in warrants will not exceed more than 5% of its
                   assets (2% with respect to warrants not listed on the New
                   York or American Stock Exchanges). The Fund does not intend
                   to invest more than 5% of its assets in convertible
                   securities.
- --------------------------------------------------------------------------------
 
INDEX TRUST        Each Portfolio of the Trust may utilize stock futures
                   contracts, options, warrants, convertible securities and swap
                   agreements to a limited extent. Specifically, each Portfolio
                   may enter into futures contracts and options provided that
                   not more than 5% of its assets are required as a margin
                   deposit for futures contracts or options and provided that
                   not more than 20% of a Portfolio's assets are invested in
                   futures and options at any time. Additionally, the Trust's
                   investment in warrants will not exceed more than 5% of its
                   assets (2% with respect to warrants not listed on the New
                   York or American Stock Exchanges). The Trust does not intend
                   to invest more than 5% of its assets in convertible
                   securities.
- --------------------------------------------------------------------------------
 
INTERNATIONAL
EQUITY INDEX FUND  The Portfolios of the Fund may utilize stock futures
                   contracts, options, warrants, convertible securities and swap
                   agreements to a limited extent. Specifically, each Portfolio
                   may enter into futures contracts and options provided that
                   not more than 5% of its assets are required as a margin
                   deposit for futures contracts or options. Additionally, the
                   Fund's investment in warrants will not exceed more than 5% of
                   its assets (for the European Portfolio and the Pacific
                   Portfolio 2% with respect to warrants not listed on the New
                   York or American Stock Exchanges).
 
                   Futures contracts, options, warrants, convertible securities
                   and swap agreements may be used for several reasons: to
                   simulate full investment in the underlying index while
                   retaining a cash balance for fund management purposes, to
                   facilitate trading, to reduce transaction costs or to seek
                   higher investment returns when a futures contract, option,
                   warrant, convertible security or swap agreement is priced
                   more attractively than the underlying equity security or
                   index. While each of these securities can be used as
                   leveraged investments, the Portfolios may not use them to
                   leverage their net assets.
 
FUTURES CONTRACTS,
OPTIONS, WARRANTS,
CONVERTIBLE SECURITIES
AND SWAP AGREEMENTS
POSE CERTAIN RISKS The risk of loss associated with futures contracts in some
                   strategies 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 an
                   immediate and substantial loss or gain. When investing in
                   futures contracts, Portfolios of the Vanguard Bond Index Fund
                   will segregate cash or cash equivalents in the amount of the
                   underlying obligation. The Portfolios of the Vanguard
                   Balanced Index Fund, Vanguard Index Trust and Vanguard
                   International Equity Index Fund will not use futures
                   contracts, options, warrants, convertible securities or swap
                   agreements for speculative purposes or to leverage its net
                   assets. Accordingly, the primary risks associated with the
                   use of futures contracts, options,
 
                                       29
<PAGE>   99
 
   
                   warrants, convertible securities or swap agreements by the
                   Portfolio are: (i) imperfect correlation between the change
                   in market value of the stocks held by the Portfolio and the
                   prices of futures contracts, options, warrants, convertible
                   securities or swap agreements; (ii) possible lack of a liquid
                   secondary market for a futures contract and the resulting
                   inability to close a futures position prior to its maturity
                   date; and (iii) the risk of the counterparty or guaranteeing
                   agent defaulting. The risk of imperfect correlation will be
                   minimized by investing only in those contracts whose behavior
                   is expected to resemble that of the Portfolio's underlying
                   securities. The risk that the Portfolio will be unable to
                   close out a futures position will be minimized by entering
                   into such transactions on an exchange with an active and
                   liquid secondary market. However, options, warrants,
                   convertible securities or swap agreements purchased or sold
                   over-the-counter may be less liquid than exchange-traded
                   securities. Illiquid securities, in general, including swap
                   agreements, may not represent more than 15% of the net assets
                   of the Portfolio.
    
 
                   Since there are no futures traded on the S&P/BARRA Value and
                   Growth Indexes, MSCI-Europe (Free), Pacific Index or the
                   MSCI-Select Emerging Markets Free Index, it will be necessary
                   for the Vanguard Index Trust Value and Growth Portfolios and
                   the Portfolios of Vanguard International Equity Index Fund to
                   utilize a composite of other futures contracts to simulate
                   the performance of the Indexes. This process may magnify the
                   "tracking error" of a Portfolio's performance compared to
                   that of its Index, due to lower correlation of the selected
                   futures with its Index. The investment adviser will attempt
                   to reduce this tracking error by investing in futures
                   contracts whose behavior is expected to resemble that of the
                   underlying securities, although there can be no assurance
                   that these selected futures will perfectly correlate with the
                   performance of either Index.
 
   
SWAP AGREEMENTS    Swap agreements are contracts between parties in which one
                   party agrees to make payments to the other party based on the
                   change in market value of a specified index or asset. In
                   return, the other party agrees to make payments to the first
                   party based on the return of a different specified index or
                   asset. Although swap agreements entail the risk that a party
                   will default on its payment obligations thereunder, the
                   Portfolios will minimize this risk by entering into
                   agreements that mark to market no less frequently than
                   quarterly. However, the Portfolios' daily share price will
                   take into effect the daily price movement of any swap
                   agreement entered into by the Portfolios. Swap agreements
                   also bear the risk that the Portfolios will not be able to
                   meet its obligation to the counterparty. This risk will be
                   mitigated by investing the Portfolios in the specific asset
                   for which it is obligated to pay a return.
    
 
ALL PORTFOLIOS MAY
LEND THEIR SECURITIES
                   All Portfolios may lend their investment securities to
                   qualified institutional investors for either short-term or
                   long-term purposes of realizing additional income. Loans of
                   securities by the Portfolio will be collateralized by cash,
                   letters of credit, or securities issued or guaranteed by the
                   U.S. Government or its agencies. The collateral will equal at
                   least 100% of the current market value of the loaned
                   securities.
 
PORTFOLIO TURNOVER FOR
ALL PORTFOLIOS IS
EXPECTED TO BE LOW Although they generally seek to invest for the long term,
                   each Portfolio of Vanguard Bond Index Fund, Vanguard Balanced
                   Index Fund, Vanguard Index Trust, and Vanguard International
                   Equity Index Fund retains the right to sell securities
                   irrespective of how long they have been held. It is
                   anticipated that the annual portfolio turnover of each
                   Portfolio of the Funds (except Vanguard Balanced Index Fund)
                   will not exceed 50%. The annual portfolio turnover rate for
                   the Vanguard Balanced Index Fund is not expected to exceed
                   100%. A turnover rate of 50% would occur, for example, if one
                   half of the securities of a Portfolio were replaced within
                   one year.
- --------------------------------------------------------------------------------
 
                                       30
<PAGE>   100
 
INVESTMENT
LIMITATIONS
EACH PORTFOLIO HAS
ADOPTED CERTAIN
FUNDAMENTAL
LIMITATIONS        Each portfolio of the Funds has adopted certain limitations
                   on its investment practices. Specifically, each Portfolio
                   will not:
 
                   (a)  invest more than 25% of its assets in any one industry;
 
                   (b)  borrow money, except that the Funds may borrow from
                        banks (or through reverse repurchase agreements), for
                        temporary or emergency (not leveraging) purposes,
                        including the meeting of redemption requests which
                        might otherwise require the untimely disposition of
                        securities, in an amount not exceeding 15% of the value
                        of the Funds' net assets. Whenever borrowing exceeds 5%
                        of the value of the Funds' net assets, the Funds will
                        not make any additional investments.
 
                   Each Portfolio of Vanguard Bond Index will not:
 
                   (a)  invest more than 5% of its assets in the securities of
                        any single issuer except obligations of the United
                        States Government;
 
                   (b)  purchase more than 5% of the voting securities of any
                        issuer;
 
                   (c) pledge, mortgage or hypothecate its assets to an extent
                       greater than 5% of the value of its total assets.
 
                   Each Portfolio of Vanguard Balanced Index Fund, Vanguard
                   Index Trust, and Vanguard International Equity Index Fund
                   will not:
 
                   (a)  with respect to 75% of its assets, purchase securities
                        of any issuer (except obligations of the U.S. Government
                        and its instrumentalities) if, as a result, more than 5%
                        of the value of the Fund's assets would be invested in
                        the securities of each issuer; and
 
                   (b)  with respect to 75% of its assets, purchase more than
                        10% of the voting securities of any issuer.
 
                   These investment limitations are considered at the time
                   investment securities are purchased. The limitations
                   described here and in the Statement of Additional Information
                   may be changed for a specific Fund only with the approval of
                   a majority of the shareholders.
- --------------------------------------------------------------------------------
 
   
MANAGEMENT OF
THE FUNDS
VANGUARD ADMINISTERS
AND DISTRIBUTES
THE FUNDS          The Funds are members of The Vanguard Group of Investment
                   Companies, a family of more than 30 investment companies with
                   more than 80 distinct portfolios and total assets in excess
                   of $130 billion. Through their jointly owned subsidiary, The
                   Vanguard Group, Inc. ("Vanguard"), they and the other funds
                   in the Group obtain at cost virtually all of their corporate
                   management, administrative, shareholder accounting and
                   distribution services. Vanguard also provides investment
                   advisory services on an at-cost basis to certain Vanguard
                   funds. As a result of Vanguard's unique corporate structure,
                   the Vanguard funds have costs substantially lower than those
                   of most competing mutual funds. In 1994, the average expense
                   ratio (annual costs including advisory fees divided by total
                   net assets) for the Vanguard funds amounted to approximately
                   .30% compared to an average of 1.05% for the mutual fund
                   industry (data provided by Lipper Analytical Services).
    
 
                   The Officers of the Funds manage its day to day operations
                   and are responsible to the Funds Board of Directors
                   (Trustees). The Directors (Trustees) set broad policies for
                   the Funds and choose its officers. A list of the Directors
                   (Trustees) and Officers of the Funds and a statement of their
                   present positions and principal occupations during the past
                   five years can be found in each of the Funds Statements of
                   Additional Information.
 
                   Vanguard employs a supporting staff of management and
                   administrative personnel 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 net 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.
 
                                       31
<PAGE>   101
 
                   Vanguard also provides distribution and marketing services to
                   the Vanguard funds. The funds are available on a no-load
                   basis (i.e., there are no sales commissions or 12b-1 fees).
                   However, each fund bears it share of the Group's distribution
                   costs.
- --------------------------------------------------------------------------------
 
   
INVESTMENT
ADVISERS
VANGUARD'S FIXED
INCOME GROUP
MANAGES SOME OF THE
FUNDS' INVESTMENTS Each Portfolio of Vanguard Bond Index Fund and the bond
                   portion of Vanguard Balanced Index Fund receive all
                   investment advisory services from Vanguard's Fixed Income
                   Group. The Fixed Income Group provides investment advisory
                   services to more than 40 Vanguard money market and bond
                   portfolios, both taxable and tax-exempt. Total assets under
                   management by Vanguard's Fixed Income Group were $55 billion
                   as of December 31, 1994. The Portfolios are not actively
                   managed, but are instead administered by the Fixed Income
                   Group using computerized, quantitative techniques. The Fixed
                   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 broad investment
                   strategies employed by the Fund, and for overseeing the
                   portfolio manager who implements those strategies on a
                   day-to-day basis.
 
                   The portfolio manager for Vanguard Bond Index Fund and the
                   bond portion of Vanguard Balanced Index Fund is Kenneth E.
                   Volpert, Assistant Vice President of Vanguard, who serves as
                   portfolio manager of the Vanguard Variable Insurance
                   Fund -- High-Grade Portfolio and the bond portion of the
                   Balanced Portfolio. Mr. Volpert began managing the Vanguard
                   Bond Index fund in 1992. For six years prior to joining
                   Vanguard, Mr. Volpert was associated with Mellon Bond
                   Associates.
 
                   The Fixed Income Group places all orders for purchases and
                   sales of portfolio securities. Purchases of portfolio
                   securities are made either directly from the issuer or from
                   securities dealers. The Fixed Income Group may sell portfolio
                   securities prior to their maturity if circumstances and
                   considerations warrant and if it believes such dispositions
                   advisable. The Group seeks to obtain the best available net
                   price and most favorable execution for all portfolio
                   transactions.
 
   
VANGUARD'S CORE
MANAGEMENT GROUP
MANAGES SOME OF THE
FUNDS, ON AN AT-COST
BASIS              Each Portfolio of Index Trust, International Equity Index
                   Fund and the equity portion of Balanced Index Fund receive
                   their investment advisory services on an at-cost basis from
                   Vanguard's Core Management Group, which also provides
                   investment advisory services to Vanguard Institutional Index
                   Fund, a portion of the assets of Vanguard/Windsor II and
                   Vanguard Morgan Growth Fund, the Equity Index Portfolio of
                   Vanguard Variable Insurance Fund, Vanguard Tax-Managed Fund,
                   and several indexed separate accounts. Total indexed assets
                   under management as of December 31, 1994 were $18 billion.
                   The Portfolios of the Fund are not actively managed, but are
                   instead administered by the Core Management Group using
                   computerized, quantitative techniques. The Group is
                   supervised by the Officers of the Fund.
    
 
                   In placing portfolio transactions, Vanguard's Core Management
                   Group uses its best judgment to choose the broker most
                   capable of providing the brokerage services necessary to
                   obtain the best available price and most favorable execution
                   at the lowest commission rate. The full range and quality of
                   brokerage services available are considered in making these
                   determinations. In those instances where it is reasonably
                   determined that more than one broker can offer the services
                   needed to obtain the best available price and most favorable
                   execution, consideration may be given to those brokers which
                   supply statistical information and provide other services in
                   addition to execution services to the Fund.
- --------------------------------------------------------------------------------
 
DIVIDENDS,
CAPITAL GAINS
AND TAXES
FOUR PORTFOLIOS PAY
QUARTERLY DIVIDENDS;
TWO PAY DIVIDENDS
ONCE A YEAR        Vanguard Index Trust distributes substantially all of its net
                   investment income in the form of dividends. The 500, Total
                   Stock Market, Value and Growth Portfolios pay quarterly
                   dividends, while the Extended Market and Small Capitalization
                   Stock Portfolios pay annual dividends. For all six
                   Portfolios, net capital gains, if any, are distributed
                   annually.
 
