VANGUARD PREFERRED STOCK FUND
N-30D, 1999-12-17
Previous: PUTNAM CONVERTIBLE INCOME GROWTH TRUST, N-30D, 1999-12-17
Next: RECOTON CORP, 8-K, 1999-12-17




<PAGE>

VANGUARD(R)
PREFERRED STOCK
FUND

ANNUAL REPORT
October 31, 1999

[PHOTO OF SHIP]
[A MEMBER OF THE VANGUARD GROUP LOGO]






<PAGE>

[PHOTO OF JOHN C. BOGLE]
JOHN C. BOGLE


FELLOW SHAREHOLDERS:

     TWO ROADS  DIVERGED IN A WOOD,  AND I--I TOOK THE ONE LESS TRAVELED BY, AND
     THAT HAS MADE ALL THE DIFFERENCE.

I can think of no better  words than those of Robert Frost to begin this special
letter to our shareholders,  who have placed such extraordinary  trust in me and
in Vanguard  over the past quarter  century.  When the firm was founded 25 years
ago,  we  deliberately  took a new road to  managing a mutual  fund  enterprise.
Instead of having the funds controlled by an outside management company with its
own  financial  interests,  the  Vanguard  funds--there  were  only  11 of  them
then--would be controlled by their own  shareholders and operate solely in their
financial interests.  The outcome of our unprecedented  decision was by no means
certain. We described it then as "The Vanguard Experiment."
     Well, I guess it's fair to say it's an experiment no more.  During the past
25 years,  the assets we hold in  stewardship  for investors  have grown from $1
billion  to more  than  $500  billion,  and I believe  that our  reputation  for
integrity,  fair-dealing,  and sound investment  principles is second to none in
this  industry.  Our  staggering  growth--which  I  never  sought--has  come  in
important part as a result of the simple investment ideas and basic human values
that are the foundation of my personal philosophy.  I have every confidence that
they  will  long  endure at  Vanguard,  for they are the  right  ideas and right
values, unshakable and eternal.
     While Emerson believed that "an institution is the lengthened shadow of one
man," Vanguard today is far greater than any  individual.  The Vanguard crew has
splendidly  implemented  and  enthusiastically  supported our founding ideas and
values, and deserves the credit for a vital role in forging our success over the
years.  It is a  dedicated  crew of fine human  beings,  working  together in an
organization  that is well prepared to press on regardless long after I am gone.
Creating and leading this  enterprise has been an exhilarating  run.  Through it
all,  I've taken the kudos and the blows  alike,  enjoying  every  moment to the
fullest,  and even getting a second chance at life with a heart transplant three
years ago. What more could a man ask?
     While I shall no longer be serving on the Vanguard  Board, I want to assure
you that I will remain  vigorous and active in a newly  created  Vanguard  unit,
researching the financial markets, writing, and speaking. I'll continue to focus
whatever  intellectual  power and  ethical  strength  I possess on my mission to
assure that mutual fund investors everywhere receive a fair shake. In the spirit
of Robert Frost:

     BUT I HAVE PROMISES TO KEEP, AND MILES TO GO BEFORE I SLEEP, AND MILES
     TO GO BEFORE I SLEEP.

     You have given me your loyalty and friendship over these long years,  and I
deeply  appreciate  your  thousands  of letters of support.  For my part, I will
continue to keep an eagle eye on your  interests,  for you deserve no less.  May
God bless you all, always.

/S/
JCB

- --------------------------------------------------------------------------------
CONTENTS

Report From The Chairman ...........1   Performance Summary ..................9
Notice To Shareholders .............4   Fund Profile ........................10
The Markets In Perspective .........5   Financial Statements ................12
Report From The Adviser ............7   Report Of Independent Accountants....19
- --------------------------------------------------------------------------------


<PAGE>

[PHOTO OF JOHN J. BRENNAN]
JOHN J. BRENNAN


REPORT FROM THE CHAIRMAN

Bond  prices  tumbled  in the face of  higher  interest  rates  during  Vanguard
Preferred  Stock  Fund's  1999  fiscal  year,  resulting  in paltry  returns for
fixed-income  investments  during  the 12  months  ended  October  31.  In  this
difficult environment,  your fund's total return of -2.5% fell short of the slim
gains recorded by its comparative benchmarks.

- --------------------------------------------------------------------------------
                                                               TOTAL RETURNS
                                                             FISCAL YEAR ENDED
                                                              OCTOBER 31, 1999
- --------------------------------------------------------------------------------
Vanguard Preferred Stock Fund                                       -2.5%
- --------------------------------------------------------------------------------
Average Fixed-Income Fund*                                           1.4%
- --------------------------------------------------------------------------------
Merrill Lynch DRD-Eligible
    Preferred Index                                                  1.2%
- --------------------------------------------------------------------------------
*Derived from data provided by Lipper Inc.

     The adjacent  table  compares  the fund's  12-month  total return  (capital
change plus reinvested  dividends) with those of the average fixed-income mutual
fund and the Merrill Lynch  DRD-Eligible  Preferred Stock Index, a broad measure
of the preferred stock market.
     Our return is based on a decline in net asset  value from  $10.36 per share
on October 31, 1998, to $9.44 per share on October 31, 1999, and is adjusted for
the reinvestment of dividends  totaling $0.56 per share paid from net investment
income and a  distribution  of $0.125 per share paid from net  realized  capital
gains.  Once  again,  100%  of  our  income  dividends  qualified  for  the  70%
intercorporate  dividends-received  deduction  (DRD),  a tax  advantage  that is
available to corporations but not to individual  investors.  The fund's yield on
October 31 was 6.1%.
     Since its 1975  inception,  Vanguard  Preferred Stock Fund has achieved the
goal of  qualifying  all of its  income  for the  dividends-received  deduction.
However,  over the past several years,  the number of preferred  stocks that are
eligible for this corporate tax break has dwindled.  Consequently,  as explained
in the notice on page 4, the fund's  Board of Trustees  has decided to allow the
Preferred  Stock  Fund to  invest  in  securities  that do not  qualify  for the
dividends-received  deduction--a  move that will broaden the range of securities
available  as  investments  to the fund's  adviser.  The Report From The Adviser
beginning on page 7 provides details about the environment for preferred stocks.

THE FINANCIAL MARKETS IN REVIEW

The fiscal year comprised two distinctly different halves. For most of the first
half, stock prices worldwide were rebounding strongly from a slump in the summer
of 1998 that had been prompted by economic crises in Asia,  Russia, and parts of
Latin America.  The  acceleration  in global  economic  activity,  the continued
ebullience of the U.S. economy,  and a series of interest rate reductions by the
Federal Reserve Board that fall helped erase  investors' fears that the troubles
abroad would depress business activity and profits at home.
     However,  it wasn't long before this giddy mood,  which drove stock  prices
higher and kept bond yields near 5%, evaporated.  During the first few months of
1999,  fears of a global economic slump were supplanted by worries that economic
growth--especially in the United States--was so strong that it would cause wages
and  commodity  prices to surge,  pushing  up  inflation.  A strong  uptrend  in
interest rates ensued.  The Federal Reserve encouraged this move, twice boosting
short-term interest rates by a total of 0.50

                                       1
<PAGE>


percentage  point.  The increase in rates dampened the enthusiasm for stocks and
inflicted  significant  damage  on  bond  prices,  which  move  in the  opposite
direction from yields.
     For the full year, the yield of the 30-year Treasury bond increased exactly
1 percentage  point (100 basis points),  from 5.16% at the end of fiscal 1998 to
6.16% on October 31, 1999. The yield on the 10-year Treasury note rose 141 basis
points,  from 4.61% to 6.02%.  The rise in  short-term  interest  rates was less
dramatic--yields  of  3-month  Treasury  bills  were 77 basis  points  higher on
balance,  rising  from 4.32% when the fiscal  year began to 5.09% when it ended.
Bond returns suffered. The Lehman Brothers Aggregate Bond Index, a benchmark for
taxable  bonds,  eked out a return of just 0.5% for the  year,  as its  interest
income of 6.2%  only  barely  offset  price  declines  of  -5.7%.  Returns  from
long-term  corporate  bonds were in negative  territory for the fiscal year. The
Lehman Long  Corporate AA or Better Bond Index  returned  -2.4%,  reflecting  an
- -8.9% price decline and a 6.5% income return.

