<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24f-2
Read Instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer:
VANGUARD PENNSYLVANIA TAX-FREE FUND
2. Name of each series or class of funds for which this notice is filed:
Money Market Portfolio
Insured Long-Term Portfolio
3. Investment Company Act File Number: 811-4571
Securities Act File Number: 33-2907
4. Last day of fiscal year for which this notice is filed: 11/30/95
5. Check box if this notice is being filed more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold
after the close of the fiscal year but before termination of the issuer's
24f-2 declaration:
/ /
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
N/A
7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning
of the fiscal year.
None
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
None
9. Number and aggregate sales price of securities sold during the fiscal
year:
1,398,978,694 Shares
$1,741,532,741 Aggregate Sales Price
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10. Number and aggregate sales price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
1,398,978,694 Shares
$1,741,532,741 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:
<TABLE>
<S> <C> <C>
(i) Aggregate sales price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $1,741,532,741
(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): - $1,535,316,662
(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): $206,216,079
(vi) Multiplier prescried by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x 1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $71,108.99
</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).
/ X /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
January 23, 1996
SIGNATURES
This report has been signed below by the following persons on behalf of
the issuer and in the capacities and on the dated indicated:
By (Signature and Title) /s/ RAYMOND J. KLAPINSKY
------------------------------------------
Raymond J. Klapinsky, Secretary
Date January 25, 1996
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EXHIBIT "A"
January 25, 1996
Vanguard Pennsylvania Tax-Free Fund
100 Vanguard Boulevard
Malvern, PA 19355
Gentlemen:
Vanguard Pennsylvania Tax-Free Fund is a business trust established under
Pennsylvania law under a Declaration of Trust dated January 15, 1986. I have
acted as counsel to the Fund since its initial 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) Declartion of Trust and amendments thereof;
(2) minutes of the meetings of shareholders and Trusteees; (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
sharesof beneficial interest ("shares").
Under Article V, Section 5.1 of the Declaration of Trust, as amended to date,
the Fund is legally authorized to issue an unlimited number of shares, without
any par value, from one or more series ("Portfolios') of shares. Currently,
the Fund is offering shares of two Portfolios. On November 30, 1995, (the end
of the Fund's fiscal year), the Fund had issued and outstanding 1,199,733,398
shares of the Money Market Portfolio and 139,116,264 shares of the Insured
Long-Term Portfolio.
My examination also disclosed the following information:
1. On December 1, 1994, (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.
2. During the fiscal year ended November 30, 1995, the Fund did
not register any securities under the 1933 Act other than pursuant to Rule
24f-2.
<PAGE> 4
3. During the fiscal year ended November 30, 1995, the Fund sold
the following shares in reliance upon registration pursuant to Rule 24f-2 of
the 1940 Act:
<TABLE>
<CAPTION>
Name of Portfolio Number of Shares Aggregate Sales Price
<S> <C> <C>
Shares of Beneficial
Interest (No Par Value)
Money Market Portfolio 1,364,103,004 $1,364,103,005
Insured Long-Term
Portfolio 34,875,690 377,429,736
Total 1,398,978,694 $1,741,532,741
</TABLE>
4. During the fiscal year ended November 30, 1995, the Fund redeemed the
following shares:
<TABLE>
<CAPTION>
Name of Portfolio Number of Shares Redemption Price
<S> <C> <C>
Shares of Beneficial
Interest (No Par Value)
Money Market Portfolio 1,269,390,320 $1,269,390,320
Insured Long-Term
Portfolio 24,765,358 265,926,342
Total 1,294,155,678 $1,535,316,662
</TABLE>
You have instructed me to file, on behalf of the Fund, a Notice pursuant to
Rule 24f-2 of the 1940 Act, for the purpose of registering, under the 1933 Act,
the combined total of 1,398,978,694 shares which were sold by the Fund during
the fiscal year in reliance upon Rule 24f-2 of the 1940 Act.
Based upon the foregoing information and my examination, it is my opinion that:
1. The Fund is a valid and subsisting trust of the Commonwealth of
Pennsylvania authorized to issue an unlimited number of shares, without par
value, from one or more series ("Portfolios") of shares;
2. The proposed registration of the combined total of 1,398,978,694
shares of the Fund in reliance upon Rule 24f-2 of the 1940 Act is proper;
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3. Such shares, which were issued for a consideration deemed by the
Trustees to be consistent with the Declaration of Trust, were legally
authorized and issued, fully paid, and non-assessable; and
4. The holders of such shares have all the rights provided with respect
to such holdings by the Declaration of Trust, as amended, and the laws of the
Commonwealth of Pennsylvania.
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 the applications and registration statements, and
amendments thereto, filed in accordance with the securities laws of the states
to 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: /s/ RAYMOND J. KLAPINSKY
-------------------------
(Raymond J. Klapinsky)
Counsel
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