                   Each Portfolio of the International Equity Index Fund intends
                   to distribute substantially all of its ordinary income in the
                   form of dividends. The Portfolios pay annual dividends.
                   Capital gains distributions, if any, are also made annually.
 
                                       32
<PAGE>   102
 
                   The Balanced Index Fund will distribute substantially all of
                   its net investment income in the form of quarterly dividends.
 
                   Dividends consisting of virtually all of the ordinary income
                   of each Portfolio of Bond Index Fund are declared daily and
                   are payable to shareholders of record at the time of
                   declaration. Such dividends are paid on the first business
                   day of each month. Capital gains distributions, if any, are
                   made annually.
 
                   A Portfolio's dividend and capital gains distributions may be
                   reinvested in additional shares or received in cash. See
                   "Choosing a Distribution Option" for a description of these
                   distribution methods. Shareholders of Bond Index Fund who
                   choose to reinvest their dividend distributions will receive
                   a quarterly (not monthly) confirmation statement.
 
   
                   Pursuant to the Internal Revenue Code, certain dividend and
                   capital gains distributions declared by each Portfolio during
                   December, if received by shareholders by January 31, are
                   deemed to have been paid by the Funds and received by
                   shareholders on December 31 of the prior year.
    
 
                   Each Portfolio of the Funds intends to continue to qualify
                   for taxation as a "regulated investment company" under the
                   Internal Revenue Code so that each Portfolio will not be
                   subject to federal income tax to the extent its income is
                   distributed to shareholders. Dividends paid by each Portfolio
                   from net investment income, whether received in cash or
                   reinvested in additional shares, will be taxable to
                   shareholders as ordinary income. For corporate investors,
                   dividends from net investment income will generally qualify
                   in part for the intercorporate dividends-received deduction.
                   However, the portion of the dividends so qualified depends on
                   the aggregate taxable qualifying dividend income received by
                   a Portfolio from domestic (U.S.) sources.
 
   
                   Distributions paid by a Portfolio from long-term capital
                   gains, whether received in cash or reinvested in additional
                   shares, are taxable as long-term capital gains, regardless of
                   the length of time you have owned shares in the Portfolio.
                   Capital gains distributions are made when a Portfolio
                   realizes net capital gains on sales of portfolio securities
                   during the year. A Portfolio does not seek to realize any
                   particular amount of capital gains during a year; rather,
                   realized gains are a by-product of portfolio management
                   activities. Consequently, capital gains distributions may be
                   expected to vary considerably from year to year; there will
                   be no capital gains distributions in years when a Portfolio
                   realizes net capital losses.
    
 
                   Note that if you elect to receive capital gains distributions
                   in cash, instead of reinvesting them in additional shares,
                   you are in effect reducing the capital at work for you in a
                   Portfolio. Also, keep in mind that if you purchase shares in
                   a Portfolio shortly before the record date for a dividend or
                   capital gains distribution, a portion of your investment will
                   be returned to you as a taxable distribution, regardless of
                   whether you are reinvesting your distributions or receiving
                   them in cash.
 
                   The Funds will notify you annually as to the tax status of
                   dividend and capital gains distributions paid by each
                   Portfolio.
 
   
EACH PORTFOLIO OF
INTERNATIONAL EQUITY
INDEX FUND MAY
"PASS THROUGH"
FOREIGN TAXES      Each Portfolio may elect to "pass through" to its
                   shareholders the amount of foreign income taxes paid by a
                   Portfolio. The Portfolios will make such an election only if
                   it is deemed to be in the best interests of the shareholders.
                   If this election is made, shareholders of a Portfolio will be
                   required to include in their gross income their pro rata
                   share of foreign taxes paid by the Portfolio. However,
                   shareholders will be able to treat their pro rata share of
                   foreign taxes as either an itemized deduction or a foreign
                   tax credit against U.S. income taxes (but not both) on their
                   federal income tax return.
    
 
A CAPITAL GAIN OR LOSS
MAY BE REALIZED UPON
EXCHANGE OR
REDEMPTION         A sale of shares of a Portfolio is a taxable event, and may
                   result in a capital gain or loss. A capital gain or loss may
                   be realized from an ordinary redemption of shares or an
                   exchange of shares between two mutual funds (or two
                   portfolios of the same fund).
 
                   Dividend distributions, capital gain distributions, and
                   capital gains or losses from redemptions and exchanges may be
                   subject to state and local taxes.
 
                                       33
<PAGE>   103
 
   
                   Each Portfolio of the Funds is required to withhold 31% of
                   taxable dividends, capital gains distributions, and
                   redemptions paid to shareholders who have not complied with
                   IRS taxpayer identification regulations. You may avoid this
                   withholding requirement by certifying on your Account
                   Registration Form your proper Social Security or Employer
                   Identification number and by certifying that you are not
                   subject to backup withholding.
    
 
                   Vanguard Index Trust is organized as a Pennsylvania business
                   trust and, in the opinion of counsel, is not liable for any
                   income or franchise tax in the Commonwealth of Pennsylvania.
                   The Trust will be subject to Pennsylvania county personal
                   property tax in the county which is the site of its principal
                   office. Shareholders who are Pennsylvania residents will not
                   be subject to county personal property taxes, with the
                   exception of non-exempt holders who are residents of the City
                   and School District of Pittsburgh.
 
                   The International Equity Index, Balanced Index and Bond Index
                   Funds have obtained Certificates of Authority to do business
                   as foreign corporations in Pennsylvania and do business and
                   maintain offices in that state. In the opinion of counsel,
                   the shares of each of the Funds 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
                   investment in the Funds.
- --------------------------------------------------------------------------------
 
THE SHARE
PRICE OF
EACH PORTFOLIO     The share price or "net asset value" per share of each
                   Portfolio is determined by dividing the total market value of
                   the Portfolio's investments and other assets, less any
                   liabilities, by the number of outstanding shares of the
                   Portfolio. Net asset value per share is determined once daily
                   at the close of regular trading on the New York Stock
                   Exchange (generally 4:00 p.m. Eastern time).
 
   
                   Portfolio securities that are listed on a securities exchange
                   are valued at the last quoted sales price on the day the
                   valuation is made. Price information on listed securities is
                   taken from the exchange where the security is primarily
                   traded. Securities which are listed on an exchange and which
                   are not traded on the valuation date are valued at the mean
                   of the bid and ask prices. For the 500, Value and Growth
                   Portfolios of Vanguard Index Trust, Vanguard International
                   Equity Index Fund, and each Portfolio of Vanguard Bond Index
                   Fund, unlisted securities for which market quotations are
                   readily available are valued at the latest quoted bid price.
                   For the Extended Market, Total Stock Market and Small
                   Capitalization Stock Portfolios, and Vanguard Balanced Index
                   Fund, unlisted securities for which market quotations are not
                   readily available are valued at the mean of the bid and ask
                   prices. Temporary cash investments are valued at amortized
                   cost which approximates market value. For all Funds,
                   securities for which no current quotations are readily
                   available are valued at fair market value as determined in
                   good faith by the Directors (Trustees). Securities may be
                   valued on the basis of prices provided by a pricing service
                   when such prices are believed to reflect the fair market
                   value of such securities.
    
 
                   Each Portfolios's share price can be found daily in the
                   mutual fund listings of most major newspapers under the
                   heading of The Vanguard Group.
- --------------------------------------------------------------------------------
 
GENERAL
INFORMATION        Vanguard Bond Index, Vanguard Balanced Index and Vanguard
                   International Equity Index Funds are organized as Maryland
                   corporations. The Articles of Incorporation permit the
                   Directors to issue 1,000,000,000 shares of common stock of
                   each Fund, with a $.001 par value. The Board of Directors has
                   the power to designate one or more classes ("series") of
                   shares of common stock and to classify or reclassify any
                   unissued shares with respect to such series. Currently,
                   Vanguard Bond Index Fund is offering shares of four series,
                   Vanguard Balanced Index Fund is offering shares of one series
                   and Vanguard International Equity Index is offering shares of
                   three series.
 
                   Vanguard Index Trust is a Pennsylvania business trust. The
                   Declaration of Trust permits the Trustees to issue an
                   unlimited number of shares of beneficial interest with no par
                   value. The Board of Trustees has the power to designate one
                   or more classes or series of shares of common stock and to
                   classify or reclassify any unissued shares with respect to
                   such series. Currently, the Trust is offering shares of six
                   series.
 
                                       34
<PAGE>   104
 
                   The shares of each series of the Funds are fully paid and
                   non-assessable; have no preference as to conversion,
                   exchange, dividends, retirement or other features; and have
                   no preemptive rights. Such shares have non-cumulative voting
                   rights, meaning that the holders of more than 50% of the
                   shares voting for the election of Directors (Trustees) can
                   elect 100% of the Directors (Trustees) if they so choose.
 
                   Annual meetings of shareholders will not be held except as
                   required by the Investment Company Act of 1940 and other
                   applicable law. An annual meeting will be held to vote on the
                   removal of a Director (Trustee) or Directors (Trustees) of a
                   Fund if requested in writing by the holders of not less than
                   10% of the outstanding shares of such Fund.
 
   
                   All securities and cash for the Total Bond Market Portfolio
                   of Vanguard Bond Index Fund are held by Morgan Guaranty Trust
                   Company, New York, NY. All securities and cash for the
                   Short-Term Bond, Intermediate-Term Bond and Long-Term Bond
                   Portfolios are held by State Street Bank and Trust Company
                   ("State Street Bank"), Boston, MA. All securities and cash
                   for Vanguard Balanced Index Fund are held by CoreStates Bank,
                   N.A. ("CoreStates"), Philadelphia, PA. All Securities and
                   cash for Vanguard International Equity Index Fund are held by
                   Morgan Stanley Trust Company. All securities and cash for the
                   500, Extended Market, and Total Stock Market Portfolios of
                   Vanguard Index Trust are held by State Street Bank and Trust
                   Company. All securities and cash for the Small Capitalization
                   Stock and the Value and Growth Portfolios are held by
                   CoreStates Bank.
    
 
                   The Vanguard Group, Inc., Valley Forge, PA, serves as the
                   Funds' Transfer and Dividend Disbursing Agent. Price
                   Waterhouse LLP, serves as independent accountants for the
                   Funds and will audit their financial statements annually. The
                   Funds are not involved in any litigation.
- --------------------------------------------------------------------------------
 
                                       35
<PAGE>   105
 
                               SHAREHOLDER GUIDE
 
   
OPENING AN
ACCOUNT AND
PURCHASING
SHARES             You may open a regular (non-retirement) account, either by
                   mail or wire. Simply complete and return an Account
                   Registration Form and any required legal documentation,
                   indicating the Portfolio you have chosen and amount you wish
                   to invest. Your purchase must be equal to or greater than the
                   $3,000 minimum initial investment requirement in any
                   Portfolio ($500 for Uniform Gifts/Transfers to Minors Act
                   accounts). You must open a new Individual Retirement Account
                   by mail (IRAs may not be opened by wire) using a Vanguard IRA
                   Adoption Agreement. Your purchase must be equal to or greater
                   than the $500 minimum initial investment requirement, but no
                   more than $2,000 if you are making a regular IRA
                   contribution. Rollover contributions are generally limited to
                   the amount withdrawn within the past 60 days from an IRA or
                   other qualified Retirement Plan. If you need assistance with
                   the Account Registration Form or have any questions about the
                   Fund, please call our Investor Information Department
                   (1-800-662-7447). NOTE: For other types of account
                   registrations (e.g., corporations, associations, other
                   organizations, trusts or powers of attorney), please call us
                   to determine which additional forms you may need.
    
 
                   Because of the risks associated with bond and stock
                   investments, each Portfolio is intended to be a long-term
                   investment vehicle and is not designed to provide investors
                   with a means of speculating on short-term bond market
                   movements. Consequently, the Fund reserves the right to
                   reject any specific purchase (and exchange 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).
 
IMPORTANT NOTE
ON EXPENSES        Transaction fees are charged by Portfolios as follows:
 
   
<TABLE>
<CAPTION>
                                                                                    FEES ON        FEES ON
                                                                                   PURCHASES     REDEMPTIONS
                                                                                   ---------     -----------
                        <S>                                                        <C>           <C>
                        Vanguard Bond Index Fund.................................     None           None
                        Vanguard Balanced Fund...................................     None           None
                        Vanguard Index Trust
                          500 Portfolio..........................................     None           None
                          Extended Market Portfolio..............................       .5%          None
                          Total Stock Market Portfolio...........................      .25%          None
                          Small Capitalization Stock Portfolio...................        1%          None
                          Value Portfolio........................................     None           None
                          Growth Portfolio.......................................     None           None
                        Vanguard International Equity Index Fund
                          European Portfolio.....................................        1%          None
                          Pacific Portfolio......................................        1%          None
                          Emerging Markets Portfolio.............................        2%             1%
</TABLE>
    
 
   
                   Additionally, each Portfolio of all of the Funds and the
                   Trust assesses a $10 annual account maintenance fee. The $10
                   annual account maintenance fee will be waived for
                   shareholders with an account balance of $10,000 or more. See
                   "Portfolio Expenses" for more information.
    
 
   
ADDITIONAL
INVESTMENTS        Subsequent investments may be made by mail ($100 minimum per
                   Portfolio), wire ($1,000 minimum), written exchange from
                   another Vanguard Fund account ($100 minimum per Portfolio),
                   or Vanguard Fund Express. Subsequent investments to
                   Individual Retirement Accounts may be made by mail ($100
                   minimum) or exchange from another Vanguard Fund account. In
                   some instances, contributions may be made by wire or Vanguard
                   Fund Express. Please call us for more information on these
                   options.
    