FISCAL 1999 PERFORMANCE OVERVIEW

Vanguard  Preferred  Stock  Fund's  fiscal  1999  return  of -2.5% was below the
slightly positive returns of both the average fixed-income fund (1.4% for the 12
months)  and  the  Merrill  Lynch  DRD-Eligible  Preferred  Index  (1.2%).  It's
important to note the distinct differences between your fund and its comparative
benchmarks. First, preferred stocks have no stated maturities, and therefore are
more  sensitive  to  changes  in  interest  rates  than  even  long-term  bonds.
Consequently,  with rates rising,  our holdings  fared worse,  on average,  than
those of the average  fixed-income mutual fund, which invests in a wide range of
bonds with varying  maturities.  Also, the credit quality of preferred stocks is
generally  lower  than for  bonds,  which have a higher  claim on  interest  and
principal in corporations' capital structures.
     The fund's  fiscal 1999 return was its lowest  since the 1994 fiscal  year,
when it fell -8.5% during one of the worst years on record for the  fixed-income
market.  But interest rates can also fall and provide a boost for bonds, as they
did for much of the past decade.  Indeed,  the fund returned 23.8% during fiscal
1995, just one year after registering its dismal performance in fiscal 1994. The
lesson is that interest rate fluctuations are an ever-present, if unpredictable,
part of fixed-income investing.

LONG-TERM PERFORMANCE OVERVIEW

A mutual fund's record should not be measured over months or a year,  but rather
over many  years.  The table at the top of the next page  presents  the  average
annual  returns  over the past decade for your fund,  the  average  fixed-income
mutual  fund,  and the  Merrill  Lynch  DRD-Eligible  Preferred  Index.  It also
presents the results of hypothetical  $10,000  investments  made a decade ago in
the fund and its  comparative  standards.  Our goal is to exceed the  returns of
similar  mutual funds over the long term--an  objective that we are proud to say
we have accomplished. The Preferred Stock Fund's solid annualized return of 8.9%
over the past ten years is  excellent  relative  to  similar  mutual  funds.  An
initial  $10,000  investment  in your fund would have grown to $23,507  over the
decade,  compared with the $19,734 in the average fixed-income fund. On balance,
interest  rates  declined over the past decade,  which aided your fund more than
the average fixed-income fund.
     The credit  for our  success  goes to our  investment  adviser,  Wellington
Management Company, which has managed the fund since its inception 24 years ago,
as well as to our low costs.  Our expense ratio (annual expenses as a percentage
of average net  assets) of 0.36% is just a fraction of the 1.05%  charged by the
average fixed-income fund. Because

                                       2
<PAGE>

these  expenses are deducted  directly  from the income earned by a mutual fund,
our cost advantage  gives the Preferred  Stock Fund a head start toward its goal
of providing superior returns.

- --------------------------------------------------------------------------------
                                                       TOTAL RETURNS
                                             10 YEARS ENDED OCTOBER 31, 1999
                                           -------------------------------------
                                             AVERAGE         FINAL VALUE OF
                                             ANNUAL            A $10,000
                                              RATE          INITIAL INVESTMENT
- --------------------------------------------------------------------------------
Vanguard Preferred Stock Fund                 8.9%              $23,507
- --------------------------------------------------------------------------------
Average Fixed-Income Fund                     7.0%              $19,734
- --------------------------------------------------------------------------------
Merrill Lynch DRD-Eligible
    Preferred Index*                          8.2%              $22,038
- --------------------------------------------------------------------------------
*Merrill Lynch Perpetual Preferred Index through January 1997;
Merrill Lynch DRD-Eligible Preferred Index thereafter.

     Of  course,  our past  returns  can't  help us  divine  the  fund's  future
performance.   However,   a  reliable   indicator  of   long-term   fixed-income
returns--albeit  an imperfect one--is the current yield on bonds. This estimate,
which assumes that changes in interest rates are  offsetting  over long periods,
suggests that future returns from fixed-income securities may not be as generous
as they were over the past decade.

IN SUMMARY

The  returns of bonds and stocks  diverged  sharply  during the 12 months  ended
October 31. Though this  divergence  was unsettling to some bond  investors,  it
should  not be  considered  unusual.  The fact is, an  individual  security,  an
industry, or an entire asset class may struggle while others shine.
     Because of such divergences and the  unpredictable  nature of the financial
markets, we firmly believe in diversifying  investment programs to gain exposure
to the different  asset  classes,  as well as to a variety of issues within each
class.  Such a balanced  approach  is the  surest  road to  long-term  investing
success.  Creating such a program tailored to your objectives,  time horizon for
investing,  and tolerance for risk--and  sticking with it through good times and
bad--allows  you to  participate  in the rewards of the financial  markets while
limiting the risk.

/S/
John J. Brennan
Chairman and Chief Executive Officer

November 12, 1999


================================================================================
A Note of Thanks to Our Founder
================================================================================
As you may have read on the inside  cover of our report,  our  founder,  John C.
Bogle,  is retiring  December  31, 1999,  as Senior  Chairman of our Board after
nearly 25 years of devoted  service to Vanguard and our  shareholders.  Vanguard
investors  have Jack to thank for  creating a truly  mutual  mutual fund company
that operates solely in the interest of its fund  shareholders.  And mutual fund
investors  everywhere have benefited from his energetic  efforts to improve this
industry.  Finally, on a personal note, I am forever grateful to Jack for giving
me the opportunity to join this great company in 1982.

                                       3

<PAGE>

NOTICE TO SHAREHOLDERS
CHANGE IN INVESTMENT OBJECTIVE

The Board of Trustees of Vanguard Preferred Stock Fund has decided to change the
fund's investment objective of maximizing dividend income that qualifies for the
federal  intercorporate   dividends-received  deduction  (DRD).  (As  you  know,
corporations  may  exclude  from  taxable  income  70% of the  income  from DRD-
eligible  securities.)  The fund's new  objective  is to provide a high level of
current  income,  a  significant  portion  of which  will be  DRD-eligible.  Our
investment  adviser,   Wellington   Management   Company,   will  gradually  and
opportunistically  introduce  non-DRD-  eligible  preferred  stock into the fund
after March 1, 2000.
     The Board's decision was made after careful consideration of changes in the
preferred stock  environment.  When the fund was launched in 1975,  DRD-eligible
securities  represented the majority of preferred stock issuance.  However, over
the past few years,  the  number of  DRD-eligible  securities  issued has shrunk
dramatically as companies turned to a different type of preferred stock,  called
trust  preferred.  This type of preferred offers greater benefits to the issuer,
because the dividend payments are deductible as interest expense; however, these
dividends  do  not  qualify  for  the  DRD.  Therefore,   these  securities  are
inappropriate  for  the  Preferred  Stock  Fund  under  its  current  investment
objective.  The lack of new issues of  DRD-eligible  preferred stock has made it
increasingly  difficult for the adviser to both maintain a diversified portfolio
and meet the fund's investment objective of maximum DRD-eligible income.
     By adding non-DRD-eligible  preferred stocks to its holdings, the fund will
provide a higher pretax yield,  offering a direct benefit to those investors not
able to utilize the DRD. However, it is expected that the fund's after-tax yield
for shareholders  eligible for the DRD will decrease  marginally (roughly 0.1 to
0.2 percentage point). After weighing these factors, your Board decided that the
benefits of improved investment  flexibility and diversification would more than
compensate  in the long run for the  slight  reduction  in  after-tax  yield for
shareholders eligible to claim the DRD.

November 26, 1999

                                       4

<PAGE>

THE MARKETS IN PERSPECTIVE
YEAR ENDED OCTOBER 31, 1999

Caution  followed  exuberance  in the U.S.  stock market  during the fiscal year
ended October 31, 1999.  Improving economic  conditions during the first half of
the year set off a raucous  rally from the lows of summer 1998,  when fears of a
global  economic slump swept world markets.  However,  during the second half of
the fiscal  year,  interest  rates kept  rising,  pulling  down bond  prices and
tempering the stock market's optimism. The notion of a global slump was replaced
by worries  that  economic  growth  might be so strong as to threaten a surge in
inflation.

U.S. STOCK MARKETS

A booming U.S. economy and solid increases in corporate earnings lifted the U.S.
stock market,  especially during the first half of the fiscal year. The nation's
economic output increased by about 4% during the year. Consumer spending,  which
accounts for roughly  two-thirds of economic  activity,  powered the  expansion.
Americans spent virtually every dollar they earned,  encouraged by rising wealth
from a long bull market,  plentiful employment,  and rising incomes.  (After-tax
personal  income rose about 5% during the year;  unemployment  fell to a 30-year
low of 4.1% of the workforce in October.)



