<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24F-2
<TABLE>
<S> <C>
1. Name and address of Issuer:
THE VANGUARD GROUP, INC.
c/o Vanguard Financial Center
P.O. Box 2600
Valley Forge, Pennsylvania 19482-2600
2. Name of each series or class of funds for which this notice is filed:
Vanguard World Fund, Inc.
Vanguard International Growth Portfolio
Vanguard U.S. Growth Portfolio
3. Investment Company Act File Number: 811-1027
Securities Act File Number: 2-17620
4. Last day of fiscal year for which this notice is filed: Aug 31, 1996
5. Check box if this notice is being filed more than 180 days after the close of the issuer's fiscal
year for purposes of reporting securities sold after the close of the fiscal year but before
termination of the issuer's 24f-2 declaration:
N/A / /
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if applicable (see Instruction
A.6):
N/A
7. Number and amount of securities of the same class of series which had been registered under
the Securities Act of 1933 other than pursuant to rule 24f-2 in a prior fiscal year, but which
remained unsold at the beginning of the fiscal year.
NONE
8. Number and amount of securities registered during the fiscal year other than pursuant to rule
24f-2:
NONE
9. Number and aggregate sales price of securities sold during the fiscal year:
210,722,740 shares
$3,750,801,171. aggregate sales price
</TABLE>
<PAGE> 2
<TABLE>
<S> <C>
10. Number and aggregate sales price of securities sold during the fiscal year in reliance upon
registration pursuant to rule 24f-2:
210,722,740 Shares
$3,750,801,171. aggregate sales price
11. Number and aggregate sale price of securities issued during the fiscal year in connection with
dividend reinvestment plans, if applicable (see instruction B.7):
N/A
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $3,750,801,171.
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): +N/A
(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): -$1,571,947,434.
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to
rule 24f-2 (if applicable): +N/A
(v) Net aggregate price of securities sold and issued during
the fiscal year in reliance on rule 24f-2 line (i), plus line
(ii), less line (iii), plus line (iv) (if applicable): $2,178,853,737.
(vi) Multiplier prescribed by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x 1/33 of 1%
(vii) Fee due line (i) or line (v) multiplied by line (vi): $660,258.71
</TABLE>
INSTRUCTION: Issuers should complete lines (ii), (iii), (iv), and (v) only
if the form is being filed within 60 days after the close of
the issuer's fiscal year. See Instruction C.3.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
/ /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository: 10/29/96
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dated indicated:
By (Signature and Title)* /s/ Raymond J. Klapinsky, Secretary
----------------------------------------------
Raymond J. Klapinsky, Senior Vice
President and Secretary
Date: October 29, 1996
*Please print the name and title of the signing officer below the signature.
<PAGE> 3
"EXHIBIT B"
October 28, 1996
VANGUARD WORLD FUND, INC.
1300 Morris Drive, P. O. Box 876
Valley Forge, PA 19482
Gentlemen:
I am acting as counsel to Vanguard World Fund, Inc. (the "Fund"), in connection
with its registration as an open-end management investment company under the
Investment Company Act of 1940 ("1940 Act"), as amended. It is in my capacity as
counsel to the Fund that I am furnishing you this opinion.
I have examined the Fund's: (1) Articles of Incorporation, and amendments
thereto; (2) minutes of the meetings of shareholders and Directors; (3)
Notification of Registration on Form N-8A under the 1940 Act; (4) Registration
on Form N-1A under the Securities Act of 1933 ("1933 Act") and 1940 Act, and all
amendments thereto; and (5) all other relevant documents and records, as well as
the procedures and requirements relative to the issuance and sale of the Fund's
shares.
The Fund is authorized to issue 1,050,000,000 shares of its common stock with a
par value of $1.00 per share from two classes ("Portfolios") of shares, which
are designated the U.S. Growth Portfolio (500,000,000 authorized shares) and the
International Growth Portfolio (550,000,000 authorized shares). On August 31,
1996 (the end of the Fund's fiscal year), the Fund had issued and outstanding a
combined total of approximately 510,773,393 shares of the U.S. Growth Portfolio
and International Growth Portfolio.
My examination also disclosed the following information:
1. On September 1, 1995, (the beginning of the Fund's fiscal year), the Fund did
not have any securities registered under the 1933 Act other than pursuant to
Rule 24f-2 of the 1940 Act.
<PAGE> 4
2. During the fiscal year ended August 31, 1996, the Fund did not register any
securities under the 1933 Act other than pursuant to Rule 24f-2.
3. During the fiscal year ended August 31, 1996, the Fund sold a combined total
of approximately 210,722,740 shares of its two Portfolios, having an aggregate
sales price of $3,750,801,171. in reliance upon registration pursuant to Rule
24f-2 of the 1940 Act:
4. During the fiscal year ended August 31, 1996 the Fund redeemed a combined
total of 86,833,428 shares, having a total aggregate redemption price of
$1,571,947,434.
You have instructed me to file, on behalf of the Fund, a Notice pursuant to Rule
24f-2 of the 1940 Act, for the purpose of registering, under the 1933 Act, the
shares set forth above which were sold by the Fund during the fiscal year.
Based upon the foregoing information and my examination, it is my opinion that:
1. The Fund is a valid and subsisting corporation of the State of Maryland,
authorized to issue 1,050,000,000 shares of its common stock, with a $1.00 par
value, from two Portfolios (500,000,000 shares of the U.S. Growth Portfolio and
550,000,000 shares of the International Growth Portfolio).
2. The proposed registration of the combined total of 210,722,740 shares of
common stock sold by the Fund during the fiscal year ended August 31, 1996,
pursuant to Rule 24f-2 of the 1940 Act is proper, and that such shares, which
were issued for a consideration deemed by the Board of Directors to be
consistent with the Fund's Articles of Incorporation, were lawfully issued,
fully paid, and non-assessable; and
3. The holders of such shares have all the rights provided with respect to such
holdings by the Articles of Incorporation and the laws of the State of Maryland.
<PAGE> 5
I hereby consent to the use of this opinion as an Exhibit to the Rule 24f-2
Notice filed on behalf of the Fund, covering the registration of such shares
under the 1933 Act, and to the applications and registration statements, and
amendments thereto, filed in accordance with the securities laws of the states
in which shares of the Fund are offered. I further consent to reference in the
Prospectus of the Fund to the fact that this opinion concerning the legality of
the issue has been rendered by me.
Very truly yours,
By: Raymond J. Klapinsky
Counsel
RJK/cjk