- --------------------------------------------------------------------------------
 
                                       36
<PAGE>   106
 
<TABLE>
<S>                       <C>                                             <C>
                                                                          ADDITIONAL INVESTMENTS
                          NEW ACCOUNT                                     TO EXISTING ACCOUNTS
PURCHASING BY MAIL        Please include the amount of your               Additional investments should include
                          initial investment and the name of the          the Invest-by-Mail remittance form
Complete and sign the     Portfolios you have selected on the             attached to your Fund confirmation
enclosed Account          registration form, make your check              statements. Please make your check
Registration Form         payable to The Vanguard Group                   payable to The Vanguard Group
                          (Portfolio Number), see below for the           (Portfolio Number), write your account
                          appropriate number and mail to:                 number on your check, and using the
                                                                          return envelope provided, mail to the
                          VANGUARD FINANCIAL CENTER                       address indicated on the
                          P.O. BOX 2600                                   Invest-by-Mail Form. See below for the
                          VALLEY FORGE, PA 19482                          appropriate Portfolio number.

For express or            VANGUARD FINANCIAL CENTER                       All written requests should be mailed
registered mail,          455 DEVON PARK DRIVE                            to one of the addresses indicated for
send to:                  WAYNE, PA 19087                                 new accounts. Do not send registered
                                                                          or express mail to the post office box
                                                                          address.
                          PORTFOLIO NUMBERS
                          VANGUARD BOND INDEX FUND                        VANGUARD BALANCED
                          Total Bond Market Portfolio -- 84               INDEX FUND -- 02
                          Short-Term Bond Portfolio -- 132
                          Intermediate-Term Bond                          VANGUARD INDEX TRUST
                          Portfolio -- 314                                500 Portfolio -- 40
                          Long-Term Bond Portfolio -- 522                 Extended Market Portfolio -- 98
                                                                          Total Stock Market Portfolio -- 85
                          VANGUARD INTERNATIONAL                          Small Capitalization Stock
                          EQUITY INDEX FUND                               Portfolio -- 48
                          European Portfolio -- 79                        Value Portfolio -- 06
                          Pacific Portfolio -- 72                         Growth Portfolio -- 09
                          Emerging Markets Portfolio -- 533

</TABLE>
- --------------------------------------------------------------------------------
PURCHASING BY WIRE                          CORESTATES BANK, N.A.
                                            ABA 031000011
Money should be                             CORESTATES ACCT NO 0101 9897
wired to:                                   ATTN VANGUARD
                                            NAME OF FUND OR TRUST
BEFORE WIRING                               NAME OF PORTFOLIO
                                            ACCOUNT NUMBER
Please contact                              ACCOUNT REGISTRATION
Client Services
(1-800-662-2739)          To assure proper receipt, please be sure your bank 
                          includes the name of the Portfolio, 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 Registration 
                          Form and mail it to the "New Account" address above
                          after completing your wire arrangement. NOTE: 
                          Federal Funds wire purchase orders will be accepted
                          only when the Fund and Custodian Bank are open for 
                          business.
 
- --------------------------------------------------------------------------------
 
PURCHASING BY
EXCHANGE (from a
Vanguard account)  You may open an account or purchase additional shares by
                   making an exchange from an existing Vanguard Fund account.
                   However, the Funds reserve the right to refuse any exchange
                   purchase request. Call our Client Services Department
                   (1-800-662-2739) for assistance. The new account will have
                   the same registration as the existing account.
 
                   Telephone exchanges are not accepted for the Portfolios of
                   Vanguard Balanced Index Fund, Vanguard Index Trust, and
                   Vanguard International Equity Index Fund. You may, however,
                   open an account by exchange by providing the appropriate
                   information on the Account Registration Form.
- --------------------------------------------------------------------------------
 
                                       37
<PAGE>   107
 
   
PURCHASING BY
FUND EXPRESS
Automatic Investment
and Special Purchase
                   The Fund Express Automatic Investment option lets you move
                   money from your bank account to your Vanguard account on the
                   schedule (monthly, bimonthly [every other month], quarterly
                   or yearly) you select. Additionally, the Fund Express Special
                   Purchase option which is only available for Portfolios of the
                   Vanguard Bond Index Fund lets you move money from your bank
                   account to your Vanguard account on an "as needed" basis. To
                   establish this option, please provide the appropriate
                   information on the Account Registration Form. We will send
                   you a confirmation of your Fund Express enrollment; please
                   wait three weeks before using the service.
    
- --------------------------------------------------------------------------------
 
CHOOSING A
DISTRIBUTION
OPTION             You must select one of three distribution options:
 
                   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 -- Both dividend and capital gains
                      distributions will be paid in cash.
 
                   You may change your option by calling our Client Services
                   Department (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
                   dividends and/or capital gains distributions automatically to
                   your bank account. Please see "Other Vanguard Services" for
                   more information.
- --------------------------------------------------------------------------------
 
   
TAX CAUTION
INVESTORS SHOULD ASK
ABOUT THE TIMING OF
CAPITAL GAINS AND
DIVIDEND DISTRIBUTIONS
BEFORE INVESTING   Under Federal tax laws, the Fund is required to distribute
                   net capital gains and dividend income to Fund shareholders.
                   These distributions are made to all shareholders who own Fund
                   shares as of the distribution's record date, regardless of
                   how long the shares have been owned. Purchasing shares just
                   prior to the record date could have a significant impact on
                   your tax liability for the year. For example, if you purchase
                   shares immediately prior to the record date of a sizable
                   capital gain distribution, you will be assessed taxes on the
                   amount of the capital gain distribution later paid even
                   though you owned the Fund shares for just a short period of
                   time. (Taxes are due on the distributions even if the
                   dividend or gain is reinvested in additional Fund shares.)
                   While the total value of your investment will be the same
                   after the capital gain distribution -- 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
                   potential distributions before investing. Each Fund's annual
                   capital gains distributions normally occurs in December.
                   Income dividends are generally paid on the first day of each
                   month for the four Portfolios of Vanguard Bond Index Fund,
                   annually in December for the three Portfolios of Vanguard
                   International Equity Index Fund, and the Extended Market and
                   Small Capitalization Stock Portfolio of Vanguard Index Trust,
                   and quarterly in March, June, September and December for
                   Vanguard Balanced Index Fund, and the 500, Total Stock
                   Market, and the Value and Growth Portfolios of Vanguard Index
                   Trust. For additional information on distributions and taxes,
                   see the section titled "Dividends, Capital Gains, and Taxes."
- --------------------------------------------------------------------------------
 
IMPORTANT
INFORMATION
ESTABLISHING OPTIONAL
SERVICES           The easiest way to establish optional Vanguard services on
                   your account is to select the options you desire when you
                   complete your Account Registration Form. IF YOU WISH TO ADD
                   OPTIONS LATER, YOU MAY NEED TO PROVIDE VANGUARD WITH
                   ADDITIONAL INFORMATION AND A SIGNATURE GUARANTEE. PLEASE CALL
                   OUR CLIENT SERVICES DEPARTMENT (1-800-662-2739) FOR FURTHER
                   ASSISTANCE.
 
SIGNATURE
GUARANTEES         For our mutual protection, we may require a signature
                   guarantee on certain written transaction requests. A
                   signature guarantee verifies the authenticity of your
                   signature and may be obtained
 
                                       38
<PAGE>   108
 
                   from banks, brokers and any other guarantor that Vanguard
                   deems acceptable. A SIGNATURE GUARANTEE CANNOT BE PROVIDED BY
                   A NOTARY PUBLIC.
 
CERTIFICATES       Share certificates will be issued upon request for Portfolios
                   of Vanguard Bond Index Fund, Vanguard Index Trust, and the
                   European and Pacific Portfolios of Vanguard International
                   Equity Index Fund. If a certificate is lost, you may incur an
                   expense to replace it. Share certificates will not be
                   available for Vanguard Balanced Index Fund and the Emerging
                   Markets Portfolio of Vanguard International Equity Index
                   Fund.
 
BROKER-DEALER
PURCHASES          If you purchase shares in Vanguard Funds through a registered
                   broker-dealer or investment adviser, the broker-dealer or
                   adviser may charge a service fee.
 
CANCELLING
TRADES             The Fund will not cancel any trade (e.g., a purchase,
                   exchange or redemption) believed to be authentic, received in
                   writing or by telephone, once the trade request has been
                   received.
 
   
ELECTRONIC
PROSPECTUS
DELIVERY           If you would prefer to receive a prospectus for the Fund or
                   any of the Vanguard Funds in an electronic format, please
                   call 1-800-231-7870 for additional information. If you elect
                   to do so, you may also receive a paper copy of the
                   prospectus, by calling 1-800-662-7447.
    
- --------------------------------------------------------------------------------
 
WHEN YOUR
ACCOUNT WILL
BE CREDITED        The trade date is the date on which your account is credited.
 
                   For the Vanguard Bond Index Fund, the trade date is generally
                   the day on which the Fund receives your investment 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 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 receipt 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 Federal Funds wire or exchange, the Fund is
                   credited immediately with Federal Funds. Thus, if your
                   purchase by Federal Funds wire or exchange is received by the
                   close of the Exchange, your trade date is the day of receipt.
                   If your purchase is received after the close of the Exchange,
                   your trade date is the business day following receipt of your
                   wire or exchange.
 
                   For Vanguard Balanced Fund, Vanguard Index Trust and Vanguard
                   International Equity Index Fund, if your purchase is made by
                   check, Federal Funds wire or exchange, and is received by the
                   close of regular trading the New York Stock Exchange
                   (generally 4:00 p.m. Eastern time), your trade date is the
                   day of receipt. If your purchase is received after the close
                   of the Exchange, your trade date is the next business day.
                   Shares of the Funds are purchased at the net asset value
                   determined on your trade date. Shares of the Extended Market
                   and Small Capitalization Stock Portfolios are also subject to
                   a 1% portfolio transaction fee, shares of the Total Stock
                   Market Portfolio are subject to a 0.25% portfolio transaction
                   fee. Shares of Vanguard International Equity Index
                   Fund-Pacific Portfolio and European Portfolio are subject to
                   a 1% transaction fee while shares of the Emerging Markets
                   Portfolio are subject to a 2% transaction fee on purchases.
                   See "Fund Expenses" for additional information.
 
                   In order to prevent lengthy processing delays caused by the
                   clearing of foreign checks, Vanguard will only accept a
                   foreign 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.
 
                   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
                   calendar day following the trade date. (For a Friday trade
                   date, you will begin earning dividends on Saturday.)
- --------------------------------------------------------------------------------
 
                                       39
<PAGE>   109
 
SELLING YOUR
SHARES             You may withdraw any portion of the funds in your account by
                   redeeming shares at any time. 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 WRITING
A CHECK            Redemption by check is only available to shareholders of
                   Vanguard Bond Index Fund. You may withdraw funds from your
                   Vanguard Bond Index account by writing a check payable in the
                   amount of $250 or more. When a check is presented for payment
                   to the Fund's agent, CoreStates Bank, 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
                   account, 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 OR WRITE OUR CLIENT SERVICES DEPARTMENT
                   (1-800-662-2739) BEFORE SUBMITTING SIGNATURE CARDS, AS
                   ADDITIONAL DOCUMENTS 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 any check. 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 MAIL    Requests should be mailed to VANGUARD FINANCIAL CENTER,
                   VANGUARD INDEX FUNDS, P.O. BOX 1120, VALLEY FORGE, PA 19482.
                   (For express or registered mail, send your request to
                   Vanguard Financial Center, Vanguard Index Funds, 455 Devon
                   Park Drive, Wayne, PA 19087.)
 
                   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         GOOD ORDER means that the request includes the following:
 
                   1. The account number and Portfolio name.
                   2. The amount of the transaction (specified in dollars or
                      shares).
                   3. The 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
                      required, in the case of estates, corporations, trusts,
                      and certain 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
                   (1-800-662-2739).
- --------------------------------------------------------------------------------
 
SELLING BY
TELEPHONE          To sell shares by telephone, you or your pre-authorized
                   representative 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 details below, please see "Important Information About
                   Telephone Transactions."
 
                   BY MAIL: Telephone mail redemption is automatically
                   established on your account unless you indicate otherwise on
                   your Account Registration Form. You may redeem any amount by
                   calling Vanguard. The proceeds will be paid to the
                   registered shareholders and mailed to the address of record.
 
                                       40
<PAGE>   110
 
                   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
                   Registration Form. If you do not presently have telephone
                   wire redemption and wish to establish it, please contact
                   Client Services.
 
                   With the wire redemption option, you may withdraw a minimum
                   of $1,000 and have the amount wired directly to your bank
                   account. 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 to accept incoming wires.
 
                   A request to change the bank associated with your wire
                   redemption 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.
- --------------------------------------------------------------------------------
 
   
SELLING BY FUND
EXPRESS
Automatic Withdrawal
& Special Redemption
                   If you select the Fund Express Automatic Withdrawal option,
                   money will be automatically moved from your Vanguard Fund
                   account to your bank account according to the schedule you
                   have selected. The Special Redemption option (only available
                   to Vanguard Bond Index Fund Shareholders) lets you move money
                   from your Vanguard account to your bank account on an "as
                   needed" basis. To establish these Fund Express options,
                   please provide the appropriate information on the Account
                   Registration Form. We will send you a confirmation of your
                   Fund Express service; please wait three weeks before using
                   the service.
    
- --------------------------------------------------------------------------------
 
SELLING BY
EXCHANGE           You may sell shares of the Portfolio by making an exchange
                   into another Vanguard Fund account. Exchanges to and from
                   Vanguard Balanced Fund, Vanguard Index Trust and Vanguard
                   International Equity Index Fund may be made only by mail.
                   Send your exchange request to Vanguard Financial Center,
                   Vanguard (insert Fund name), P.O. Box 1120, Valley Forge, PA
                   19482. Please see "Exchanging Your Shares" for details.
- --------------------------------------------------------------------------------
 
IMPORTANT REDEMPTION
INFORMATION        Shares purchased by check or Fund Express may be redeemed at
                   any time. However, your redemption proceeds will not be paid
                   until payment for the purchase is collected, which may take
                   up to ten calendar days.
- --------------------------------------------------------------------------------
 
DELIVERY OF
REDEMPTION
PROCEEDS           Redemption requests received by telephone prior to the close
                   of the New York Stock Exchange (generally 4:00 p.m. Eastern
                   time), are processed on the day of receipt and the redemption
                   proceeds are normally sent on the following business day.
 