- --------------------------------------------------------------------------------
                                                AVERAGE ANNUAL RETURNS
                                            PERIODS ENDED OCTOBER 31, 1999
                                         ---------------------------------------
                                             1 YEAR    3 YEARS   5 YEARS
- --------------------------------------------------------------------------------
STOCKS
  S&P 500 Index                              25.7%       26.5%    26.0%
  Russell 2000 Index                         14.9         9.4     12.6
  Wilshire 5000 Index                        25.7        23.8     23.8
  MSCI EAFE Index                            23.4        12.5      9.5
- --------------------------------------------------------------------------------
BONDS
  Lehman Aggregate Bond Index                 0.5%        6.2%    7.9%
  Lehman 10 Year Municipal Bond Index        -1.2         5.2     7.0
  Salomon Smith Barney 3-Month
   U.S. Treasury Bill Index                   4.6         5.0     5.2
- --------------------------------------------------------------------------------
OTHER
  Consumer Price Index                       2.6%         2.0%    2.4%
- --------------------------------------------------------------------------------

     From October 31, 1998, through April 30, 1999, the stock market rose 22.8%,
as  measured by the  Wilshire  5000 Total  Market  Index.  Investor  confidence,
already  high due to the  booming  economy,  was  bolstered  by easier  monetary
policy--the  Federal Reserve cut short-term  interest rates in November 1998 for
the third time in less than two months.  But by summer, the Fed reversed course,
twice boosting its target for short-term  interest rates to slow the economy and
reduce inflationary pressures.
     Higher interest rates helped take the steam out of the stock market's rally
during the second half of the fiscal  year,  even though  estimates of corporate
earnings kept rising.  Higher rates tend to hurt stocks  because many  investors
use current interest rates to discount the value of a stock's projected earnings
and dividends. The higher the rate, the more future earnings are discounted, and
the less investors will pay for the stock now. After a second-half gain of 2.3%,
the Wilshire 5000 Index recorded a 25.7% return for the full fiscal year.
     Big stocks  outperformed  small  stocks in fiscal 1999,  and growth  stocks
outpaced   value   stocks.   The  S&P  500   Index,   which  is   dominated   by
large-capitalization stocks, gained

                                       5

<PAGE>

25.7%, while the small-cap Russell 2000 Index was up 14.9%. Growth stocks--whose
high prices in relation to earnings,  book value,  and  dividends  indicate high
expectations  for future  growth--lost  none of their  appeal,  despite  soaring
valuations for many. Both large- and small-cap growth issues gained roughly 30%,
while  value  stocks  within  the S&P 500 Index were up 19.0%,  and the  Russell
2000's value stocks had a scant 0.7% return.
     The  growth/value  gap was due  partly  to the  incredible  performance  of
technology stocks, most of which are classified as growth issues. Within the S&P
500 Index, tech stocks gained 67% during the fiscal year.  Advances of about 30%
were  recorded by retailers and other  consumer-discretionary  stocks and by the
utilities sector,  where gains were concentrated in  telecommunications  stocks.
The only sector with a loss was consumer staples (-8%),  where food and beverage
company  stocks  suffered from falling  profits.  Other laggards were the auto &
transportation sector (+6%) and health-care stocks (+9%).

U.S. BOND MARKETS

Rapid  economic  growth was a help to the stock market but a hindrance to bonds.
Investors  worried that,  with  unemployment so low, growth above the 2.5% to 3%
range would cause wages and prices to accelerate.  Indeed,  inflation did rise a
bit,  although the Consumer  Price Index was up a relatively  modest 2.6% during
the 12-month period.
     As mentioned, the Fed sought to combat inflationary pressures by increasing
short-term  interest rates by a quarter-point on June 30 and again on August 24.
The bond market was already  pushing up rates well before the Fed acted.  Yields
of long-term U.S.  Treasury  bonds began rising  significantly  in February.  By
fiscal  year-end,  the 30-year  Treasury  bond's yield was 6.16%, up precisely 1
percentage point for the year. The 10-year Treasury's yield rose 1.41 percentage
points,  from 4.61% to 6.02%.  Short-term interest rates didn't rise as far, and
3-month Treasury bill yields were up 0.77 point to 5.09% at fiscal year-end.
     Rising  interest  rates mean lower  prices for existing  bonds,  of course.
Price declines were higher for  longer-term  bonds,  which are most sensitive to
changing  rates.  For the  taxable  bond  market as a whole,  as measured by the
Lehman Aggregate Bond Index,  prices fell -5.7%,  resulting in a total return of
just 0.5% for the  fiscal  year.  High-yield  (junk)  bonds and  mortgage-backed
securities posted higher returns than Treasuries.

INTERNATIONAL STOCK MARKETS

International  markets  soared in local  currencies  during the 12 months  ended
October  31,  with  European  stocks  gaining  22.7% and  Pacific-region  stocks
advancing 37.8%. The U.S. dollar rose in value against most European  currencies
but fell  against the  Japanese  yen.  For U.S.  investors,  the upshot of these
currency  fluctuations  was to trim returns from Europe to 12.7% in dollar terms
and to boost returns from the Pacific to 50.5%.
     In the major developed  international markets, U.S. investors earned 23.4%,
as measured by the Morgan Stanley Capital International Europe, Australasia, Far
East (EAFE)  Index.  The bull  markets in most  nations  stemmed  from a renewed
appetite  for  risk on the  part of  investors  encouraged  by  clear  signs  of
expanding business activity and generally easier monetary policy.  Japan and the
rest of Asia, which were hit hardest by currency and economic crises in 1997 and
1998, saw the biggest gains.  In Japan,  massive  government  spending  programs
appeared to be working--at  least in the short run--to lift that nation out of a
recession.
     Emerging  markets,  as measured by the Select Emerging  Markets Free Index,
gained 34.1% for U.S.  investors,  as local  returns of better than 70% were cut
nearly in half by weaker currencies in Latin America and eastern Europe.

                                       6

<PAGE>

REPORT FROM THE ADVISER

For the 6- and 12-month periods ended October 31, 1999, Vanguard Preferred Stock
Fund posted total returns of -4.9% and -2.5%, respectively.

AN OVERVIEW OF THE PERIOD

The fiscal year began on November 1, 1998,  with the yield of the long-term U.S.
Treasury  bond at 5.16% and the  yield of a  representative  preferred  stock at
about 5.50%.  Twelve months later,  long-term  yields are higher by 1 percentage
point--an  increase that damaged the market for  preferred  stocks.  However,  a
continuing  lack of new  issuance  provided  some  support  and kept prices from
falling further.  Thus, while bond prices fell across the board over the year as
interest rates rose, the declines were cushioned  somewhat for preferred  stocks
because demand has been in line with the limited supply.
     Also  helping  was the  absence  of  uncertainty  about  the  status of the
intercorporate  dividends-received deduction (DRD)--a worry that has plagued the
preferred  stock market from time to time. We know of no proposals to reduce the
DRD from the existing level of 70%.

MARKET UPDATE

Tenders and calls to retire  older  preferred  issues have ceased  because  many
higher-rate  securities were retired earlier in the year. The economic incentive
for issuers to eliminate  DRD-eligible  preferred stocks is still high, however,
because  dividends,  unlike interest  expense,  cannot be deducted on the income
statement. Thus, retired preferreds typically are not replaced by similar issues
at lower  dividend  rates.  The  DRD-eligible  preferred  remains  a  relatively
expensive  financing  vehicle;  as a result, the market for these securities has
grown quite thin.
     During the summer of 1999,  risk premiums  widened  across  global  capital
markets as the Federal Reserve Board twice tightened credit by hiking short-term
interest rates. The marginal  borrower had to pay a relatively  steeper price to
obtain credit.  Preferred stock issuers were no exception.  (Preferred dividends
are paid after all debt  obligations,  including  bonds,  are  serviced.) By the
fiscal year-end, however, the markets were beginning to believe that the Federal
Reserve   might  not  have  to  tighten   much  more  to  achieve  its  goal  of
noninflationary  economic  growth.  Thus, risk premiums began to recede a bit in
the  domestic  fixed-income  markets.  On October  31, the  after-tax  yield for
a-rated  perpetual  utility  preferreds  was 192 basis points  (1.92  percentage
points)  higher than that of the 30-year  Treasury bond, up from a difference of
115 basis  points six months  ago.  The  ten-year  average is 199 basis  points.
Compared with municipal  bonds,  preferreds  currently offer 3 basis points more
after-tax  yield,  far  lower  than  the  average  of 66 basis  points  of extra
after-tax   yield  over  the  past  ten  years.   Thus,   based  on   historical
relationships,   preferred  stocks  are  fairly  valued  versus  Treasuries  and
expensive versus municipals.
     With the U.S. Treasury running a budget surplus,  the federal  government's
need for new sources of revenue is less urgent.  Thus, the threat of a reduction
of the DRD is lower than it has been for some time. Even

================================================================================
INVESTMENT PHILOSOPHY
The adviser believes that the fund can provide a relatively high and sustainable
level  of  income  by  investing  primarily  in  dividend-paying,  high-quality,
preferred stocks.
================================================================================

                                       7

<PAGE>

so,  the  market  is  demanding  that new  DRD-eligible  preferred  issues  have
protection against a lowering of the corporate tax deduction.  The prospectus of
a  "DRD-protected  issue"  states that the dividend  will increase if the DRD is
lowered,  ensuring  that the investor is left whole on an  after-tax  basis with
respect to income.  We view this protection as necessary  insurance  against any
change in tax laws,  which  could  severely  hurt prices for  preferred  stocks.
However,  the  protection  typically  expires 18 months  after the  preferred is
issued.