                   Redemption requests received by telephone after the close of
                   the Exchange are processed on the business day following
                   receipt and the proceeds are normally sent on the second
                   business day following receipt.
 
                   Redemption 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
                   Order. 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.
 
                   If the Board of Directors determines that it would be
                   detrimental to the best interests of the Fund's remaining
                   shareholders to make payment in cash, the Fund may pay
                   redemption proceeds in whole or in part by a distribution in
                   kind of readily marketable securities.
- --------------------------------------------------------------------------------
 
                                       41
<PAGE>   111
 
VANGUARD'S AVERAGE
COST STATEMENT     If you make a redemption from a qualifying account, Vanguard
                   will send you an Average Cost Statement which provides you
                   with the tax basis of the shares you redeemed. Please see
                   "Other Vanguard Services" for additional information.
- --------------------------------------------------------------------------------
 
   
MINIMUM ACCOUNT
BALANCE 
REQUIREMENT        Due to the relatively high cost of maintaining smaller
                   accounts, the Fund reserves the right to redeem shares in any
                   account that is below the minimum initial investment amount
                   of $3,000. If at any time the total investment does not have
                   a value of at least $3,000, you may be notified that your
                   account is below the Fund's minimum account balance
                   requirement. You would then be allowed 60 days to make an
                   additional investment before the account is liquidated.
                   Proceeds would be promptly paid to the registered
                   shareholder. (This minimum requirement does not apply to
                   IRAs, other retirement accounts, and Uniform Gifts/Transfers
                   to Minors Act accounts.)
    
 
   
                   The Fund's minimum account balance requirement will not apply
                   if your account falls below $3,000 solely as a result of
                   declining markets (i.e., a decline in a Portfolio's net asset
                   value).
    
- --------------------------------------------------------------------------------
 
EXCHANGING
YOUR SHARES
EXCHANGING BY
TELEPHONE
Call Client Services
(1-800-662-2739)   Should your investment goals change, you may exchange your
                   shares for those of other available Vanguard Funds.
 
                   Vanguard Bond Index Fund is the only Vanguard Index Fund that
                   allows telephone exchange. When exchanging shares by
                   telephone, please have ready the Portfolio name, account
                   number, Social Security Number or Employer Identification
                   number listed on the account, and exact name and address in
                   which the account is registered. Only the registered
                   shareholder may complete such an exchange. Requests for
                   telephone exchanges received prior to the close of the New
                   York Stock Exchange (generally 4:00 p.m. Eastern time) are
                   processed at the close of business that same day. Requests
                   received after the close of the Exchange are processed the
                   next business day. TELEPHONE EXCHANGES ARE NOT ACCEPTED INTO
                   OR FROM VANGUARD BALANCED INDEX FUND, VANGUARD INDEX TRUST,
                   VANGUARD INTERNATIONAL EQUITY INDEX FUND, AND VANGUARD
                   QUANTITATIVE PORTFOLIOS. If you experience difficulty in
                   making a telephone exchange, your exchange request may be
                   made by regular or express mail, and it will be implemented
                   at the closing net asset value on the date received by
                   Vanguard provided the request is received in Good Order.
 
                   Neither the Funds nor Vanguard is responsible for the
                   authenticity of exchange instructions received by telephone.
                   Investors bear the full risk of any loss arising from
                   unauthorized telephone exchanges. To prohibit telephone
                   exchanges on your account, please notify the Fund in writing.
                   Otherwise, the telephone exchange privilege will be
                   automatically established for your account.
- --------------------------------------------------------------------------------
 
EXCHANGING BY MAIL Please be sure to include on your exchange request the name
                   and account number of your current Portfolio, the name of the
                   Fund you wish to exchange into, the amount you wish to
                   exchange, and the signatures of all registered account
                   holders. Send your request to VANGUARD FINANCIAL CENTER,
                   VANGUARD INDEX FUNDS, P.O. BOX 1120, VALLEY FORGE, PA 19482.
                   (For express or registered mail, send your request to
                   Vanguard Financial Center, Vanguard Index Funds, 455 Devon
                   Park Drive, Wayne, PA 19087.)
- --------------------------------------------------------------------------------
 
IMPORTANT EXCHANGE
INFORMATION        Before you make an exchange, you should consider the
                   following:
 
                   - Please read the Fund's prospectus before making an
                     exchange. 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.
 
   
                   - New accounts are not currently accepted in Vanguard/Windsor
                     Fund or Vanguard/PRIMECAP Fund.
    
 
                   - The redemption price of shares redeemed by exchange is the
                     net asset value next determined after Vanguard has received
                     all required documentation in Good Order.
 
                                       42
<PAGE>   112
 
                   - 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 Funds are registered for sale. The Funds
                   shares are currently registered for sale in all 50 states and
                   each Fund intends to maintain such registration.
- --------------------------------------------------------------------------------
 
EXCHANGE
PRIVILEGE
LIMITATIONS        The Fund's exchange privilege is not intended to afford
                   shareholders a way to speculate on short-term movements in
                   the market. Accordingly, in order to prevent excessive use of
                   the exchange privilege that may potentially disrupt the
                   management of the Fund and increase transaction 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 of the Fund during any twelve
                   month period. 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 portfolio
                   management.
- --------------------------------------------------------------------------------
 
IMPORTANT
INFORMATION
ABOUT TELEPHONE
TRANSACTIONS       The ability to initiate redemptions (except wire redemptions)
                   and exchanges by telephone is automatically established on
                   your account unless you request in writing that telephone
                   transactions on your account not be permitted. The ability to
                   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
                   unauthorized 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
                      written instructions.
 
   
                   Neither the Fund nor Vanguard will be responsible for the
                   authenticity of transaction instructions received by
                   telephone, provided that reasonable security procedures have
                   been followed. Vanguard believes that the security procedures
                   described 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 account.
    
- --------------------------------------------------------------------------------
 
TRANSFERRING
REGISTRATION       You may transfer the registration of any of your Fund shares
                   to another person by completing a transfer form and sending
                   it to: VANGUARD FINANCIAL CENTER, P.O. BOX 1110, VALLEY
                   FORGE, PA 19482, ATTENTION: TRANSFER DEPARTMENT. The request
                   must be in Good Order. To obtain a transfer form, please call
                   our Client Services Department (1-800-662-2739).
- --------------------------------------------------------------------------------
 
   
STATEMENTS AND
REPORTS            Vanguard will send you a confirmation statement each time you
                   initiate a transaction in your account. You will also receive
                   a comprehensive account statement at the end of each calendar
                   quarter. The fourth-quarter statement will be a year-end
                   statement, listing all transaction activity for the entire
                   calendar year.
    
 
                   Vanguard's Average Cost Statement provides you with the
                   average cost of shares redeemed from your account, using the
                   average 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
 
                                       43
<PAGE>   113
 
                   qualifying Vanguard account may expect to receive their
                   Average Cost Statement in February of the following year.
                   Please call our Client Services Department (1-800-662-2739)
                   for information.
 
                   Financial reports on the Fund will be mailed to you
                   semi-annually, according to the Fund's fiscal year-end.
- --------------------------------------------------------------------------------
 
   
OTHER VANGUARD
SERVICES           For more information about any of these services, please call
                   our Investor Information Department at 1-800-662-7447.
    
 
VANGUARD DIRECT
DEPOSIT SERVICE    With Vanguard's Direct Deposit Service, most U.S. Government
                   checks (including Social Security and military pension
                   checks) and private payroll checks may be automatically
                   deposited into your Vanguard Fund account. Separate brochures
                   and forms are available for direct deposit of U.S. Government
                   and private payroll checks.
 
   
VANGUARD AUTOMATIC
EXCHANGE SERVICE   Vanguard's Automatic Exchange Service allows you to move
                   money automatically among your Vanguard Fund accounts. For
                   instance, the service can be used to "dollar cost average"
                   from a money market portfolio into a stock or bond fund or to
                   contribute to an IRA or other retirement plan. Please contact
                   our Client Services Department at 1-800-662-2739 for
                   additional information.
    
 
VANGUARD FUND
EXPRESS            Vanguard's Fund Express allows you to transfer money between
                   your Fund account and your account at a bank, savings and
                   loan association, or a credit union that is a member of the
                   Automated Clearing House (ACH) system. You may elect this
                   service on the Account Registration Form or call our 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
                   redemptions are credited to your account. In addition, some
                   services of Fund Express cannot be used with specific
                   Vanguard Funds. For more information, please refer to the
                   Vanguard Fund Express brochure.
 
   
VANGUARD DIVIDEND
EXPRESS            Vanguard's Dividend Express allows you to transfer your
                   dividends and/or capital gains distributions automatically
                   from your Fund account, one business day after the Fund's
                   payable date, to your account at a bank, savings and loan
                   association, or a credit union that is a member of the
                   Automated Clearing House (ACH) system. You may elect this
                   service on the Account Registration Form or call our Investor
                   Information Department (1-800-662-7447) for a Vanguard
                   Dividend Express application.
    
 
VANGUARD
TELE-ACCOUNT       Vanguard Tele-Account is a convenient, automated service that
                   provides share price, price change and yield quotations on
                   Vanguard Funds through any TouchToneTM 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
                   offering detailed operating instructions is available from
                   our Investor Information Department (1-800-662-7447).
- --------------------------------------------------------------------------------
 
                                       44
<PAGE>   114
 
- --------------------------------------------------------------------------------
[LOGO] 

                 ---------------------------
                 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)

                 TELECOMMUNICATION SERVICE
                 FOR THE HEARING-IMPAIRED:
                 1-800-662-2738

                 TRANSFER AGENT:
                 The Vanguard Group, Inc.
                 Vanguard Financial Center
                 Valley Forge, PA 19482
     P0----
 
- --------------------------------------------------------------------------------
<PAGE>   115
 
                                     PART B
 
                              VANGUARD INDEX TRUST
 
                      STATEMENT OF ADDITIONAL INFORMATION
 
   
                                 APRIL 28, 1995
    
 
   
     This Statement is not a prospectus but should be read in conjunction with
the Trust's current Prospectus (dated April 28, 1995). To obtain the Prospectus
please call:
    
 
                      VANGUARD INVESTOR INFORMATION CENTER
                                 1-800-662-7447
 
                               TABLE OF CONTENTS
 
   
<TABLE>
<CAPTION>
                                                                                            PAGE
                                                                                            ----
<S>                                                                                         <C>
Investment Objectives and Policies........................................................     1
Investment Limitations....................................................................     5
Purchase of Shares........................................................................     6
Redemption of Shares......................................................................     7
Yield and Total Return....................................................................     7
Management of the Trust...................................................................     8
Portfolio Transactions....................................................................    10
Description of Shares and Voting Rights...................................................    11
Performance Measures......................................................................    12
Financial Statements......................................................................    13
</TABLE>
    
 
                       INVESTMENT OBJECTIVES AND POLICIES
 
     REPURCHASE AGREEMENTS  Each Portfolio of the Trust may invest in repurchase
agreements with commercial banks, brokers or dealers either for defensive
purposes due to market conditions or to generate income from its excess cash
balances. A repurchase agreement is an agreement under which the Portfolio
acquires a money market instrument (generally a security issued by the U.S.
Government or an agency thereof, a banker's acceptance or a certificate of
deposit) from a commercial bank, broker or dealer, subject to resale to the
seller at an agreed upon price and date (normally, the next business day). A
repurchase agreement may be considered a loan collateralized by securities. The
resale price reflects an agreed upon interest rate effective for the period the
instrument is held by the Portfolio and is unrelated to the interest rate on the
underlying instrument. In these transactions, the securities acquired by the
Portfolio (including accrued interest earned thereon) must have a total value in
excess of the value of the repurchase agreement and are held by the Trust's
custodian banks until repurchased. In addition, the Board of Trustees will
monitor the Trust's repurchase agreement transactions generally and will
establish guidelines and standards for review of the creditworthiness of any
bank, broker or dealer party to a repurchase agreement with the Trust. No more
than an aggregate of 15% of a Portfolio's assets at the time of investment, will
be invested in repurchase agreements having maturities longer than seven days
and securities subject to legal or contractual restrictions on resale, or for
which there are no readily available market quotations.
 
     The use of repurchase agreements involves certain risks. For example, if
the other party to the agreement defaults on its obligation to repurchase the
underlying security at a time when the value of the security has declined, the
Portfolio may incur a loss upon disposition of the security. If the other party
to the agreement becomes insolvent and subject to liquidation or reorganization
under the Bankruptcy Code or other laws, a court may determine that the
underlying security is collateral for a loan by the Portfolio not within the
control of the Portfolio and therefore the Portfolio may not be able to
substantiate its interest in the underlying security and may be deemed an
unsecured creditor of the other party to the agreement. While the Trust's
management acknowledges these risks, it is expected that they can be controlled
through careful monitoring procedures.
 
                                        1
<PAGE>   116
 
     LENDING OF SECURITIES  Each Portfolio of the Trust may lend its securities
to qualified institutional investors who need to borrow securities in order to
complete certain transactions, such as covering short sales, avoiding failures
to deliver securities or completing arbitrage operations. By lending its
portfolio securities, a Portfolio attempts to increase its net investment 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 portfolio
securities to qualified brokers, dealers, banks or other financial institutions,
so long as the terms, the structure and the aggregate amount 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 currently require that (a) the borrower pledge
and maintain with the Trust collateral consisting of cash, a letter of credit
issued by a domestic U.S. bank, or securities issued or guaranteed by the United
States Government having 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 Trust at any time and
(d) the Portfolio receive reasonable interest on the loan (which may include the
Portfolio's investing any cash collateral in interest bearing short-term
investments), any distribution on the loaned securities and any increase in
their market value. Loan arrangements made by the Trust will comply with all
other applicable regulatory requirements, 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 institution, will be considered in making decisions with
respect to the lending of securities, subject to review by the Board of
Trustees.
 
     At the present time, the Staff of the Commission does not object if an
investment company pays reasonable negotiated fees in connection with loaned
securities, so long as such fees are set forth in a written contract and
approved by the investment company's trustees. In addition, voting rights may
pass with the loaned securities, but if a material event will occur affecting an
investment on loan, the loan must be called and the securities voted.
 
     FUTURES CONTRACTS  Each Portfolio of the Trust may enter into futures
contracts, options, warrants, options on futures contracts, convertible
securities and swap agreements for the purpose of simulating full investment and
reducing transactions costs. The Trust does not use futures or options for
speculative purposes. Each Portfolio will only use futures and options to
simulate full investment in the underlying index while retaining a cash balance
for fund management purposes. Futures contracts provide for the future sale by
one party and purchase by another party of a specified amount of a specific
security 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
acceptance of the underlying securities, in most cases the contracts are closed
out before the settlement date without the making or taking of delivery. Closing
out an open futures position is done by taking an opposite position ("buying" a
contract which has previously been "sold," or "selling" a contract previously
purchased) in an identical contract to terminate the position. Brokerage
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
completion 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.
Brokers may establish deposit requirements which are higher than the exchange
minimums. Futures contracts are customarily purchased and sold on deposits which
may range upward from less than 5% of the value of the contract being traded.
 
     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
contract value may
 
                                        2
<PAGE>   117
 
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. A Portfolio of the Trust
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
unfavorable 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. The Trust's Portfolios intend to use
futures contracts only for bonafide hedging purposes.
 
     Regulations of the CFTC applicable to the Trust require that all of its
futures transactions constitute bonafide hedging transactions. A Portfolio will
only sell futures contracts to protect against a decrease in the price of
securities it intends to sell or purchase contracts to protect against an
increase in the price of securities it intends to purchase. As evidence of this
hedging interest, the Portfolio expects that approximately 75% of its futures
contract purchases will be "completed," that is, equivalent amounts of related
securities will have been purchased or are being purchased by the Portfolio upon
sale of open futures contracts.
 
     Although techniques other than the sale and purchase of futures contracts
could be used to control the Portfolio's exposure to market fluctuations, the
use of futures contracts may be a more effective means of hedging this exposure.
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.
 
     RESTRICTIONS ON THE USE OF FUTURES CONTRACTS  A Portfolio will not enter
into futures contract transactions to the extent that, immediately thereafter,
the sum of its initial margin deposits on open contracts exceeds 5% of the
market value of the Portfolio's total assets. 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 the Portfolio's
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 assurance that a liquid secondary market will
exist for any particular futures contract at any specific time. Thus, it may not
be possible to close a futures position. In the event of adverse price
movements, the 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, the Portfolio may be required to make delivery of the instruments
underlying futures contracts it holds. The inability to close options and
futures positions also could have an adverse impact on the ability to
effectively hedge it.
 
     Each 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 futures contracts in some strategies 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 (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 amount invested in the contract. The Trust also bears the risk
that the adviser will incorrectly predict future stock market trends. However,
because the futures strategies of the Trust are engaged in only for hedging
purposes, the Trust's officers do not believe that the Portfolios are subject to
the risks of loss frequently associated with futures
 
                                        3
<PAGE>   118
 
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 the Trust 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 the 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 Portfolio of margin deposits in the event
of bankruptcy of a broker with whom the 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 unfavorable
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 CONTRACTS  Each Portfolio of the Trust is
required for federal income tax purposes to recognize as income 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 may be required to defer the recognition of losses
on futures contracts to the extent of any unrecognized gains on related
positions held by the Portfolio.
    
 
   
     In order for each 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
securities 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 for less than three months must
be limited to less than 30% of the Portfolio's annual gross income. Net gain
realized from the closing out of futures contracts will be considered gain from
the sale of securities and therefore be qualifying income for purposes of the
90% requirement. 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.
    
 
   
     Each 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
transactions. 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 distributions.
    
 
                                        4
<PAGE>   119
 
                             INVESTMENT LIMITATIONS
 
     The following restrictions and fundamental policies cannot be changed
without approval of the holders of a majority of the outstanding shares of each
Portfolio (as defined in the Investment Company Act of 1940). Each Portfolio may
not under any circumstances:
 
      1) change its investment objective, which is to provide investment results
         that correspond to the performance of a particular stock index as set
         forth in (2) below;
 
      2) change its investment policy, which is, in the case of the 500
         Portfolio, is to attempt to duplicate the performance of Standard &
         Poor's 500 Composite Stock Price Index by owning as many of the 500
         stocks contained in the index as is feasible; in the case of the
         Extended Market Portfolio, is to attempt to duplicate the performance
         of common stocks traded on the New York Stock Exchange, American Stock
         Exchange and NASDAQ not included in the S&P 500 Index as represented by
         the Wilshire 4500 Index; in the case of the Total Stock Market
         Portfolio to match the investment performance of the Wilshire 5000
         Index, an index consisting of all regularly traded U.S. stocks; in the
         case of the Value Portfolio to attempt to duplicate the performance of
         the Standard & Poor's/BARRA Value Index by owning as many of the stocks
         contained in the index as is feasible; in the case of the Growth
         Portfolio to attempt to duplicate the performance of the Standard &
         Poor's/BARRA Growth Index by owning as many of the stocks contained in
         the index as is feasible; and, in the case of the Small Capitalization
         Stock Portfolio to duplicate the investment performance of the Russell
         2000 Small Stock Index;
 
      3) invest in commodities or purchase real estate, although it may purchase
         securities of companies which deal in real estate or interests therein,
         and that each Portfolio may invest in stock index futures contracts,
         stock options and options on stock index futures contracts to that
         extent that not more than 5% of the Portfolio's assets are required as
         margin deposit for futures contracts and not more than 20% of a
         Portfolio's assets are invested in futures and options at any time;
 
      4) lend money to any person except (i) by purchasing a portion of an issue
         of short-term debt securities or similar obligations (including
         repurchase agreements) which are publicly distributed or customarily
         purchased by institutional investors, and (ii) as provided under
         "Lending of Securities";
 
      5) purchase securities on margin or sell securities short, except as set
         forth in paragraph 3 above;
 
      6) with respect to 75% of net assets, purchase more than 10% of the
         outstanding voting securities of any company;
 
      7) with respect to 75% of its assets, purchase securities of any issuer
         (except obligations of the United States Government and its
         instrumentalities), if, as a result, more than 5% of the value of the
         Portfolio's total assets would be invested in the securities of such
         issuer;
 
      8) borrow money, except from banks (or through reverse repurchase
         agreements) for temporary or emergency (not leveraging) purposes,
         including the meeting of redemption requests which might otherwise
         require the untimely disposition of securities, in an amount not
         exceeding 15% of its net assets (including the amount borrowed and the
         value of any outstanding reverse repurchase agreements) at the time the
         borrowing is made. Whenever a borrowing exceeds 5% of a Portfolio's net
         assets, the Portfolio will not make any additional investments;
 
      9) pledge, mortgage, or hypothecate any of its assets to an extent greater
         than 5% of the value of its total assets;
 
     10) engage in the business of underwriting securities issued by other
         persons except to the extent that a Portfolio may technically be deemed
         an underwriter under the Securities Act of 1933, as amended, in
         disposing of portfolio securities;
 
     11) purchase or otherwise acquire any security if, as a result, more than
         15% of its net assets would be invested in securities that are illiquid
         (included in this limitation is the Trust's investment in The Vanguard
         Group, Inc.);
 
                                        5
<PAGE>   120
 
     12) invest for the purpose of controlling management of any company;
 
     13) invest in securities of other investment companies, except as may be
         acquired as a part of a merger, consolidation or acquisition of assets
         approved by the Portfolio's shareholders, or otherwise to the extent
         permitted by Section 12 of the Investment Company Act of 1940. The
         Portfolio will invest only in investment companies which have
         investment objectives and investment policies consistent with those of
         the Portfolio;
 
     14) invest more than 25% of the value of its total assets in any one
         industry; or
 
     15) invest in put, call, straddle or spread options or in interests in oil,
         gas or other mineral exploration or development programs, except as set
         forth in limitation number "3", above.
 
     The above-mentioned investment limitations are considered at the time
investment securities are purchased. Notwithstanding these limitations, the
Trust may own all or any portion of the securities of, or make loans to, or
contribute to the costs or other financial requirements of any company which
will be wholly owned by the Trust and one or more other investment companies and
is primarily engaged in the business of providing, at-cost, management,
administrative, distribution or related services to the Trust and other
investment companies. See "The Vanguard Group". Each Portfolio of the Trust may
not invest more than 5% of its total assets in securities of companies which
have (with predecessors) a record of less than three years' of continuous
operation. Additionally, each Portfolio of the Trust will not purchase or retain
securities of an issuer if those Officers and Trustees of the Trust owning more
than 1/2 of 1% of such securities together own more than 5% of such securities.
These are non-fundamental policies which may be changed by the vote of a
majority of the Trustees.
 
                               PURCHASE OF SHARES
 
   
     The Trust reserves the right in its sole discretion (i) to suspend the
offerings of its shares, (ii) to reject purchase or exchange purchase orders
when in the judgment of management such rejection is in the best interest of the
Trust, and (iii) to reduce or waive the minimum for initial and subsequent
investments as well as redemption fees for certain fiduciary accounts or under
circumstances where certain economies can be achieved in sales of the Trust's
shares.
    
 
   
     EXCHANGE OF SECURITIES FOR SHARES OF THE TRUST  In certain circumstances,
shares of the Trust's Portfolios may be purchased in exchange for a minimum
value of $1 million in common stocks. Such common stocks must be included in the
appropriate Index and each position must have a market value in excess of
$10,000. Additionally, such securities will be acquired by a Portfolio of the
Trust for investment purpose and not for resale and must be liquid securities
which are not restricted as to transfer and have a value which is readily
ascertainable as evidenced by a listing on the American Stock Exchange, the New
York Stock Exchange or NASDAQ. Securities accepted by the Portfolio will be
valued as set forth under "The Share Price of Each Portfolio" in the Trust's
prospectus as of the time of the next determination of net asset value after
such acceptance. Shares of each Portfolio of the Trust are issued at net asset
value determined as of the same time. "IN-KIND" PURCHASES OF THE SMALL
CAPITALIZATION STOCK, EXTENDED MARKET PORTFOLIO AND THE TOTAL STOCK MARKET
PORTFOLIO WILL NOT BE SUBJECT TO THE 1%, 0.5% AND 0.25% TRANSACTION FEES. All
dividends, subscription, or other rights which are reflected in the market price
of accepted securities at the time of valuation become the property of the
Portfolio and must be delivered to the Portfolio by the investor upon receipt
from the issuer. A gain or loss for Federal income tax purposes would be
realized by the investor upon the exchange depending upon the cost of the
securities tendered.
    
 
     The Portfolio will not accept securities in exchange unless: (1) such
securities are, at the time of the exchange, included in the Portfolio; (2) such
an exchange will not cause the Portfolio's weightings to come imbalanced with
respect to the weightings of the stocks included in the Index; (3) the investor
represents and agrees that all securities offered to the Portfolio are not
subject to any restrictions upon their sale by the Portfolio under the
Securities Act of 1933, or otherwise; (4) such securities are traded in an
unrelated transaction with a quoted sales price on the same day the exchange
valuation is made; (5) the quoted sales price used as a basis of valuation is
representative (i.e., one that does not involve a trade of substantial size
 
                                        6
<PAGE>   121
 
which artificially influences the price of the security); and (6) the value of
any such security being exchanged will not exceed 5% of the Portfolio's net
assets immediately prior to the transaction.
 
     Investors interested in such purchases should contact the Trust.
 
                              REDEMPTION OF SHARES
 
     Each Portfolio 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
reasonably practicable for the Trust 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.
 
     No charge is made by the Trust for redemptions. Any redemption may be more
or less than the shareholder's cost depending on the market value of the
securities held by each Portfolio.
 
     The Trust has made an election with the Commission to pay in cash all
redemptions 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 a Portfolio
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
Trustees may deem advisable; however, payment will be made wholly in cash unless
the Trustees believe that economic or market conditions exist which would make
such a practice detrimental to the best interests of the Trust. If redemptions
are paid in investment securities, such securities will be valued as set forth
in the Prospectus under "The Share Price of Each Portfolio" and a redeeming
shareholder would normally incur brokerage expenses if he converted these
securities to cash.
 
                             YIELD AND TOTAL RETURN
 
   
     The yield of the 500 Portfolio of the Trust for the 30 day period ended
December 31, 1994 was 2.88%. The yield of the Extended Market Portfolio of the
Trust for the 30 day period ended December 31, 1994 was 1.65%. The yield of the
Total Stock Market Portfolio of the Trust for the 30 day period ended December
31, 1994 was 2.45%. The yield of the Value Portfolio for the 30 day period ended
December 31, 1994 was 3.63%. The yield of the Growth Portfolio for the 30 day
period ended December 31, 1994 was 1.98%. The yield of the Small Capitalization
Stock Portfolio+ for the 30 day period ended December 31, 1994 was 1.59%.
    
 
   
     The average annual total return of the 500 Portfolio* for the one, five and
ten year periods ended December 31, 1994 was +1.13%, +8.45% and +14.00%,
respectively. The average annual total return for the Extended Market
Portfolio** for the one and five year periods ended December 31, 1994 and since
the Portfolio's inception on December 21, 1987 was -2.79%, +8.77% and +12.29%,
respectively. The average annual total return of the Total Stock Market
Portfolio*** for the period ended December 31, 1994, and since the Portfolio's
inception on April 27, 1992 was -0.46% and +7.53%++. The average annual total
return of the Value Portfolio* for the period ended December 31, 1994 and since
inception on November 2, 1992 was -0.79% and +9.51%++. The average annual total
return of the Growth Portfolio* for the period ended December 31, 1994 and since
inception on November 2, 1992 was +2.80% and +3.44%++. The average annual return
of the Small Capitalization Stock Portfolio** for the one, five and ten year
periods ended December 31, 1994 was -1.56%, +10.37% and +9.93%, respectively.
Total return is computed by finding the average compounded rates of return over
the one, five and ten year periods set forth above that would equate an initial
amount invested at the beginning of the periods to the ending redeemable value
of the investment.
    