INVESTMENT GOALS AND STRATEGY

The fund's investment goals and strategy are consistent with those that were put
in place at its 1975 inception.  We purchase relatively  high-quality preferreds
with the goal of providing an attractive,  and  sustainable,  level of after-tax
income.  We attempt to control  income risk and  variability by investing in the
securities of high-quality  companies with call protection.  Stability of income
should also be  strengthened by broad  diversification.  On October 31, the fund
owned preferred stocks from 50 issuers.
     The risk to the fund's net asset value from any future lowering of the DRD
can be mitigated marginally through investment in DRD-protected securities.  The
risk to the fund from rising  long-term  interest rates is a constant and cannot
be  hedged;  preferreds  without a stated  maturity  perform  very  poorly in an
environment  of  rising  rates.  We  expect  rates to rise  slightly  as  global
economies  continue to recover.  However,  with  inflation  expected to be 2% or
lower,  rates should not rise  substantially.  The Fed's constant warnings about
the historically  high economic growth rate will keep the  fixed-income  markets
slightly off-balance.
     As of October 31, Vanguard Preferred Stock Fund's quality  breakdown--based
on Moody's Investors Service ratings--was cash, 3%; aa-rated securities, 29%; a,
52%; baa, 16%. The fund's largest sector exposure--with  securities equal to 47%
of assets from 25 issuers--is  in the electric  utility  industry.  High-quality
financial-service issuers account for the next-largest industry sector.

Earl E. McEvoy, Senior Vice President
Wellington Management Company, LLP

November 5, 1999

                                       8

<PAGE>

PERFORMANCE SUMMARY
PREFERRED STOCK FUND

All of the data on this page represent past performance, which cannot be used to
predict  future returns that may be achieved by the fund.  Note,  too, that both
share  price and  return  can  fluctuate  widely.  An  investor's  shares,  when
redeemed, could be worth more or less than their original cost.

TOTAL INVESTMENT RETURNS: OCTOBER 31, 1979-OCTOBER 31, 1999
- --------------------------------------------------------------------------------
                    PREFERRED STOCK FUND                 MERRILL LYNCH
                                                             INDEX*
FISCAL        CAPITAL         INCOME       TOTAL             TOTAL
YEAR          RETURN          RETURN      RETURN             RETURN
- --------------------------------------------------------------------------------
1980           -9.1%           10.3%        1.2%             -3.4%
1981          -10.9            11.4         0.5              -3.7
1982           17.5            18.6        36.1              27.0
1983            1.5            11.9        13.4              16.6
1984           -6.9            12.5         5.6               5.3
1985            9.7            14.2        23.9              23.4
1986           20.7            11.9        32.6              37.9
1987          -17.8             7.2       -10.6              -3.8
1988            0.5            11.9        12.4               8.7
1989            8.6             7.2        15.8              12.3
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                    PREFERRED STOCK FUND                 MERRILL LYNCH
                                                             INDEX*
FISCAL        CAPITAL         INCOME       TOTAL             TOTAL
YEAR          RETURN          RETURN      RETURN             RETURN
- --------------------------------------------------------------------------------
1990           -4.6%            8.9%        4.3%             -3.1%
1991           10.2            10.6        20.8              28.8
1992            2.9             8.4        11.3              13.5
1993            7.2             8.4        15.6              10.4
1994          -15.2             6.7        -8.5              -5.0
1995           15.1             8.7        23.8              18.0
1996            0.6             7.4         8.0               7.4
1997            5.2             7.2        12.4               8.8
1998            1.9             6.1         8.0               6.4
1999           -7.8             5.3        -2.5               1.2
1997           13.8             6.4        20.2              19.4
1998            6.4             5.4        11.8              13.9
- --------------------------------------------------------------------------------
*S&P Preferred Index through March 1989;
 Merrill Lynch Perpetual Preferred Index through January 1997;
 Merrill Lynch DRD-Eligible Preferred Index thereafter.
 See  Financial  Highlights  table  on page 16 for  dividend  and  capital
 gains information for the past five years.

CUMULATIVE PERFORMANCE: OCTOBER 31, 1989-OCTOBER 31, 1999
[MOUNTAIN CHART]
- --------------------------------------------------------------------------------
198910         10000         10000         10000
199001          9880          9931          9390
199004          9887          9871          9183
199007         10529         10418          9868
199010         10428         10215          9689
199101         11027         10640         10461
199104         11609         11155         11325
199107         11780         11412         11547
199110         12600         12005         12476
199201         13215         12348         13037
199204         13237         12498         13215
199207         13954         13100         13814
199210         14029         13181         14165
199301         14498         13620         14364
199304         15112         14007         14893
199307         15579         14369         15249
199310         16212         14699         15639
199401         16285         14878         15915
199404         15162         14233         14848
199407         15282         14352         15079
199410         14841         14222         14858
199501         15297         14405         15342
199504         16503         14974         16235
199507         17445         15519         16911
199510         18373         15963         17526
199601         18839         16506         18023
199604         18488         16172         17900
199607         18990         16365         18188
199610         19849         16929         18822
199701         20261         17175         19171
199704         20703         17266         19517
199707         21882         18048         20048
199710         22318         18357         20472
199801         23179         18819         20968
199804         23426         18998         21096
199807         23991         19283         21616
199810         24103         19389         21787
199901         24491         19825         22173
199904         24731         19847         22445
199907         24027         19553         22288
199910         23507         19734         22038


                          AVERAGE ANNUAL TOTAL RETURNS
                         PERIODS ENDED OCTOBER 31, 1999
                        -------------------------------     FINAL VALUE OF A
                           1 YEAR   5 YEARS  10 YEARS      $10,000 INVESTMENT
- --------------------------------------------------------------------------------
Preferred Stock Fund       -2.47%    9.63%     8.92%             $23,507
Average Fixed-Income Fund*  1.39     6.73      7.03               19,734
Merrill Lynch DRD-Eligible
     Preferred Index**      1.16     8.20      8.22               22,038
- --------------------------------------------------------------------------------
* Derived from data provided by Lipper Inc.
**S&P Preferred Index through March 1989; Merrill Lynch Perpetual Preferred
  Index through January 1997; Merrill
  Lynch DRD-Eligible Preferred Index thereafter.


AVERAGE ANNUAL TOTAL RETURNS: PERIODS ENDED SEPTEMBER 30, 1999*
- --------------------------------------------------------------------------------
                                                            10 YEARS
                             INCEPTION            -----------------------------
                               DATE     1 YEAR   5 YEARS  CAPITAL  INCOME  TOTAL
- --------------------------------------------------------------------------------
Preferred Stock Fund        12/3/1975   -2.55%    9.73%    1.48%   7.76%   9.24%
- --------------------------------------------------------------------------------
*SEC rules require that we provide this average annual total return  information
through the latest calendar quarter.

                                       9
<PAGE>
FUND PROFILE
PREFERRED STOCK FUND

This Profile provides a snapshot of the fund's characteristics as of October 31,
1999,  compared where  appropriate to an unmanaged  index.  Key elements of this
Profile are defined on page 11.

PORTFOLIO CHARACTERISTICS
- --------------------------------------------------------------------------------
                                        PREFERRED           MERRILL LYNCH
                                          STOCK                 INDEX*
- --------------------------------------------------------------------------------
Number of Securities                        78                   28
Yield                                      6.1%                 6.2%
Average Coupon                             6.3%                 7.1%
Average Quality                             a2                   a2
Turnover Rate                               11%                  --
Expense Ratio                             0.36%                  --
Cash Reserves                              2.8%                  --

*Merrill Lynch DRD-Eligible Preferred Index.