- ---------------
  * Total return figures are adjusted to reflect the $10 annual account
    maintenance fee.
 ** Total return figures for the Extended Market and the Small Capitalization
    Stock Portfolios reflect the 1% portfolio transaction fee and the $10 annual
    account maintenance fee.
*** Total return figures for the Total Stock Market Portfolio reflect the 0.25%
    portfolio transaction fee and the $10 annual account maintenance fee.
 + Formerly Vanguard Small Capitalization Stock Fund, Inc.
   
 ++ Annualized.
    
 
                                        7
<PAGE>   122
 
                            MANAGEMENT OF THE TRUST
 
TRUSTEES AND OFFICERS
 
     The Officers of the Trust manage its day-to-day operations and are
responsible to the Trust's Board of Trustees. The Trustees set broad policies
for the Trust and choose its Officers. The following is a list of the Trustees
and Officers of the Trust and a statement of their present positions and
principal occupations during the past five years. The mailing address of the
Trustees and Officers of the Trust is Post Office Box 876, Valley Forge, PA
19482.
 
JOHN C. BOGLE, Chairman, Chief Executive Officer and Trustee*
     Chairman, Chief Executive Officer, and Director of The Vanguard Group,
     Inc., and of each of the investment companies in The Vanguard Group.
     Director of The Mead Corporation and General Accident Insurance.
 
JOHN J. BRENNAN, President & Trustee*
     President and Director of The Vanguard Group, Inc. and of each of the
     investment companies in The Vanguard Group.
 
ROBERT E. CAWTHORN, Trustee
   
     Chairman of Rhone-Poulenc Rorer, Inc.; Director of Sun Company.
    
 
BARBARA BARNES HAUPTFUHRER, Trustee
   
     Director of The Great Atlantic and Pacific Tea Company. Alco Standard
     Corp., Raytheon Company, Knight-Ridder Inc., and Massachusetts Mutual Life
     Insurance Co. and Trustee Emerita of Wellesley College.
    
 
BRUCE K. MACLAURY, Trustee
     President, The Brookings Institution; Director of American Express Bank,
     Ltd., The St. Paul Companies, Inc., and Scott Paper Co.
 
BURTON G. MALKIEL, Trustee
   
     Chemical Bank Chairman's Professor of Economics, Princeton University;
     Director of Prudential Insurance Co. of America, Amdahl Corporation, Baker
     Fentress & Co., The Jeffrey Co., and Southern New England Communications
     Company.
    
 
ALFRED M. RANKIN, JR., Trustee
     Chairman, President, and Chief Executive Officer of NACCO Industries, Inc.;
     Director of The BFGoodrich Company, The Standard Products Company and The
     Reliance Electric Company.
 
JOHN C. SAWHILL, Trustee
     President and Chief Executive Officer, The Nature Conservancy; formerly,
     Director and Senior Partner, McKinsey & Co.; President, New York
     University; Director of Pacific Gas and Electric Company and NACCO
     Industries.
 
JAMES O. WELCH, JR., Trustee
     Retired Chairman of Nabisco Brands, Inc. retired Vice Chairman and Director
     of RJR Nabisco; Director of TECO Energy, Inc.
 
J. LAWRENCE WILSON, Trustee
     Chairman and Chief Executive Officer of Rohm & Haas Company; Director of
     Cummins Engine Company; Trustee of Vanderbilt University and the Culver
     Educational 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
     investment companies in The Vanguard Group.
- ---------------
 
*Officers of the Trust are "interested persons" as defined in the Investment
 Company Act of 1940.
 
                                        8
<PAGE>   123
 
THE VANGUARD GROUP, INC.
 
   
     Vanguard Index Trust is a member of the Vanguard Group of Investment
companies which consists of more than 30 investment companies. Through their
jointly-owned subsidiary, The Vanguard Group, Inc. ("Vanguard"), the Trust and
the other Funds in the Group obtain at cost virtually all of their corporate
management, administrative and distribution services. Vanguard also provides
investment advisory services on an at-cost basis to several of the Vanguard
Funds.
    
 
     Vanguard employs a supporting staff of management and administrative
personnel 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 Trustees (Directors) of each Fund.
In addition, each Fund bears its own direct expenses such as legal, auditing and
custodian fees.
 
     The Fund's Officers are Officers of Vanguard. No Officer or employee owns,
or is permitted to own, any securities of any external adviser for the Funds.
 
   
     The Vanguard Group adheres to a Code of Ethics established pursuant to Rule
17j-1 under the Investment Company Act of 1940. The Code is designed to prevent
unlawful practices in connection with the purchase or sale of securities by
persons associated with Vanguard. Under Vanguard's Code of Ethics certain
officers and employees of Vanguard who are considered access persons are
permitted to engage in personal securities transactions. However, such
transactions are subject to procedures and guidelines substantially similar to
those recommended by the mutual fund industry and approved by the U.S.
Securities and Exchange Commission.
    
 
   
     The Vanguard Group was established and operates under a Funds' Service
Agreement which was approved by the shareholders of each of the Funds. The
Funds' Service Agreement provides as follows: (a) each aggregate Vanguard Fund
may invest up to .40% of its current assets in Vanguard, and (b) there is no
limitation on the amount that the Vanguard Funds may contribute to Vanguard's
capitalization. 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
December 31, 1994 the Trust had contributed capital of $1,851,000 to Vanguard,
representing 9.3% of 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
relationships; (6) shareholder reporting; and (7) review and evaluation of
advisory and other services provided to the Funds by third parties. During the
fiscal year ended December 31, 1994 the Trust's share of Vanguard's actual net
costs of operation relating to management and administrative services (including
transfer agency) totaled approximately $17,169,000.
    
 
     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 the 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
materials and marketing personnel. Distribution services may also include
organizing and offering to the public, from time to time, one or more new
investment companies 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 relative net assets. The remaining one
half of those expenses is allocated among the Funds based upon each Fund's sales
for the preceding 24 months relative to the total sales of the Funds as a Group,
provided, however, that no Fund's aggregate quarterly rate of contribution for
distribution expenses of a marketing and promotional nature shall exceed 125% of
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
    
 
                                        9
<PAGE>   124
 
   
assets. During the fiscal year ended December 31, 1994 the Trust paid
approximately $2,339,000 of the Group's distribution and marketing expenses.
    
 
   
     INVESTMENT ADVISORY SERVICES  Vanguard also provides investment advisory
services to Vanguard Municipal Bond Fund, Vanguard Admiral Funds, Vanguard
Balanced Index Fund, several Portfolios of Vanguard Variable Insurance Fund,
Vanguard Bond Index Fund, Vanguard International Equity Index Fund, Vanguard
Institutional Index Fund, Vanguard Money Market Reserves, Vanguard Institutional
Money Market Portfolio, several Portfolios of Vanguard Fixed Income Securities
Fund, Vanguard Tax-Managed Fund, Vanguard California Tax-Free Fund, Florida
Insured Tax-Free Fund, New Jersey Tax-Free Fund, New York Insured Tax-Free Fund,
Ohio Tax-Free Fund, Pennsylvania Tax-Free Fund, a portion of the assets of
Vanguard/Windsor II, a portion of Vanguard/Morgan Growth Fund and several
indexed separate accounts. These services are provided on an at-cost basis from
money management staff employed directly by Vanguard. The compensation and other
expenses of this staff are paid by the Funds utilizing these services. During
the fiscal year ended December 31, 1994, and the period February 1, 1994 to
December 31, 1994 for the Small Capitalization Stock Portfolio, the Fund paid
approximately $311,000 of Vanguard's expenses relating to investment advisory
services.
    
 
   
     REMUNERATION OF TRUSTEES AND OFFICERS  The Trust pays each Trustee, who is
not also an Officer, an annual fee plus travel and other expenses incurred in
attending Board meetings. The Trust's Officers and employees are paid by
Vanguard which, in turn, is reimbursed by the Trust and each other Fund in the
Group, for its proportionate share of Officers' and employees' salaries and
retirement benefits. During the fiscal year ended December 31, 1994, the Trust
paid approximately $57,000 in Trustees' fees and expenses.
    
 
   
     Upon retirement, Trustees who are not Officers receive an annual fee of
$1,000 for each year of service on the Board up to a maximum of $15,000. Under
its retirement plan, Vanguard contributes annually an amount equal to 10% of
each Officer's annual compensation plus 7% of that part of the Officer's
compensation during the year, if any, that exceeds the Social Security Taxable
Wage Base then in effect.
    
 
   
     The following table provides detailed information with respect to the
amounts paid or accrued for the Trustees and Officers of the Trust for whom the
Trust's proportionate share of remuneration exceeded $60,000 for the fiscal year
ended December 31, 1994.
    
 
   
                              VANGUARD INDEX TRUST
    
   
                               COMPENSATION TABLE
    
 
   
<TABLE>
<CAPTION>
                                AGGREGATE       PENSION OR RETIREMENT         ESTIMATED          TOTAL COMPENSATION
                               COMPENSATION      BENEFITS ACCRUED AS       ANNUAL BENEFITS     FROM ALL VANGUARD FUNDS
     NAMES OF TRUSTEES          FROM TRUST      PART OF TRUST EXPENSES     UPON RETIREMENT       PAID TO TRUSTEES(2)
- ---------------------------    ------------     ----------------------     ---------------     -----------------------
<S>                            <C>              <C>                        <C>                 <C>
John C. Bogle(1)                  $   --                $   --                      --                      --
John J. Brennan(1)                $   --                $   --                      --                      --
Barbara Barnes Hauptfuhrer        $5,093                $1,060                 $15,000                 $50,000
Robert E. Cawthorn                $5,093                $  871                 $13,000                 $50,000
Bruce K. MacLaury                 $6,157                $1,077                 $12,000                 $45,000
Burton G. Malkiel                 $5,093                $  681                 $15,000                 $50,000
Alfred M. Rankin, Jr.             $5,093                $  522                 $15,000                 $50,000
John C. Sawhill                   $5,093                $  634                 $15,000                 $50,000
James O. Welch, Jr.               $4,889                $  801                 $15,000                 $48,000
J. Lawrence Wilson                $4,991                $  556                 $15,000                 $49,000
</TABLE>
    
 
   
(1) As "Interested Trustees," Messrs. Bogle and Brennan receive no compensation
    for their service as Trustees. Compensation amounts reported for Messrs.
    Bogle and Brennan relate to their respective positions as Chief Executive
    Officer and President of the Trust.
    
   
(2) The amounts reported in this column reflect the total compensation paid to
    each Trustee for their service as Director or Trustee of 33 Vanguard Funds
    (26 in the case of Mr. MacLaury).
    
 
                                       10
<PAGE>   125
 
   
                               PORTFOLIO TRANSACTIONS
    
 
     In placing portfolio transactions, the Trust uses its best judgment to
choose the broker most capable of providing the brokerage services necessary to
obtain best available price and most favorable execution. The full range and
quality of brokerage services available are considered in making these
determinations. In those instances where it is reasonably determined that more
than one broker can offer the brokerage services needed to obtain the best
available price and most favorable execution, consideration will be given to
those brokers which supply statistical information and provide other services in
addition to execution services to the Trust.
 
     Since the Trust does not market its shares through intermediary brokers or
dealers, it is not the Trust's practice to allocate brokerage or principal
business on the basis of sales of its shares which may be made through such
firms. However, the Trust may place portfolio orders with qualified
broker-dealers who recommend the Trust to clients, and may, when a number of
brokers and dealers can provide best price and execution on a particular
transaction, consider the sale of Trust shares by a broker or dealer in
selecting among broker-dealers.
 
   
     During the years ended December 31, 1992, 1993 and 1994 the Trust paid
brokerage commissions of $1,239,271*, $1,454,492* and $2,092,196, respectively.
    
 
   
*Does not include the Small Capitalization Stock Portfolio (formerly Vanguard
 Small Capitalization Stock Fund, Inc.).
    
 
                    DESCRIPTION OF SHARES AND VOTING RIGHTS
 
     The Declaration of Trust permits the Trustees to issue an unlimited number
of shares of beneficial interest, without par value, from an unlimited number of
classes ("Portfolios") of shares. Currently the Trust is offering shares of six
Portfolios.
 
     The shares of the Trust are fully paid and nonassessable, except as set
forth under "Shareholder and Trustee Liability," and have no preference as to
conversion, exchange, dividends, retirement or other features. The shares of the
Trust have no pre-emptive rights. The shares of the Trust have non-cumulative
voting rights, which means that the holders of more than 50% of the shares
voting for the election of Trustees can elect 100% of the Trustees 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 Trust. On any matter submitted to a vote of
shareholders, all shares of the Trust 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 required by the Investment Company Act of 1940, shares
shall be voted by individual class; and (ii) when the matter does not affect any
interest of a particular class, then only shareholders of the affected class or
classes shall be entitled to vote thereon.
 
The Trust will continue without limitation of time, provided however that:
 
     1) Subject to the majority vote of the holders of shares of any Portfolio
        of the Trust outstanding, the Trustees may sell or convert the assets of
        such Portfolio to another investment company in exchange for shares of
        such investment company and distribute such shares ratably among the
        shareholders of such Portfolio;
 
     2) Subject to the majority vote of shares of any Portfolio of the Trust
        outstanding, the Trustees may sell and convert into money the assets of
        such Portfolio and distribute such assets ratably among the shareholders
        of such Portfolio; and
 
     3) Without the approval of the shareholders of any Portfolio, unless
        otherwise required by law, the Trustees may combine the assets of any
        two or more Portfolios into a single Portfolio so long as such
        combination will not have a material adverse effect upon the
        shareholders of such Portfolio.
 
     Upon completion of the distribution of the remaining proceeds or the
remaining assets of any Portfolio as provided in paragraphs 1), 2), 3) above the
Trust shall terminate as to that Portfolio and the Trustees shall be discharged
of any and all further liabilities and duties hereunder and the right, title and
interest of all parties shall be cancelled and discharged.
 
                                       11
<PAGE>   126
 
     SHAREHOLDER AND TRUSTEE LIABILITY Under Pennsylvania law, shareholders of
such a Trust may, under certain circumstances, be held personally liable as
partners for the obligations of the Trust. Therefore, the Declaration of Trust
contains an express disclaimer of shareholder liability for acts or obligations
of the Trust and requires that notice of such disclaimer be given in each
agreement, obligation, or instrument entered into or executed by the Trust or
the Trustees. The Declaration of Trust provides for indemnification out of the
Trust property of any shareholder held personally liable for the obligations of
the Trust. The Declaration of Trust also provides that the Trust shall, upon
request, assume the defense of any claim against any shareholder for any act or
obligation of the Trust and satisfy any judgment thereon. Thus, the risk of a
shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Trust itself would be unable to meet its
obligations.
 
     The Declaration of Trust further provides that the Trustees will not be
liable for errors of judgment or mistakes of fact or law, but nothing in the
Declaration of Trust protects a Trustee against any liability to which he would
otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence, or reckless disregard of the duties involved in the conduct of his
office.
 
                              PERFORMANCE MEASURES
 
     Each of the investment company members of the Vanguard Group, including
Vanguard Index Trust, may from time to time, use one or more of the following
unmanaged indices for comparative performance purposes.
 
STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX -- is a well diversified list
of 500 companies representing the U.S. Stock Market.
 
STANDARD & POOR'S/BARRA VALUE INDEX -- contains common stocks of the S&P 500
Index which have lower than average price-to-book ratios.
 
STANDARD & POOR'S/BARRA GROWTH INDEX -- contains common stocks of the S&P 500
Index which have higher than average price-to-book ratios.
 
   
WILSHIRE 5000 EQUITY INDEXES -- consists of more than 6,000 common equity
securities, covering all stocks in the U.S. for which daily pricing is
available.
    
 
WILSHIRE 4500 EQUITY INDEX -- consists of all stocks in the Wilshire 5000 except
for the 500 stocks in the Standard & Poor's 500 Index.
 
RUSSELL 2000 INDEX -- is composed of approximately 2,000 small capitalization
stocks.
 
MORGAN STANLEY CAPITAL INTERNATIONAL EAFE INDEX -- is an arithmetic, market
value-weighted average of the performance of over 900 securities listed on the
stock exchanges of countries in Europe, Australia and the Far East.
 
GOLDMAN SACHS 100 CONVERTIBLE BOND INDEX -- currently includes 67 bonds and 33
preferred. The original list of names was generated by screening for convertible
issues of 100 million or greater in market capitalization. The index is priced
monthly.
 
SALOMON BROTHERS GNMA INDEX -- includes pools of mortgages originated by private
lenders and guaranteed by the mortgage pools of the Government National Mortgage
Association.
 
SALOMON BROTHERS HIGH-GRADE CORPORATE BOND INDEX -- consists of publicly issued,
non-convertible corporate bonds rated AA or AAA. It is a value-weighted, total
return index, including approximately 800 issues with maturities of 12 years or
greater.
 
SALOMON BROTHERS BROAD INVESTMENT-GRADE BOND -- is a market-weighted index that
contains approximately 4700 individually priced investment-grade corporate bonds
rated BBB or better, U.S. Treasury/agency issues and mortgage passthrough
securities.
 
   
LEHMAN LONG-TERM TREASURY BOND -- is composed of all bonds covered by the
Shearson Lehman Hutton Treasury Bond Index with maturities of 10 years or
greater.
    
 
NASDAQ INDUSTRIAL INDEX -- is composed of more than 3,000 industrial issues. It
is a value-weighted index calculated on price change only and does not include
income.
 
COMPOSITE INDEX -- 70% Standard & Poor's 500 Index and 30% NASDAQ Industrial
Index.
 
COMPOSITE INDEX -- 35% Standard & Poor's 500 Index and 65% Salomon Brothers High
Grade Bond Index.
 
                                       12
<PAGE>   127
 
COMPOSITE INDEX -- 65% Standard & Poor's 500 Index and 35% Salomon Brothers High
Grade Bond Index.
 
LEHMAN BROTHERS AGGREGATE BOND INDEX -- is a market weighted index that contains
individually priced U.S. Treasury, agency, corporate, and mortgage pass-through
securities corporate rated BBB- or better. The Index has a market value of over
$4 trillion.
 
LEHMAN BROTHERS MUTUAL FUND SHORT (1-5) GOVERNMENT/CORPORATE INDEX -- is a
market weighted index that contains individually priced U.S. Treasury, agency,
and corporate investment grade bonds rated BBB- or better with maturities
between 1 and 5 years. The index has a market value of over $1.3 trillion.
 
LEHMAN BROTHERS MUTUAL FUND INTERMEDIATE (5-10+) GOVERNMENT/CORPORATE
INDEX -- is a market weighted index that contains individually priced U.S.
Treasury, agency, and corporate securities rated BBB- or better with maturities
between 5 and 10 years. The index has a market value of over $600 billion.
 
LEHMAN BROTHERS MUTUAL FUND LONG (10+) GOVERNMENT/CORPORATE INDEX -- is a market
weighted index that contains individually priced U.S. Treasury, agency, and
corporate securities rated BBB- or better with maturities greater than 10 years.
The index has a market value of over $900 billion.
 
                              FINANCIAL STATEMENTS
 
   
     The Trust's Financial Statements for the year ended December 31, 1994,
including the financial highlights for each of the respective periods presented,
appearing in the Vanguard Index Trust 1994 Annual Report to Shareholders and
inserts thereto, and the reports thereon of Price Waterhouse LLP, independent
accountants, also appearing therein, are incorporated by reference in this
Statement of Additional Information. The Trust's 1994 Annual Report to
Shareholders and inserts thereto, are enclosed with this Statement of Additional
Information.
    
 
                                       13
<PAGE>   128
 
                                     PART C
                              VANGUARD INDEX TRUST
                               OTHER INFORMATION
 
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
     (A) FINANCIAL STATEMENTS
 
   
     The Trust's Financial Statements for the year ended December 31, 1994,
including the financial highlights for each of the respective periods presented,
appearing in the Vanguard Index Trust 1994 Annual Report to Shareholders and
inserts thereto, and the reports thereon of Price Waterhouse LLP, independent
accountants, also appearing therein, are incorporated by reference in this
Statement of Additional Information. The Financial Statements included in the
Annual Report:
    
 
   
     1. Statement of Net Assets as of December 31, 1994.
    
   
     2.Statement of Operations for the year ended December 31, 1994.
    
   
     3. Statement of Changes in Net Assets for the years ended December 31, 1993
        and December 31, 1994.
    
   
     4. Financial Highlights for each of the five years in the period ended
        December 31, 1994.
    
     5. Notes to Financial Statements.
     6. Reports of Independent Accountants.
 
     (B) EXHIBITS
 
      1. Articles of Declaration of Trust**
      2. By-Laws of Registrant**
      3. Not Applicable
      4. Not Applicable
      5. Not Applicable
      6. Not Applicable
      7. Reference is made to the section entitled "Management of the Fund" in
         the Registrant's Statement of Additional Information
      8. Form of Custody Agreement**
      9. Form of Vanguard Service Agreement**
     10. Opinion of Counsel**
     11. Consent of Independent Accountants*
     12. Financial Statements -- reference is made to (a) above
     13. Not Applicable
     14. Not Applicable
     15. Not Applicable
     16. Schedule for Computation of Performance Quotations*
   
     27. Financial Data Schedule*.
    
- ---------------
 * Filed herewith
** Previously filed.
 
   
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
    
 
   
     Registrant is not controlled by or under common control with any person.
The Officers of the Registrant, the investment companies in The Vanguard Group
of Investment Companies and The Vanguard Group, Inc. are identical. Reference is
made to the caption "Management of the Fund" in the Prospectus constituting Part
A and in the Statement of Additional Information constituting Part B of this
Registration Statement.
    
 
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
 
   
     As of December 31, 1994 there were 449,680 shareholders of the 500
Portfolio, 40,916 shareholders of the Extended Market Portfolio, 28,036
shareholders of the Total Stock Market Portfolio, 17,392 shareholders
    
<PAGE>   129
 
   
of the Value Portfolio, 6,639 shareholders of the Growth Portfolio and 34,255
shareholders of Vanguard Small Capitalization Stock Portfolio.
    
 
ITEM 27. INDEMNIFICATION
 
     Reference is made to Article XI of Registrant's Declaration of Trust.
 
     Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
 
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
 
     Investment advisory services are provided to the Registrant on an at-cost
basis by The Vanguard Group, Inc., a jointly-owned subsidiary of the Registrant
and the other Funds in the Group. See the information concerning The Vanguard
Group set forth in Parts A and B.
 
ITEM 29. PRINCIPAL UNDERWRITERS
 
     (a) None
 
     (b) Not Applicable
 
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
 
     The books, accounts and other documents required by Section 31(a) under the
Investment Company Act and the rules promulgated thereunder will be maintained
in the physical possession of Registrant; Registrant's Transfer Agent, The
Vanguard Group, Inc. c/o The Vanguard Financial Center, Valley Forge,
Pennsylvania 19482; and the Registrant's Custodians, State Street Bank and Trust
Company, 225 Franklin Street, Boston, Massachusetts 02105, and CoreStates Bank,
N.A., Broad and Market Sts., Philadelphia, PA 19103.
 
ITEM 31. MANAGEMENT SERVICES
 
     Other than the Amended and Restated Funds' Service Agreement with The
Vanguard Group, Inc. which was previously filed as Exhibit 9(c) and described
Registrant is not a party of any management-related service contract.
 
ITEM 32. UNDERTAKINGS
 
     Registrant hereby undertakes to comply with the provisions of Section 16(c)
of the Investment Company Act of 1940 in regard to shareholder's rights to call
a meeting of shareholders for the purpose of voting on the removal of trustees
and to assist in shareholder communications in such matters to the extent
required by law.
 
     Registrant hereby undertakes to provide an Annual Report to Shareholders of
prospective investors, free of charge, upon request.
<PAGE>   130
 
                                   SIGNATURES
 
   
     Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this Post-Effective
Amendment to this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Town of Valley Forge and the
Commonwealth of Pennsylvania, on the 27th day of April, 1995.
    
 
     Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed below by
the following persons in the capacities and on the date indicated:
 
BY: John C. Bogle*, Chairman of the Board, Trustee,
    and Chief Executive Officer
   
    April 27, 1995
    
 
BY: John J. Brennan*, Trustee and President
   
    April 27, 1995
    
 
BY: Robert E. Cawthorn*, Trustee
   
    April 27, 1995
    
 
BY: Barbara B. Hauptfuhrer*, Trustee
   
    April 27, 1995
    
 
BY: Bruce K. MacLaury*, Trustee
   
    April 27, 1995
    
 
BY: Burton G. Malkiel*, Trustee
   
    April 27, 1995
    
 
BY: Alfred M. Rankin, Jr.*, Trustee
   
    April 27, 1995
    
 
BY: John C. Sawhill*, Trustee
   
    April 27, 1995
    
 
BY: James O. Welch, Jr.*, Trustee
   
    April 27, 1995
    
 
BY: J. Lawrence Wilson*, Trustee
   
    April 27, 1995
    
 
BY: Richard F. Hyland*, Treasurer and Principal
    Financial Officer and Accounting Officer
   
    April 27, 1995
    
 
*By Power of Attorney. See File Number 2-14336, January 23, 1990. Incorporated
by Reference.
<PAGE>   131
 
                               INDEX TO EXHIBITS
 
<TABLE>
<S>                                                                                    <C>
Consent of Independent Accountants...................................................  EX-99.B11
Schedule for Computation of Performance Quotations...................................  EX-99.B16
Financial Data Schedules.............................................................  EX-27
</TABLE>

<PAGE>   1
 
                                                                       EX-99.B11
 
                       CONSENT OF INDEPENDENT ACCOUNTANTS
 
   
     We hereby consent to incorporation by reference in the Prospectuses and the
Statement of Additional Information, constituting parts of this amended
Registration Statement on Form N-1A, of our reports dated January 31, 1995
relating to the financial statements and the financial highlights appearing in
the 1994 Annual Reports to Shareholders of Vanguard Index Trust. We also consent
to the references to us under the headings "Financial Highlights" and "General
Information" in Prospectuses and "Financial Statements" in the Statement of
Additional Information.
    