DISTRIBUTION BY CREDIT QUALITY
(% OF PORTFOLIO)
- --------------------------------------------------------------------------------
Treasury/Agency                                                 0.0%
aaa                                                             0.0
aa                                                             28.5
a                                                              52.2
baa                                                            16.2
ba                                                              0.0
b                                                               0.0
Not Rated                                                       3.1
- --------------------------------------------------------------------------------
Total                                                         100.0%

DISTRIBUTION BY COUPON
(% OF PORTFOLIO)
- --------------------------------------------------------------------------------
Under 4%                                                        2.0%
4%-5%                                                           6.8
5%-6%                                                          23.4
6%-7%                                                          43.5
7%-8%                                                          24.3
8%-9%                                                           0.0
9%-10%                                                          0.0
Over 10%                                                        0.0
- --------------------------------------------------------------------------------
Total                                                         100.0%

TEN LARGEST HOLDINGS
(% OF TOTAL NET ASSETS)
- --------------------------------------------------------------------------------
Federal Home Loan Mortgage Corp.                               11.2%
Baltimore Gas & Electric Co.                                    4.7
Alabama Power Co.                                               4.6
Citigroup, Inc.                                                 4.3
Florida Power & Light Co.                                       4.3
South Carolina Electric & Gas Co.                               3.8
J.P. Morgan & Co., Inc.                                         3.3
Fleet Boston Corp.                                              3.1
Morgan Stanley Dean Witter Co.                                  2.9
PP&L Resources, Inc.                                            2.9
- --------------------------------------------------------------------------------
Top Ten                                                        45.1%

SECTOR DIVERSIFICATION (% OF PREFERRED STOCKS)
- --------------------------------------------------------------------------------
                                        OCTOBER 31, 1998       OCTOBER 31, 1999
                                      ------------------------------------------
                                        PREFERRED STOCK         PREFERRED STOCK
                                      ------------------------------------------
Auto & Transportation .................      0.0%                    0.0%
Consumer Discretionary ................      0.0                     0.0
Consumer Staples ......................      3.5                     1.1
Financial Services ....................     52.7                    45.8
Health Care ...........................      0.0                     0.0
Integrated Oils .......................      0.0                     0.0
Other Energy ..........................      0.0                     1.4
Materials & Processing ................      0.2                     2.5
Producer Durables .....................      0.0                     0.0
Technology ............................      0.4                     0.5
Utilities .............................     43.2                    48.7
Other .................................      0.0                     0.0
- --------------------------------------------------------------------------------

                                       10

<PAGE>

AVERAGE COUPON. The average interest rate paid on the securities held by a fund.
It is expressed as a percentage of face value.

AVERAGE QUALITY.  An indicator of credit risk, this figure is the average of the
ratings assigned to a fund's securities holdings by credit-rating  agencies. The
agencies make their  judgment after  appraising an issuer's  ability to meet its
obligations.  Quality  is  graded on a scale,  with  "aaa"  indicating  the most
creditworthy issuers.

CASH  RESERVES.  The  percentage  of a  fund's  net  assets  invested  in  "cash
equivalents"--highly liquid, short-term, interest-bearing
securities.

DISTRIBUTION  BY COUPON.  A breakdown of the  securities in a fund  according to
coupon rate-- the interest rate that an issuer promises to pay,  expressed as an
annual percentage of face  value.Securities with unusually high coupon rates may
be  subject  to call  risk,  the  possibility  that  they will be  redeemed  (or
"called") early by the issuer.

DISTRIBUTION BY CREDIT QUALITY.  This breakdown of a fund's securities by credit
rating can help in gauging the risk that  returns  could be affected by defaults
or other credit problems.

EXPENSE  RATIO.  The  percentage of a fund's  average net assets used to pay its
annual  administrative  and advisory  expenses.  These expenses  directly reduce
returns to investors.

NUMBER OF SECURITIES.  An indicator of  diversification.  The more  securities a
fund  holds,  the more  diversified  it is and the less  susceptible  to a price
decline stemming from the problems of a particular company.

SECTOR DIVERSIFICATION.  The percentage of preferred stocks from issuers in each
of the major industry groups that compose the stock market.

TEN LARGEST  HOLDINGS.  The percentage of net assets that a fund has invested in
its ten largest holdings.  As this percentage rises, a fund's returns are likely
to be more  volatile  because  they are more  dependent on the fortunes of a few
companies.

TURNOVER RATE. An indication of trading  activity during the period.  Funds with
high  turnover  rates  incur  higher  transaction  costs and are more  likely to
distribute capital gains (which are taxable to investors).

YIELD.  A snapshot of a fund's  income from interest and  dividends.  The yield,
expressed  as a  percentage  of the fund's net asset  value,  is based on income
earned over the past 30 days and is  annualized,  or  projected  forward for the
coming year.  The index yield is the rate of return an investor would receive if
the securities were held to their maturity dates.

                                       11

<PAGE>

FINANCIAL STATEMENTS
OCTOBER 31, 1999

STATEMENT OF NET ASSETS

This Statement  provides a detailed list of the fund's holdings,  including each
security's market value on the last day of the reporting period.  Securities are
grouped and  subtotaled by asset type  (preferred  stocks,  bonds,  etc.) and by
industry sector. Other assets are added to, and liabilities are subtracted from,
the value of Total Investments to calculate the fund's Net Assets.  Finally, Net
Assets are divided by the outstanding  shares of the fund to arrive at its share
price, or Net Asset Value (NAV) Per Share.
     At the end of the Statement of Net Assets, you will find a table displaying
the  composition of the fund's net assets on both a dollar and per-share  basis.
Because all income and any realized gains must be  distributed  to  shareholders
each year, the bulk of net assets consists of Paid in Capital (money invested by
shareholders).  The amounts shown for  Undistributed  Net Investment  Income and
Accumulated  Net  Realized  Gains  usually  approximate  the  sums  the fund had
available to distribute to shareholders as income  dividends or capital gains as
of the statement date. Any Accumulated Net Realized  Losses,  and any cumulative
excess of  distributions  over net income or net realized gains,  will appear as
negative  balances.  Unrealized  Appreciation  (Depreciation)  is the difference
between the market value of the fund's  investments and their cost, and reflects
the gains  (losses)  that would be  realized if the fund were to sell all of its
investments at their statement-date values.

- --------------------------------------------------------------------------------
                                                                   MARKET
                                                                   VALUE*
PREFERRED STOCK FUND                            SHARES             (000)
- --------------------------------------------------------------------------------
PREFERRED STOCKS (97.2%)
- --------------------------------------------------------------------------------
CONSUMER STAPLES (1.1%)
(1)Ocean Spray Cranberries, Inc.
     6.25%                                      25,000             2,345
   Stokely-Van Camp Corp. 5.00%                 56,410               941
                                                               -------------
                                                                   3,286
                                                               -------------
ENERGY (1.4%)
  Apache Corp. 5.68%                            50,000             4,302
                                                               -------------

FINANCIAL SERVICES (44.5%)
  BANKS--NEW YORK CITY (7.8%)
  The Chase Manhattan Corp.
   4.96%                                       175,000              8,444
  J. P. Morgan & Co., Inc. 6.625%              200,000             10,350
  Republic New York Corp. 5.715%               125,000              5,625

  BANKS--OUTSIDE NEW YORK CITY (9.8%)
(1) ABN-AMRO North America 6.59%                 9,000              8,882
  Comerica, Inc. 6.84%                          75,000              3,806
  Fleet Boston Corp. 6.75%                     190,000              9,785
(1)  LaSalle National Bank 6.46%                 2,000              2,010
  PNC Bank Corp. 6.05%                          50,000              2,538
  Wells Fargo & Co. 6.59%                       75,000              3,849

  DIVERSIFIED FINANCIAL SERVICES (6.0%)
  Citigroup, Inc. 6.365%                       275,000             13,544
  Household International
   Inc. $4.30                                   75,000              5,175

  FINANCE COMPANIES (1.2%)
  Heller Financial, Inc. 6.687%                 40,000              3,876


- --------------------------------------------------------------------------------
                                                                   MARKET
                                                                   VALUE*
                                                SHARES             (000)
- --------------------------------------------------------------------------------
FINANCIAL--MISCELLANEOUS (14.4%)
  Federal Home Loan Mortgage
   Corp. 5.00%                                 400,000             15,900
  Federal Home Loan Mortgage
   Corp. 5.10%                                 100,000              4,884
  Federal Home Loan Mortgage
   Corp. 5.79%                                 200,000              9,300
  Federal Home Loan Mortgage
   Corp. 6.14%                                 100,000              5,225
  Federal National Mortgage
   Assn. 6.45%                                 100,000              5,138
  MBNA Corp. 7.50%                             200,000              5,050