 
PRICE WATERHOUSE LLP
Philadelphia, PA
   
April 26, 1995
    

<PAGE>   1
 
                                                                       EX-99.B16
 
               SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS
                     VANGUARD INDEX TRUST -- 500 PORTFOLIO
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
    EXAMPLE:
      One Year
           P =   $1,000
           T =   1.13%
           N =   1
         ERV =   $1,011.28*
     Five Year
           P =   $1,000
           T =   8.45%
           N =   5
         ERV =   $1,500.26*
      Ten Year
           P =   $1,000
           T =   14.00%
           N =   10
         ERV =   $3,708.64*
</TABLE>
    
 
    *Adjusted for $10 account maintenance fee.
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $23,451,927.71
                b = $1,445,591.56
                c = 214,870,101.822
                d = $42.97
             Yield = 2.88%
</TABLE>
    
<PAGE>   2
 
               VANGUARD INDEX TRUST -- EXTENDED MARKET PORTFOLIO
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
    EXAMPLE:
      One Year
       -------
           P =   $1,000
           T =   -2.79%
           N =   1
         ERV =   $972.12*
     Five Year
      --------
           P =   $1,000
           T =   8.77%
           N =   5
         ERV =   $1,522.75*
      Ten Year
       -------
           P =   $1,000
           T =   12.29%
           N =   since inception 12/21/87
         ERV =   $2,257.94*
</TABLE>
    
 
    *Adjusted for $10 account maintenance fee and 1% portfolio transaction fee.
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $1,457,282.55
                b = $155,344.74
                c = 51,189,266.719
                d = $18.52
             Yield = 1.65%
</TABLE>
    
<PAGE>   3
 
              VANGUARD INDEX TRUST -- TOTAL STOCK MARKET PORTFOLIO
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
                                                                                                                  EXAMPLE:
    ----------
      One Year
       -------
           P =   $1,000
           T =   -0.46%
           N =   1
         ERV =   $995.41**
     Five Year
      --------
           P =   $1,000
           T =   7.53%
           N =   *
         ERV =   $1,214.64**
</TABLE>
    
 
     * Since inception March 16, 1992.
    ** Adjusted for $10 account maintenance fee and .25% portfolio transaction
       fee.
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $1,693,326.94
                b = $126,026.39
                c = 67,772,515.539
                d = $11.37
             Yield = 2.45%
</TABLE>
    
<PAGE>   4
 
                    VANGUARD INDEX TRUST -- VALUE PORTFOLIO
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
    EXAMPLE:
    ----------
      One Year
       -------
           P =   $1,000
           T =   -0.79%
           N =   1
         ERV =   $992.10**
     Five Year
      --------
           P =   $1,000
           T =   9.51%
           N =   *
         ERV =   $1,216.86**
</TABLE>
    
 
     * Since inception November 2, 1992.
    ** Adjusted for $10 account maintenance fee.
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $934,179.45
                b = $48,924.32
                c = 26,516,313.690
                d = $11.12
             Yield = 3.63%
</TABLE>
    
<PAGE>   5
 
                    VANGUARD INDEX TRUST -- GROWTH PORTFOLIO
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
    EXAMPLE:
    ----------
      One Year
       -------
           P =   $1,000
           T =   2.80%
           N =   1
         ERV =   $1,027.99**
     Five Year
      --------
           P =   $1,000
           T =   3.44%
           N =   *
         ERV =   $1,075.82**
</TABLE>
    
 
     * Since inception November 2, 1992.
    ** Adjusted for $10 account maintenance fee.
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $148,327.22
                b = $13,388.61
                c = 7,993,034.386
                d = $10.28
             Yield = 1.98%
</TABLE>
    
<PAGE>   6
 
                      SMALL CAPITALIZATION STOCK PORTFOLIO
           (FORMERLY VANGUARD SMALL CAPITALIZATION STOCK FUND, INC.)
 
   
1. Average Annual Total Return (As of December 31, 1994)
        P (1 + T)n = ERV
    
 
<TABLE>
<S>          <C>     <C>
     Where:  P = a hypothetical initial payment of $1,000
             T = average annual total return
             N = number of years
             ERV = ending redeemable value at the end of the period
</TABLE>
 
   
<TABLE>
    <C>          <S>
                                                                                                                  EXAMPLE:
    ----------
      One Year
       -------
           P =   $1,000
           T =   -1.56%
           N =   1
         ERV =   $984.40*
     Five Year
      --------
           P =   $1,000
           T =   +10.37%
           N =   5
         ERV =   $1,637.89*
      Ten Year
       -------
           P =   $1,000
           T =   +9.93%
           N =   10
         ERV =   $2,576.76*
</TABLE>
    
 
   
    *Adjusted for $10 account maintenance fee and 1% portfolio transaction fee.
    
 
   
2. YIELD (30 Days Ended December 31, 1994)
    
 
   
                  Yield = 2[(a - b +1)6-1]
    
                       ----------------------------
                             c x d
 
   
<TABLE>
    <C>          <S>
        Where:   a = dividends and interest paid during the period
                 b = expense dollars during the period (net of reimbursements)
                 c = the average daily number of shares outstanding during the period
                 d = the maximum offering price per share on the last day of the period
    Example     a = $855,255.71
                b = $85,895.85
                c = 38,755,324.854
                d = $14.99
             Yield = 1.59%
</TABLE>
    

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 1
   <NAME> 500 PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                          8317385
<INVESTMENTS-AT-VALUE>                         9350154
<RECEIVABLES>                                    61435
<ASSETS-OTHER>                                    1434
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 9413023
<PAYABLE-FOR-SECURITIES>                         21938
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        34784
<TOTAL-LIABILITIES>                              56722
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       8331452
<SHARES-COMMON-STOCK>                           217721
<SHARES-COMMON-PRIOR>                           188758
<ACCUMULATED-NII-CURRENT>                        11128
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        (19003)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       1032724
<NET-ASSETS>                                   9356301
<DIVIDEND-INCOME>                               244931
<INTEREST-INCOME>                                10205
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   16662
<NET-INVESTMENT-INCOME>                         238474
<REALIZED-GAINS-CURRENT>                         75156
<APPREC-INCREASE-CURRENT>                     (203909)
<NET-CHANGE-FROM-OPS>                           109721
<EQUALIZATION>                                    6612
<DISTRIBUTIONS-OF-INCOME>                       241914
<DISTRIBUTIONS-OF-GAINS>                         41182
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          63748
<NUMBER-OF-SHARES-REDEEMED>                      40646
<SHARES-REINVESTED>                               5861
<NET-CHANGE-IN-ASSETS>                         1083604
<ACCUMULATED-NII-PRIOR>                           7956
<ACCUMULATED-GAINS-PRIOR>                        14958
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               36
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  16662
<AVERAGE-NET-ASSETS>                           8781322
<PER-SHARE-NAV-BEGIN>                            43.83
<PER-SHARE-NII>                                   1.18
<PER-SHARE-GAIN-APPREC>                         (0.67)
<PER-SHARE-DIVIDEND>                              1.17
<PER-SHARE-DISTRIBUTIONS>                         0.20
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              42.97
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 2
   <NAME> EXTENDED MARKET PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                           843887
<INVESTMENTS-AT-VALUE>                          965703
<RECEIVABLES>                                    37735
<ASSETS-OTHER>                                     149
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 1003587
<PAYABLE-FOR-SECURITIES>                          2112
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        34180
<TOTAL-LIABILITIES>                              36292
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        845662
<SHARES-COMMON-STOCK>                            52238
<SHARES-COMMON-PRIOR>                            47768
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               8
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                           645
<ACCUM-APPREC-OR-DEPREC>                        122286
<NET-ASSETS>                                    967295
<DIVIDEND-INCOME>                                15431
<INTEREST-INCOME>                                  929
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1915
<NET-INVESTMENT-INCOME>                          14445
<REALIZED-GAINS-CURRENT>                          7145
<APPREC-INCREASE-CURRENT>                      (40984)
<NET-CHANGE-FROM-OPS>                          (19394)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        14306
<DISTRIBUTIONS-OF-GAINS>                         14532
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          11027
<NUMBER-OF-SHARES-REDEEMED>                       7918
<SHARES-REINVESTED>                               1361
<NET-CHANGE-IN-ASSETS>                           39324
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         6754
<OVERDISTRIB-NII-PRIOR>                            147
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               73
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1915
<AVERAGE-NET-ASSETS>                            957901
<PER-SHARE-NAV-BEGIN>                            19.43
<PER-SHARE-NII>                                   0.28
<PER-SHARE-GAIN-APPREC>                         (0.62)
<PER-SHARE-DIVIDEND>                              0.28
<PER-SHARE-DISTRIBUTIONS>                         0.29
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              18.52
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 3
   <NAME> TOTAL STOCK MARKET PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                           756053
<INVESTMENTS-AT-VALUE>                          786868
<RECEIVABLES>                                     9727
<ASSETS-OTHER>                                     119
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  796714
<PAYABLE-FOR-SECURITIES>                          3653
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         7377
<TOTAL-LIABILITIES>                              11030
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        754858
<SHARES-COMMON-STOCK>                            69079
<SHARES-COMMON-PRIOR>                            43825
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             140
<ACCUMULATED-NET-GAINS>                             35
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         30931
<NET-ASSETS>                                    785684
<DIVIDEND-INCOME>                                16015
<INTEREST-INCOME>                                  693
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1314
<NET-INVESTMENT-INCOME>                          15394
<REALIZED-GAINS-CURRENT>                          2020
<APPREC-INCREASE-CURRENT>                      (17224)
<NET-CHANGE-FROM-OPS>                              190
<EQUALIZATION>                                     765
<DISTRIBUTIONS-OF-INCOME>                        16257
<DISTRIBUTIONS-OF-GAINS>                          2045
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          30586
<NUMBER-OF-SHARES-REDEEMED>                       6692
<SHARES-REINVESTED>                               1360
<NET-CHANGE-IN-ASSETS>                          273402
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                           60
<OVERDISTRIB-NII-PRIOR>                             42
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               73
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1314
<AVERAGE-NET-ASSETS>                            655452
<PER-SHARE-NAV-BEGIN>                            11.69
<PER-SHARE-NII>                                   0.27
<PER-SHARE-GAIN-APPREC>                         (0.29)
<PER-SHARE-DIVIDEND>                              0.27
<PER-SHARE-DISTRIBUTIONS>                         0.03
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              11.37
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 4
   <NAME> VALUE PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                           302539
<INVESTMENTS-AT-VALUE>                          297946
<RECEIVABLES>                                    25443
<ASSETS-OTHER>                                      46
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  323435
<PAYABLE-FOR-SECURITIES>                         22595
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3911
<TOTAL-LIABILITIES>                              26506
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        303548
<SHARES-COMMON-STOCK>                            26698
<SHARES-COMMON-PRIOR>                            16198
<ACCUMULATED-NII-CURRENT>                           40
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         (2066)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        (4593)
<NET-ASSETS>                                    296929
<DIVIDEND-INCOME>                                 9926
<INTEREST-INCOME>                                   84
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     567
<NET-INVESTMENT-INCOME>                           9443
<REALIZED-GAINS-CURRENT>                         (656)
<APPREC-INCREASE-CURRENT>                      (12580)
<NET-CHANGE-FROM-OPS>                           (3793)
<EQUALIZATION>                                     439
<DISTRIBUTIONS-OF-INCOME>                         9813
<DISTRIBUTIONS-OF-GAINS>                          3804
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          19012
<NUMBER-OF-SHARES-REDEEMED>                       9604
<SHARES-REINVESTED>                               1092
<NET-CHANGE-IN-ASSETS>                          106818
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         2394
<OVERDISTRIB-NII-PRIOR>                             29
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               36
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    567
<AVERAGE-NET-ASSETS>                            280271
<PER-SHARE-NAV-BEGIN>                            11.74
<PER-SHARE-NII>                                   0.38
<PER-SHARE-GAIN-APPREC>                         (0.46)
<PER-SHARE-DIVIDEND>                              0.38
<PER-SHARE-DISTRIBUTIONS>                         0.16
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              11.12
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 5
   <NAME> GROWTH PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                            85007
<INVESTMENTS-AT-VALUE>                           87271
<RECEIVABLES>                                     7148
<ASSETS-OTHER>                                      12
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   94431
<PAYABLE-FOR-SECURITIES>                          8053
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          208
<TOTAL-LIABILITIES>                               8261
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         85122
<SHARES-COMMON-STOCK>                             8380
<SHARES-COMMON-PRIOR>                             4964
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               9
<ACCUMULATED-NET-GAINS>                         (1207)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          2264
<NET-ASSETS>                                     86170
<DIVIDEND-INCOME>                                 1404
<INTEREST-INCOME>                                   29
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     124
<NET-INVESTMENT-INCOME>                           1309
<REALIZED-GAINS-CURRENT>                         (605)
<APPREC-INCREASE-CURRENT>                         1364
<NET-CHANGE-FROM-OPS>                             2068
<EQUALIZATION>                                      72
<DISTRIBUTIONS-OF-INCOME>                         1375
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                           5100
<NUMBER-OF-SHARES-REDEEMED>                       1805
<SHARES-REINVESTED>                                121
<NET-CHANGE-IN-ASSETS>                           35546
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        (602)
<OVERDISTRIB-NII-PRIOR>                             15
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               36
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    124
<AVERAGE-NET-ASSETS>                             62825
<PER-SHARE-NAV-BEGIN>                            10.20
<PER-SHARE-NII>                                   0.21
<PER-SHARE-GAIN-APPREC>                           0.08
<PER-SHARE-DIVIDEND>                              0.21
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              10.28
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<RESTATED> 
<CIK> 0000036405
<NAME> VANGUARD INDEX TRUST
<SERIES>
   <NUMBER> 6
   <NAME> SMALL CAPITALIZATION STOCK PORTFOLIO
<MULTIPLIER> 1,000
<CURRENCY> US
       
<S>                             <C>
<PERIOD-TYPE>                   11-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             FEB-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<INVESTMENTS-AT-COST>                           563622
<INVESTMENTS-AT-VALUE>                          604920
<RECEIVABLES>                                    28943
<ASSETS-OTHER>                                      91
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  633554
<PAYABLE-FOR-SECURITIES>                          1877
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        26301
<TOTAL-LIABILITIES>                              28178
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        567290
<SHARES-COMMON-STOCK>                            40390
<SHARES-COMMON-PRIOR>                            32846
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             566
<ACCUMULATED-NET-GAINS>                         (2931)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         41583
<NET-ASSETS>                                    605376
<DIVIDEND-INCOME>                                 8155
<INTEREST-INCOME>                                  491
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     899
<NET-INVESTMENT-INCOME>                           7747
<REALIZED-GAINS-CURRENT>                         11761
<APPREC-INCREASE-CURRENT>                      (43795)
<NET-CHANGE-FROM-OPS>                          (24287)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         8533
<DISTRIBUTIONS-OF-GAINS>                         14353
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          11690
<NUMBER-OF-SHARES-REDEEMED>                       5550
<SHARES-REINVESTED>                               1405
<NET-CHANGE-IN-ASSETS>                           71987
<ACCUMULATED-NII-PRIOR>                            220
<ACCUMULATED-GAINS-PRIOR>                        (340)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               57
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    899
<AVERAGE-NET-ASSETS>                            563961
<PER-SHARE-NAV-BEGIN>                            16.24
<PER-SHARE-NII>                                   0.20
<PER-SHARE-GAIN-APPREC>                         (0.86)
<PER-SHARE-DIVIDEND>                              0.22
<PER-SHARE-DISTRIBUTIONS>                         0.37
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              14.99
<EXPENSE-RATIO>                                  0.002
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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