  INSURANCE--PROPERTY-CASUALTY (2.4%)
(1)Hillbrook Insurance Co. 5.90%                    75              7,481

  SECURITIES BROKERS & SERVICES (2.9%)
  Morgan Stanley Dean Witter
   Co., 7.75%                                  175,000              9,231
                                                      -------------------
                                                                  140,093
                                                      -------------------
MATERIALS & PROCESSING (2.4%)
  Alcoa, Inc. $3.75                             77,490              5,037
  E.I. du Pont de Nemours &
   Co. 3.50%                                    15,600                877
  E.I. du Pont de Nemours &
   Co. $4.50                                    22,925              1,674
                                                      -------------------
                                                                    7,588
                                                      -------------------
TECHNOLOGY (0.5%)
  International Business Machines
   Corp. 7.50%                                  57,500              1,513
                                                      -------------------
                                       12
<PAGE>

- --------------------------------------------------------------------------------
                                                                   MARKET
                                                                   VALUE*
                                               SHARES              (000)
- --------------------------------------------------------------------------------
UTILITIES (47.3%)
  UTILITIES--ELECTRICAL (47.1%)
  Alabama Power Co. 5.20%                      690,000             14,317
  Baltimore Gas & Electric
   Co. 6.70%                                    39,700              4,252
  Baltimore Gas & Electric
   Co. 6.97%                                    10,900              1,177
  Baltimore Gas & Electric
   Co. 6.99%                                    35,000              3,815
  Baltimore Gas & Electric
   Co. 7.125%                                   52,000              5,603
  Boston Edison Co. 4.78%                        2,000                154
  Carolina Power & Light Co. 5.44%               4,319                374
  Duke Energy Corp. 6.375%                      31,100                793
  Duke Energy Corp. 7.00%                        3,362                357
  Duke Energy Corp. 7.04%                        1,558                169
  Duke Energy Corp. 7.85%                       20,544              2,232
  Duquesne Light Co. 3.75%                       4,200                122
  Duquesne Light Co. 4.10%                       6,710                226
  Duquesne Light Co. 4.15%                       9,160                270
  Florida Power & Light Co. 6.75%               20,000              2,134
  Florida Power & Light Co. 6.98%              105,000             11,249
  Idaho Power Co. 7.07%                         25,000              2,653
  Indianapolis Power & Light 5.65%              75,000              6,966
  Monongahela Power Co. 7.73%                   50,000              5,406
  PECO Energy Co. $4.30                          1,060                 66
  PECO Energy Co. $7.48                         50,000              5,359
  PP&L Resources, Inc. 6.75%                    85,000              8,968
  PSI Energy Inc. 4.16%                          4,050                 69
  PSI Energy Inc. 4.32%                          8,890                140
  PSI Energy Inc. 6.875%                        40,000              4,320
  Pacific Gas & Electric Co. 4.36%              11,800                189
  Pacific Gas & Electric Co. 4.50%               3,600                 59
  Pacific Gas & Electric Co. 5.00%              42,300                801
  Pacific Gas & Electric Co. 7.04%             210,000              5,434
  PacifiCorp $1.28                               7,036                140
  PacifiCorp 7.48%                              75,000              7,776
  Potomac Electric Power Co. $2.28              37,000              1,367
  Potomac Electric Power Co. $2.46              35,000              1,395
  Puget Sound Energy 7.45%                     240,000              6,495
  San Diego Gas & Electric
   Co. $1.70                                   140,000              3,641
  Sierra Pacific Power Co. 7.80%               200,000              5,303
  South Carolina Electric & Gas
   Co. 6.52%                                   115,000             11,902
  TXU Electric Co. $1.805                        8,300                214
  TXU Electric Co. $1.875                      112,800              2,922
  TXU Electric Co. $4.76                         3,786                281
  TXU Electric Co. $4.84                         5,500                425
  TXU Electric Co. $7.98                        45,000              4,826
  Union Electric Co. $4.56                      12,150                863
  Union Electric Co. $7.64                      34,000              3,720
  Virginia Electric & Power
   Co. $6.98                                    60,000              6,453
  Wisconsin Power & Light
   Co. 6.20%                                    18,500              1,862
  Wisconsin Public Service
   Corp. 6.88%                                  10,000              1,066

- --------------------------------------------------------------------------------
                                                                   MARKET
                                                                   VALUE*
PREFERRED STOCK FUND                            SHARES             (000)
- --------------------------------------------------------------------------------
  UTILITIES--TELECOMMUNICATIONS (0.2%)
  GTE California Inc. 4.50%                        822                 12
  GTE California Inc. 5.00%                     15,339                254
  GTE Florida Inc. $1.25                         5,120                106
  GTE Florida Inc. $1.30                         6,200                133
                                                      -------------------
                                                                  148,830
                                                      -------------------
- --------------------------------------------------------------------------------
TOTAL PREFERRED STOCKS
  (COST $313,968)                                                 305,612
- --------------------------------------------------------------------------------
                                                  FACE
                                                AMOUNT
                                                  (000)
- --------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENT (2.6%)
- --------------------------------------------------------------------------------
REPURCHASE AGREEMENT
Collateralized by U.S. Government
  Obligations in a Pooled
  Cash Account
  5.24% 11/1/1999
  (Cost $8,169)                                 $8,169              8,169
- --------------------------------------------------------------------------------
TOTAL INVESTMENTS (99.8%)
  (COST $322,137)                                                 313,781
- --------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES (0.2%)
- --------------------------------------------------------------------------------
Other Assets--Note C                                                2,150
Liabilities                                                        (1,379)
                                                      -------------------
                                                                      771
- --------------------------------------------------------------------------------
NET ASSETS (100%)
- --------------------------------------------------------------------------------
Applicable to 33,320,222 outstanding $.001
  par value shares of beneficial interest
  (unlimited authorization)                                      $314,552
================================================================================
NET ASSET VALUE PER SHARE                                           $9.44
================================================================================
 *See Note A in Notes to Financial Statements.
(1)Security exempt from registration under Rule 144A of
  the  Securities  Act of 1933.  These  securities  may be sold
  in  transactions exempt from  registration,  normally to
  qualified  institutional  buyers.  At October 31, 1999, the
  aggregate  value of these  securities  was  $20,718,000,
  representing 6.6% of net assets.

- --------------------------------------------------------------------------------
 AT OCTOBER 31, 1999, NET ASSETS CONSISTED OF:
- --------------------------------------------------------------------------------
                                                AMOUNT                PER
                                                  (000)             SHARE
- --------------------------------------------------------------------------------
 Paid in Capital                              $321,924              $9.66
 Undistributed Net
  Investment Income                              1,177                .04
 Accumulated Net Realized Loss                    (193)              (.01)
 Unrealized Depreciation--
  Note F                                        (8,356)              (.25)
================================================================================
 NET ASSETS                                   $314,552              $9.44
================================================================================

                                       13

<PAGE>

STATEMENT OF OPERATIONS

This Statement  shows dividend and interest income earned by the fund during the
reporting period,  and details the operating expenses charged to the fund. These
expenses  directly  reduce the amount of investment  income  available to pay to
shareholders  as  dividends.  This  Statement  also  shows  any Net Gain  (Loss)
realized  on the  sale of  investments,  and the  increase  or  decrease  in the
Unrealized Appreciation (Depreciation) on investments during the period.

- --------------------------------------------------------------------------------
                                               PREFERRED STOCK FUND
                                        YEAR ENDED OCTOBER 31, 1999
                                                              (000)
- --------------------------------------------------------------------------------
INVESTMENT INCOME
INCOME
   Dividends                                               $ 21,604
   Interest                                                     304
                                                      -------------
      Total Income                                           21,908
                                                      -------------
EXPENSES
   Investment Advisory Fee--Note B                              455
   The Vanguard Group--Note C
      Management and Administrative                             725
      Marketing and Distribution                                 72
   Custodian Fees                                                12
   Auditing Fees                                                  9
   Shareholders' Reports                                         18
   Trustees' Fees and Expenses                                    1
                                                      -------------
      Total Expenses                                          1,292
      Expenses Paid Indirectly--Note D                          (3)
                                                      -------------
      Net Expenses                                            1,289
- --------------------------------------------------------------------------------
NET INVESTMENT INCOME                                        20,619
- --------------------------------------------------------------------------------
REALIZED NET LOSS ON INVESTMENT SECURITIES SOLD               (110)
- --------------------------------------------------------------------------------
CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION)
     OF INVESTMENT SECURITIES                              (28,274)
- --------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS     $  (7,765)
================================================================================

                                       14

<PAGE>

STATEMENT OF CHANGES IN NET ASSETS

This Statement shows how the fund's total net assets changed during the two most
recent reporting periods. The Operations section summarizes information detailed
in  the  Statement  of  Operations.   The  amounts  shown  as  Distributions  to
shareholders  from the fund's net  income  and  capital  gains may not match the
amounts shown in the Operations section, because distributions are determined on
a tax  basis  and may be made in a period  different  from the one in which  the
income was earned or the gains were  realized on the financial  statements.  The
Capital Share Transactions section shows the amount shareholders invested in the
fund,  either by purchasing shares or by reinvesting  distributions,  as well as
the amounts redeemed.  The  corresponding  numbers of Shares Issued and Redeemed
are shown at the end of the Statement.

- --------------------------------------------------------------------------------
                                                       PREFERRED STOCK FUND
                                                       YEAR ENDED OCTOBER 31,
- --------------------------------------------------------------------------------
                                                          1999          1998
                                                          (000)         (000)
- --------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS
   Net Investment Income                             $  20,619      $ 19,843
   Realized Net Gain (Loss)                               (110)        6,265
   Change in Unrealized Appreciation (Depreciation)    (28,274)           53
                                                    ----------------------------
      Net Increase (Decrease) in Net Assets Resulting
          from Operations                               (7,765)       26,161
                                                    ----------------------------
DISTRIBUTIONS
   Net Investment Income                               (19,870)      (20,808)
   Realized Capital Gain                                (4,518)           --
                                                    ----------------------------
      Total Distributions                              (24,388)      (20,808)
                                                    ----------------------------
CAPITAL SHARE TRANSACTIONS1
   Issued                                               86,045       130,539
   Issued in Lieu of Cash Distributions                 18,858        15,646
   Redeemed                                           (138,952)      (90,903)
                                                    ----------------------------
      Net Increase (Decrease) from
          Capital Share Transactions                   (34,049)       55,282
- --------------------------------------------------------------------------------
   Total Increase (Decrease)                           (66,202)       60,635
- --------------------------------------------------------------------------------
NET ASSETS
   Beginning of Year                                   380,754       320,119
                                                    ============================
   End of Year                                        $314,552      $380,754
================================================================================
1Shares Issued (Redeemed)
   Issued                                                8,516        12,503
   Issued in Lieu of Cash Distributions                  1,886         1,509
   Redeemed                                            (13,836)       (8,731)
                                                    ----------------------------
      Net Increase (Decrease) in Shares Outstanding     (3,434)        5,281
================================================================================

                                       15

<PAGE>

FINANCIAL HIGHLIGHTS

This table  summarizes  the  fund's  investment  results  and  distributions  to
shareholders on a per-share  basis. It also presents the fund's Total Return and
shows net  investment  income and expenses as percentages of average net assets.
These data will help you assess:  the  variability  of the fund's net income and
total returns from year to year;  the relative  contributions  of net income and
capital gains to the fund's total return; how much it costs to operate the fund;
and the extent to which the fund tends to distribute  capital  gains.  The table
also  shows the  Portfolio  Turnover  Rate,  a measure of  trading  activity.  A
turnover  rate of 100% means that the  average  security is held in the fund for
one year.


<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
                                                                 PREFERRED STOCK FUND
                                                                 YEAR ENDED OCTOBER 31,
<S>                                                    <C>       <C>       <C>       <C>       <C>
                                                ---------------------------------------------------
FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR            1999     1998      1997      1996     1995
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF YEAR                    $10.36   $10.17   $  9.67     $9.61    $8.35
- ---------------------------------------------------------------------------------------------------
INVESTMENT OPERATIONS
   Net Investment Income                                .590      .58       .63       .69      .66
   Net Realized and Unrealized Gain (Loss)
          on Investments                               (.825)     .22       .53       .04     1.25
                                                ---------------------------------------------------
      Total from Investment Operations                 (.235)     .80      1.16       .73     1.91
                                                ---------------------------------------------------
DISTRIBUTIONS
   Dividends from Net Investment Income                (.560)    (.61)     (.66)     (.67)    (.65
   Distributions from Realized Capital Gains           (.125)      --        --        --       --
                                                ---------------------------------------------------
      Total Distributions                              (.685)    (.61)     (.66)     (.67)    (.65
- ---------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF YEAR                          $ 9.44   $10.36    $10.17     $9.67    $9.61
===================================================================================================
TOTAL RETURN                                           -2.47%    8.00%    12.44%     8.04%   23.79%
===================================================================================================
RATIOS/SUPPLEMENTAL DATA
   Net Assets, End of Year (Millions)                   $315     $381      $320      $286     $308
   Ratio of Total Expenses to Average Net Assets        0.36%    0.36%     0.37%     0.39%    0.52%
   Ratio of Net Investment Income to Average
     Net Assets                                         5.76%    5.60%     6.41%     7.23%    7.43%
   Portfolio Turnover Rate                                11%      39%       34%       31%      20%
===================================================================================================
</TABLE>

                                       16

<PAGE>


NOTES TO FINANCIAL STATEMENTS

Vanguard Preferred Stock Fund is registered under the Investment Company Act of
1940 as a diversified open-end investment company, or mutual fund.

A. The following  significant  accounting policies conform to generally accepted
accounting  principles  for mutual  funds.  The fund  consistently  follows such
policies in preparing its financial statements.

     1. SECURITY  VALUATION:  Equity  securities are valued at the latest quoted
sales  prices  as of the  close  of  trading  on the  New  York  Stock  Exchange
(generally  4:00 p.m.  Eastern time) on the valuation  date; such securities not
traded on the valuation date are valued at the mean of the latest quoted bid and
asked  prices.  Prices are taken from the primary  market in which each security
trades.  Bonds are valued using the lastest bid prices or using valuations based
on a matrix system (which  considers  such factors as security  prices,  yields,
maturities,  and ratings),  both as furnished by independent  pricing  services.
Temporary cash investments are valued at cost, which approximates  market value.
Securities for which market  quotations are not readily  available are valued by
methods deemed by the Board of Trustees to represent fair value.
     2.  FEDERAL  INCOME  TAXES:  The fund  intends to  continue to qualify as a
regulated   investment  company  and  distribute  all  of  its  taxable  income.
Accordingly,  no provision for federal income taxes is required in the financial
statements.
     3.  REPURCHASE  AGREEMENTS:  The fund,  along  with  other  members  of The
Vanguard  Group,  transfers  uninvested  cash balances to a Pooled Cash Account,
which  is  invested  in  repurchase   agreements  secured  by  U.S.   government
securities.  Securities pledged as collateral for repurchase agreements are held
by a custodian bank until the agreements  mature.  Each agreement  requires that
the market value of the  collateral be sufficient to cover  payments of interest
and principal; however, in the event of default or bankruptcy by the other party
to  the  agreement,  retention  of  the  collateral  may  be  subject  to  legal
proceedings.
     4.  DISTRIBUTIONS:  Distributions  to  shareholders  are  recorded  on  the
ex-dividend  date.  Distributions  are  determined on a tax basis and may differ
from net investment  income and realized  capital gains for financial  reporting
purposes.
     5. OTHER:  Dividend  income is recorded on the ex-dividend  date.  Security
transactions  are accounted for on the date securities are bought or sold. Costs
used to determine  realized gains (losses) on the sale of investment  securities
are those of the specific securities sold.

B. WELLINGTON  MANAGEMENT COMPANY, LLP, provides investment advisory services to
the fund for a fee  calculated  at an  annual  percentage  rate of  average  net
assets.  For the year ended October 31, 1999,  the advisory fee  represented  an
effective annual rate of 0.13% of the fund's average net assets.

C. The Vanguard Group  furnishes at cost corporate  management,  administrative,
marketing,  and distribution  services. The costs of such services are allocated
to the fund  under  methods  approved  by the  Board of  Trustees.  The fund has
committed to provide up to 0.40% of its net assets in capital  contributions  to
Vanguard.  At October 31, 1999, the fund had  contributed  capital of $70,000 to
Vanguard (included in Other Assets), representing 0.02% of the fund's net assets
and 0.1% of Vanguard's capitalization. The fund's Trustees and officers are also
Directors and officers of Vanguard.

D. The  fund's  custodian  bank has  agreed  to  reduce  its fees  when the fund
maintains cash on deposit in the  non-interest-bearing  custody account. For the
year ended October 31, 1999,  custodian fee offset arrangements reduced expenses
by $3,000.

E. During the year ended October 31, 1999,  the fund  purchased  $39,926,000  of
investment securities and sold $72,225,000 of investment securities,  other than
U.S.  government  securities  and  temporary  cash  investments.  Sales  of U.S.
government securities were $11,391,000.

                                       17

<PAGE>

     At October 31, 1999, the fund had available a capital loss  carryforward of
$110,000 to offset future net capital gains through October 31, 2007.

F. At October 31, 1999, net unrealized depreciation of investment securities for
financial  reporting and federal income tax purposes was $8,356,000,  consisting
of unrealized  gains of  $6,220,000 on securities  that had risen in value since
their  purchase and  $14,576,000  in unrealized  losses on  securities  that had
fallen in value since their purchase.

                                       18


<PAGE>

REPORT OF INDEPENDENT ACCOUNTANTS

To the Shareholders and Trustees of
Vanguard Preferred Stock Fund

In our  opinion,  the  accompanying  statement  of net  assets  and the  related
statements  of  operations  and of  changes  in net  assets  and  the  financial
highlights present fairly, in all material  respects,  the financial position of
Vanguard  Preferred  Stock Fund (the "Fund") at October 31, 1999, the results of
its operations  for the year then ended,  the changes in its net assets for each
of the two years in the period then ended and the financial  highlights for each
of the five  years in the  period  then  ended,  in  conformity  with  generally
accepted  accounting  principles.   These  financial  statements  and  financial
highlights   (hereafter   referred  to  as  "financial   statements")   are  the
responsibility  of the Fund's  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing  standards  which  require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at October  31,  1999 by
correspondence  with the custodian,  provide a reasonable  basis for the opinion
expressed above.

PricewaterhouseCoopers LLP

Thirty South Seventeenth Street
Philadelphia, Pennsylvania 19103

November 30, 1999

                                       19

<PAGE>

- --------------------------------------------------------------------------------
SPECIAL 1999 TAX INFORMATION (UNAUDITED) FOR
VANGUARD PREFERRED STOCK FUND

This  information  for the fiscal  year ended  October  31,  1999,  is  included
pursuant to provisions of the Internal Revenue Code.
     The fund  distributed  $4,518,000  as  capital  gain  dividends  (from  net
long-term  capital  gains) to  shareholders  in December  1998,  all of which is
designated as a 20% rate gain distribution.
     For corporate shareholders, 100% of investment income (dividend income plus
short-term gains, if any) qualifies for the dividends-received deduction.
- --------------------------------------------------------------------------------

                                       20

<PAGE>

- --------------------------------------------------------------------------------
THE PEOPLE WHO GOVERN YOUR FUND

The  Trustees of your mutual fund are there to see that the fund is operated and
managed in your best interests  since,  as a shareholder,  you are part owner of
the fund.  Your  fund  Trustees  also  serve on the  Board of  Directors  of The
Vanguard  Group,  which is owned by the  funds  and  exists  solely  to  provide
services to them on an at-cost basis.
     Seven of Vanguard's nine board members are  independent,  meaning that they
have no  affiliation  with  Vanguard or the funds they  oversee,  apart from the
sizable personal investments they have made as private  individuals.  They bring
distinguished  backgrounds  in business,  academia,  and public service to their
task of working with Vanguard officers to establish the policies and oversee the
activities of the funds.
     Among board members' responsibilities are selecting investment advisers for
the  funds;  monitoring  fund  operations,  performance,  and  costs;  reviewing
contracts;  nominating  and  selecting  new  Trustees/Directors;   and  electing
Vanguard officers.
     The list below provides a brief description of each Trustee's  professional
affiliations.  Noted in  parentheses is the year in which the Trustee joined the
Vanguard Board.

TRUSTEES

JOHN C. BOGLE (1967) Founder, Senior Chairman of the Board, and Director/Trustee
of The  Vanguard  Group,  Inc.,  and  each of the  investment  companies  in The
Vanguard Group.

JOHN J. BRENNAN  (1987)  Chairman of the Board,  Chief  Executive  Officer,  and
Director/Trustee  of The  Vanguard  Group,  Inc.,  and  each  of the  investment
companies in The Vanguard Group.

JOANN HEFFERNAN HEISEN (1998) Vice President,  Chief Information  Officer, and a
member of the  Executive  Committee of Johnson & Johnson;  Director of Johnson &
JohnsonoMerck Consumer Pharmaceuticals Co., The Medical Center at Princeton, and
Women's Research and Education Institute.

BRUCE K.  MACLAURY  (1990)  President  Emeritus  of The  Brookings  Institution;
Director of  American  Express  Bank Ltd.,  The St. Paul  Companies,  Inc.,  and
National Steel Corp.

BURTON G. MALKIEL  (1977)  Chemical  Bank  Chairman's  Professor  of  Economics,
Princeton  University;  Director of Prudential  Insurance Co. of America,  Banco
Bilbao Gestinova,  Baker Fentress & Co., The Jeffrey Co., and Select Sector SPDR
Trust.

ALFRED M. RANKIN, JR. (1993) Chairman,  President,  Chief Executive Officer, and
Director of NACCO Industries, Inc.; Director of The BFGoodrich Co.

JOHN C.  SAWHILL  (1991)  President  and Chief  Executive  Officer of The Nature
Conservancy;  formerly,  Director  and  Senior  Partner  of  McKinsey  & Co. and
President  of New York  University;  Director of Pacific Gas and  Electric  Co.,
Procter & Gamble Co., NACCO Industries, and Newfield Exploration Co.

JAMES O. WELCH,  JR. (1971) Retired  Chairman of Nabisco Brands,  Inc.;  retired
Vice Chairman and Director of RJR Nabisco;  Director of TECO Energy,  Inc.,  and
Kmart Corp.

J.  LAWRENCE  WILSON  (1985)  Retired  Chairman of Rohm & Haas Co.;  Director of
Cummins Engine Co. and The Mead Corp.; Trustee of Vanderbilt University.
- --------------------------------------------------------------------------------
OTHER FUND OFFICERS

RAYMOND J.  KLAPINSKY    Secretary;  Managing
Director  and  Secretary  of The Vanguard  Group,
Inc.;  Secretary  of each of the  investment  companies
in The Vanguard Group.

THOMAS J. HIGGINS  Treasurer;  Principal of The
Vanguard Group, Inc.; Treasurer of each of the
investment companies in The Vanguard Group.

VANGUARD MANAGING DIRECTORS

R. GREGORY BARTON Legal Department.
ROBERT A. DISTEFANO  Information Technology.
JAMES H. GATELY  Individual Investor Group.
KATHLEEN C. GUBANICH  Human Resources.
IAN A. MACKINNON  Fixed Income Group.
F. WILLIAM MCNABB, III  Institutional Investor Group.
MICHAEL S. MILLER  Planning and Development.
RALPH K. PACKARD  Chief Financial Officer.
GEORGE U. SAUTER  Core Management Group.

<PAGE>

ABOUT OUR COVER

Our cover art, depicting HMS Vanguard at sea, is a
reproduction  of Leading the Way, a 1984 work created
and  copyrighted  by noted naval artist Tom Freeman,
of Forest Hill, Maryland.

All comparative mutual fund data are from Lipper Inc. or Morningstar,
Inc., unless otherwise noted.

"Standard & Poor's(R),"  "S&P(R),"  "S&P  500(R),"  "Standard & Poor's 500,"
and "500" are trademarks of The McGraw-Hill Companies, Inc.

Frank Russell Company is the owner of trademarks and copyrights
relating to the Russell Indexes.  "Wilshire 4500" and "Wilshire 5000"
are trademarks of Wilshire Associates.

[SHIP]
[THE VANGUARD GROUP LOGO]
Post Office Box 2600
Valley Forge, Pennsylvania 19482-2600

WORLD WIDE WEB
www.vanguard.com

FUND INFORMATION
1-800-662-7447

INDIVIDUAL ACCOUNT SERVICES
1-800-662-2739

INSTITUTIONAL INVESTOR SERVICES
1-800-523-1036

This report is intended for the fund's
shareholders.  It may not be distributed
to  prospective  investors  unless it
is preceded or  accompanied by the
current fund prospectus.

Q380-12/13/1999

(C) 1999 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing
Corporation, Distributor.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission