VANGUARD BALANCED INDEX FUND INC
497, 1994-04-21
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                                                  A Member of The Vanguard Group
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PROSPECTUS -- APRIL 18, 1994
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NEW ACCOUNT INFORMATION: INVESTOR INFORMATION DEPARTMENT -- 1-800-662-7447
(SHIP)
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SHAREHOLDER ACCOUNT SERVICES: CLIENT SERVICES DEPARTMENT -- 1-800-662-2739
(CREW)
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<TABLE>
<S>                        <C>
INVESTMENT                 Vanguard Balanced Index Fund, Inc. (the "Fund") is an open-end diversified
OBJECTIVE                  investment company that invests in a portfolio of common stocks and bonds.
AND POLICIES               The objective of the Fund is to replicate, with respect to 60% of its
                           assets, the investment performance of the Wilshire 5000 Index (the"Wilshire
                           5000") and, with respect to 40% of its assets, the investment performance
                           of the Lehman Brothers Aggregate Bond Index (the "Lehman Brothers Index").
                           There is no assurance that the Fund will achieve its stated objective.
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OPENING AN                 To open a regular (non-retirement) account, please complete and return the
ACCOUNT                    Account Registration Form. If you need assistance in completing this Form,
                           please call our Investor Information Department. To open an Individual
                           Retirement Account (IRA), please use a Vanguard IRA Adoption Agreement. To
                           obtain a copy of this form, call 1-800-662-7447, Monday through Friday,
                           from 8:00 a.m. to 8:00 p.m. (Eastern time). The minimum initial investment
                           is $3,000 ($500 for Individual Retirement Accounts and Uniform
                           Gifts/Transfers to Minors Act accounts). The Fund is offered on a no-load
                           basis (i.e., there are no sales commissions or 12b-1 fees). However, the
                           Fund incurs expenses for management, administrative, and distribution
                           services. Shareholders will also incur a $10 annual account maintenance
                           fee, deducted at a rate of $2.50 per quarter from the dividend income of
                           each Fund account.
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ABOUT THIS                 This Prospectus is designed to set forth concisely the information you
PROSPECTUS                 should know about the Fund before you invest. It should be retained for
                           future reference. A "Statement of Additional Information" containing
                           additional information about the Fund has been filed with the Securities
                           and Exchange Commission. This Statement is dated April 18, 1994 and has
                           been incorporated by reference into this Prospectus. A copy may be obtained
                           without charge by writing to the Fund or by calling the Investor
                           Information Department.
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TABLE OF CONTENTS
 
<TABLE>
<S>                                      <C>                                      <C>
Page                                     Page                                     Page
Fund Expenses ................      2    Investment Limitations .........  11     SHAREHOLDER GUIDE
Financial Highlights ............   3    Management of the Fund ........   11     Opening an Account and
Yield and Total Return ..........   3    Investment Adviser .............  12     Purchasing Shares ...........     16
        FUND INFORMATION                 Dividends, Capital Gains                 When Your Account Will
Investment Objective ...........    4    and Taxes ...................     12     Be Credited ..................    19
Investment Policies .............   4    The Share Price of                       Selling Your Shares ............  19
Investment Risks ...............    5    the Fund ....................     13     Exchanging Your Shares ........   21
Who Should Invest .............     6    General Information ............  14     Important Information About
Implementation of Policies ......   7    Directors and Officers ...........15     Telephone Transactions .......    22
                                                                                  Transferring Registration ....... 23
                                                                                  Other Vanguard Services ........  23
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
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<TABLE>
<S>                       <C>
FUND EXPENSES             The following table illustrates all expenses and fees that you would
                          incur as a shareholder of the Fund. The expenses and fees set forth in
                          the table are for the 1993 fiscal year.
</TABLE>
 
<TABLE>
                                                    SHAREHOLDER TRANSACTION EXPENSES
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                           <S>                                                                <C>       <C>
                           Sales Load Imposed on Purchases...............................                None
                           Sales Load Imposed on Reinvested Dividends....................                None
                           Redemption Fees...............................................                None
                           Exchange Fees.................................................                None

                                                     ANNUAL FUND OPERATING EXPENSES
                           -----------------------------------------------------------------------------------
                           Management & Administrative Expenses*.........................                0.14%
                           Investment Advisory Fees......................................                0.00
                           12b-1 Fees....................................................                None
                           Other Expenses
                             Distribution Costs..........................................     0.02%
                             Miscellaneous Expenses......................................     0.04
                                                                                              ----
                           Total Other Expenses..........................................                0.06
                                                                                                        ------
                                    TOTAL FUND OPERATING EXPENSES........................                0.20%
                                                                                                        ------
                                                                                                        ------
                           *In addition to these costs, shareholders will incur an annual account maintenance
                             fee of $10 starting in 1993.
</TABLE>
 
<TABLE>
<S>                       <C>
                          The purpose of this table is to assist you in understanding the various
                          costs and expenses that you would bear directly or indirectly as an
                          investor in the Fund.

FUND ASSESSES             The Fund assesses an annual account maintenance fee of $10 to allocate
A $10 ACCOUNT             part of the fixed costs of maintaining shareholder accounts equally to
MAINTENANCE FEE           all accounts. This fee, which is paid directly by shareholders, is
                          deducted at a rate of $2.50 per quarter from the Fund's quarterly
                          dividend. See "Dividends, Capital Gains and Taxes" for more information
                          on this fee. The $10 fee amounts to 0.33% on a $3,000 investment in the
                          Fund, 0.10% on a $10,000 investment, and 0.01% on a $100,000 investment.

                          The following example illustrates the expenses that you would incur on a
                          $1,000 investment over various periods, assuming (1) a 5% annual rate of
                          return and (2) redemption at the end of each period. As noted in the
                          table above, the Fund charges no redemption fees of any kind.
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<TABLE>
<CAPTION>
                                       
                                1 YEAR        3 YEARS       5 YEARS       10 YEARS
                                -------       -------       -------       --------
                                <S>           <C>           <C>           <C>
                                  $12           $36           $61           $124
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<TABLE>
<S>                       <C>
                          Included in these expenses are account maintenance fees of $10, $30, $50
                          and $100 for the respective periods shown. The $10 account maintenance
                          fee is a flat charge which does not vary by the size of your investment.
                          Accordingly, for investments larger than $1,000, your total expenses
                          will be substantially lower in percentage terms than this illustration
                          implies.

                          THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
                          EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE HIGHER OR LOWER THAN
                          THOSE SHOWN.
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<S>                       <C>
FINANCIAL                 The following financial highlights for a share outstanding throughout
HIGHLIGHTS                each period, have been audited by Price Waterhouse, independent
                          accountants, whose report thereon was unqualified. This information
                          should be read in conjunction with the Fund's financial statements and
                          notes thereto which are incorporated by reference in the Statement of
                          Additional Information and in this Prospectus, and which appear, along
                          with the report of Price Waterhouse, in the Fund's 1993 Annual Report to
                          Shareholders. For a more complete discussion of the Fund's performance,
                          please see the Fund's 1993 Annual Report to Shareholders, which may be
                          obtained without charge by writing to the Fund or by calling our
                          Investor Information Department at 1-800-662-7447.
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<TABLE>
<CAPTION>
                                                                                  YEAR ENDED      SEPT. 28, TO
                                                                                 DECEMBER 31,       DEC. 31,
                                                                                     1993             1992
<S>                                                                              <C>              <C>
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NET ASSET VALUE, BEGINNING OF PERIOD...........................................      $10.31           $10.00
                                                                                 ----------       -----------
INVESTMENT OPERATIONS
  Net Investment Income........................................................         .39              .08
  Net Realized and Unrealized Gain (Loss) on Investments.......................         .63              .31
                                                                                  ---------       ----------
    TOTAL FROM INVESTMENT OPERATIONS...........................................        1.02              .39
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DISTRIBUTIONS
  Dividends from Net Investment Income.........................................        (.39)            (.08)
  Distributions from Realized Capital Gains....................................        (.03)              --
                                                                                  ---------       ----------
    TOTAL DISTRIBUTIONS........................................................        (.42)            (.08)
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NET ASSET VALUE, END OF PERIOD.................................................      $10.91           $10.31
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TOTAL RETURN**.................................................................       10.00%            3.69%
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RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...........................................        $367             $109
Ratio of Expenses to Average Net Assets........................................         .20%             .22%*
Ratio of Net Investment Income to Average Net Assets...........................        3.53%            3.76%*
Portfolio Turnover Rate........................................................          25%              17%
</TABLE>
 
<TABLE>
<S>                         <C>
 *Annualized.
**Total return figures do not reflect the annual account maintenance fee of $10. Subscription period for
  portfolio was
 from September 28, 1992, to November 8, 1992, during which time all assets were held in money market
instruments.
 Performance measurement begins on November 9, 1992.
</TABLE>
 
<TABLE>
<S>                       <C>
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YIELD AND                 From time-to-time the Fund may advertise its yield and total return.
TOTAL RETURN              Both yield and total return figures are based on historical earnings and
                          are not intended to indicate future performance. The "total return" of
                          the Fund refers to the average annual compounded rates of return over
                          one-, five-and ten-year periods or for the life of the Fund (as stated
                          in the advertisement) that would equate an initial amount invested at
                          the beginning of a stated period to the ending redeemable value of the
                          investment, assuming the reinvestment of all dividend and capital gains
                          distributions.
                          The "30-day yield" of the Fund is calculated by dividing the net
                          investment income per share earned during a 30-day period by the net
                          asset value per share on the last day of the period. Net investment
                          income includes interest and dividend income
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<S>                       <C>
                          earned on the Fund's securities; it is net of all expenses and all
                          recurring and nonrecurring charges that have been applied to all
                          shareholder accounts. The yield calculation assumes that the net
                          investment income earned over 30 days is compounded monthly for six
                          months and then annualized. Methods used to calculate advertised yields
                          are standardized for all stock and bond mutual funds. However, these
                          methods differ from the accounting methods used by the Fund to maintain
                          its books and records, and so the advertised 30-day yield may not fully
                          reflect the income paid to your own account or the yield reported in the
                          Fund's reports to shareholders.

                          Additionally, the Fund may compare its performance to a number of
                          indexes, including the Wilshire 5000, the Lehman Brothers Index, and a
                          composite of the two.
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INVESTMENT                The Fund is an open-end diversified investment company that invests in a
OBJECTIVE                 portfolio of common stocks and bonds. The objective of the Fund is to
THE FUND SEEKS            replicate, with respect to 60% of its assets, the investment performance
TO TRACK THE              of the Wilshire 5000 and, with respect to 40% of its assets, the
WILSHIRE 5000 AND THE     investment performance of the Lehman Brothers Index. There is no
LEHMAN BROTHERS           assurance that the Fund will achieve its stated objective.
INDEX
                          The Wilshire 5000 consists of all U.S. common stocks that trade on a
                          regular basis on the New York and American Stock Exchanges and in the
                          NASDAQ over-the-counter market. The Lehman Brothers Index measures the
                          total return (capital change plus income) provided by a universe of
                          fixed income securities, weighted by market value. The securities
                          included in the index generally have an outstanding market value of at
                          least $25 million, are of investment grade quality and are readily
                          available in the marketplace.

                          The investment objective of the Fund is not fundamental and so may be
                          changed by the Board of Directors without shareholder approval. However,
                          shareholders would be notified of any material change in the Fund's
                          objective.
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INVESTMENT                The Fund is not managed according to traditional methods of "active"
POLICIES                  investment management, which involve the buying and selling of
THE FUND USES A           securities based upon economic, financial and market analysis and
"PASSIVE" APPROACH        investment judgment. Instead, the Fund, utilizing a "passive" or
TO INVEST IN STOCKS       "indexing" investment approach, will attempt to duplicate the investment
AND BONDS                 performance of the stock and bond markets through statistical
                          procedures. The Fund is managed without regard to tax ramifications.

                          Under normal circumstances, the Fund will invest 60% of its net assets
                          in a portfolio of common stocks selected to track the Wilshire 5000 and
                          40% of its net assets in a portfolio of investment-grade bonds designed
                          to track the Lehman Brothers Index. The Fund may also invest in certain
                          short-term fixed income securities as cash reserves, although cash and
                          cash equivalents are normally expected to represent less than 1% of the
                          Fund's assets.

                          The Fund's common stock portfolio is designed to have investment
                          characteristics that parallel those of the Wilshire 5000. The Fund is
                          expected to invest in approximately 500 of the largest securities in the
                          Wilshire 5000 as measured by
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<TABLE>
<S>                       <C>
                          market capitalization and a representative sample of the remainder.
                          Typically, the Fund will hold between 950 and 1,050 stocks, which are
                          selected primarily on the basis of market capitalization and industry
                          weightings.

                          The Fund's bond portfolio is designed to have investment characteristics
                          that parallel those of the Lehman Brothers Index. The Fund will invest
                          in a representative sample of fixed income securities in the Lehman
                          Brothers Index, which, taken together, are expected to perform similarly
                          to the Index.

                          The Fund may also invest up to 30% of its assets in stock or bond
                          futures contracts and options in order to invest uncommitted cash
                          balances, to maintain liquidity to meet shareholder redemptions, or to
                          minimize trading costs. The Fund will not invest in futures contracts,
                          options, or cash reserves as part of a temporary defensive strategy,
                          such as lowering the Fund's investment allocation in common stocks to
                          protect against potential stock market declines. The Fund intends to
                          remain fully invested, to the extent practicable, in a pool of
                          securities which will duplicate the investment characteristics of the
                          Wilshire 5000 and Lehman Brothers Indexes. See "Implementation of
                          Policies" for a description of these and other investment practices of
                          the Fund.

                          These investment policies are not fundamental and so may be changed by
                          the Board of Directors without shareholder approval. However,
                          shareholders will be notified of any material change in the Fund's
                          policies.
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INVESTMENT RISKS          As with any investment program, the Fund entails certain risks. As a
                          mutual fund investing 60% of its assets in common stocks, the Fund is
INVESTORS ARE EXPOSED     subject to stock market risk--i.e., the possibility that stock prices in
TO STOCK MARKET AND       general will decline over short or even extended periods. The stock
INTEREST RATE RISK        market tends to be cyclical, with periods when stock prices generally
                          rise and periods when stock prices generally decline.

                          To illustrate the volatility of stock prices, the following table sets
                          forth the extremes for U.S. stock market returns as well as the average
                          return for the period from 1926 to 1993, as measured by the Standard &
                          Poor's 500 Composite Stock Price Index. (The Standard & Poor's 500 Index
                          is shown here, because the S&P 500 Index, unlike the Wilshire 5000, has
                          been in existence for all of the periods shown.)
</TABLE>
 
<TABLE>
<CAPTION>
                                            AVERAGE ANNUAL U.S. STOCK MARKET RETURNS
                                                         (1926-1993)
                                                 OVER VARIOUS TIMES HORIZONS
                                          --------------------------------------------
                                          1 YEAR     5 YEARS     10 YEARS     20 YEARS
                                          ------     -------     --------     --------
                               <S>        <C>        <C>         <C>          <C>
                               Best       +53.9%      +23.9%       +20.1%       +16.9%
                               Worst      -43.3%      -12.5%        -0.0%        +3.1%
                               Average    +12.3%      +10.3%       +10.6%       +10.6%
</TABLE>

<TABLE>
<S>                       <C>
                          As shown, in the period from 1926 to 1993, common stocks have provided       
                          an annual total return (capital appreciation plus dividend income), on       
                          average, of +12.3%. The return in individual years has varied from a low     
                          of -43.3% to a high of +53.9%, reflecting the short-term volatility of       
                          stock prices. While the average return can be                                
                                                                        
                                        5
</TABLE>                      


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<TABLE>
<S>                       <C>
                          used as a guide for setting reasonable expectations for future stock
                          market returns, it may not be useful for forecasting future returns in 
                          any particular period, as stock returns are quite volatile from year to 
                          year. (Moreover, because the Fund invests in common stocks in the 
                          Wilshire 5000, which includes large, medium and small capitalization 
                          companies, the Fund's stock holdings may be more volatile than the
                          results shown here.)

                          Since the Fund also invests in bonds, investors in the Fund are also
                          exposed to interest rate risk--i.e., fluctuations in the market value of
                          bonds due to changing interest rates. Bond prices are influenced
                          primarily by changes in the level of interest rates. When interest rates
                          rise, the prices of bonds generally fall; conversely, when interest
                          rates fall, bond prices generally rise. While bonds normally fluctuate
                          less in price than stocks, there have been extended periods of cyclical
                          increases in interest rates that have caused significant declines in
                          bond prices. For example, bond prices fell 48% from December 1976 to
                          September 1981. However, a decline in the market value of bonds may be
                          offset in whole or in part by the high level of income that bonds
                          provide.

                          To a limited extent, the Fund is also subject to credit risk--i.e., the
                          likelihood that a bond issuer will fail to make timely payments of
                          interest and principal to the Fund. Such credit risk is expected to be
                          low, however, due to the credit quality and diversification of the
                          Fund's bond investments.

                          From time to time, the stock and bond markets may fluctuate
                          independently of one another. In other words, a decline in the stock
                          market may in certain instances be offset by a rise in the bond market,
                          or vice versa. As a result, the Fund, with its balance of common stock
                          and bond investments, is expected to entail less investment risk (and a
                          potentially lower return) than a mutual fund investing exclusively in
                          common stocks.
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WHO SHOULD                The Fund is designed for conservative investors seeking a long-term
INVEST                    investment offering both current income and the potential for capital
                          growth. By balancing its investments among common stocks and bonds, the
INVESTORS SEEKING A       Fund is expected to provide lower investment risk and share price
BALANCE BETWEEN           volatility than a mutual fund which invests exclusively in common
CURRENT INCOME AND        stocks. The Fund is thus suitable for investors who wish to gain
CAPITAL GROWTH            exposure to the potential capital growth provided by the stock market,
                          while limiting investment risk. Such a balanced investment program might
                          be particularly well-suited to long-term investment objectives such as
                          retirement savings. The Fund is intended to be a long-term investment
                          vehicle and is not designed to provide investors with a means of
                          speculating on short-term market movements. Investors who engage in
                          excessive account activity generate additional costs which are borne by
                          all of the Fund's shareholders. In order to minimize such costs the Fund
                          has adopted the following policies. The Fund reserves the right to
                          reject any purchase request (including exchange purchases from other
                          Vanguard portfolios) that is reasonably deemed to be disruptive to
                          efficient portfolio management, either because of the timing of the
                          investment or previous excessive trading by the investor. Additionally,
                          the Fund has adopted exchange privilege limitations as
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<S>                       <C>
                          described in the section "Exchange Privilege Limitations." Finally, the
                          Fund reserves the right to suspend the offering of its shares.

                          The Fund also offers investors the advantage of a "passive" approach to
                          investing. These include low investment costs, exceptional
                          diversification among a wide range of stocks and bonds, minimal
                          portfolio turnover, and relative predictability. Unlike other mutual
                          funds, which generally attempt to "beat" market averages with often
                          unpredictable results, the Fund seeks to "match" the performance of its
                          underlying indexes and thus is expected to provide a highly predictable
                          return relative to these benchmarks.

                          However, shareholders should expect to be fully exposed to the market
                          risks inherent in investing in stocks and bonds. As the prices of stocks
                          and bonds may be volatile, only investors able to tolerate short-term,
                          possibly substantial fluctuations in the value of their investment,
                          brought about by generally declining stock or bond prices, should
                          contemplate an investment in the Fund. The balanced investment approach
                          of the Fund tends to reduce exposure to stock and bond market risks; it
                          does not eliminate them.

                          Investors may wish to reduce the potential risk of investing in the Fund
                          by purchasing shares on a regular, periodic basis (dollar-cost
                          averaging) rather than making an investment in one lump sum.
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IMPLEMENTATION            The Fund utilizes a number of investment practices in an effort to
OF POLICIES               achieve its stated investment objective.

THE FUND INVESTS IN       The Fund's common stock investments will be selected from securities
A SAMPLE OF ALL U.S.      included in the Wilshire 5000, an index of all regularly and publicly
COMMON STOCKS             traded U.S. common stocks that trade on the New York and American Stock
                          Exchanges and in the NASDAQ over-the-counter market. Approximately 6,000
                          stocks, including large, medium, and small capitalization companies, are
                          included in the Wilshire 5000, which serves as a proxy for the complete
                          U.S. stock market.

                          Under normal circumstances, the Fund will invest 60% of its net assets
                          in common stocks included in the Wilshire 5000. In an effort to
                          replicate the investment performance of the Wilshire 5000, the Fund's
                          common stock holdings will include approximately 500 of the largest
                          market capitalization stocks in the Index and an additional
                          representative sample of the remaining stocks. The high transaction
                          costs and illiquidity of many of the smaller stocks in the Wilshire 5000
                          make complete replication of the Index's holdings impractical.

COMMON STOCKS ARE         The stocks of the Wilshire 5000 included in the Fund are selected using
SELECTED USING            a statistical technique known as "optimization." This process selects
OPTIMIZATION TECHNIQUES   stocks for the Fund so that various industry weightings, market
                          capitalizations, and fundamental characteristics (e.g., price-to-book,
                          price-to-earnings, and debt-to-asset ratios, as well as dividend yields)
                          match those of the Wilshire 5000. For instance, if 10% of the
                          capitalization of the Wilshire 5000 consists of utility companies with
                          relatively large market capitalizations, then the Fund's stock holdings
                          are constructed so that approximately 10% of the Fund's stocks represent
                          utilities with relatively large capitalizations.
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<TABLE>
<S>                       <C>
                          The Fund is not sponsored, endorsed, sold or promoted by Wilshire
                          Associates. Wilshire(R) and Wilshire 5000(R) are registered service
                          marks of Wilshire Associates.

THE FUND INVESTS          Under normal circumstances, the Fund will invest 40% of its net assets
IN A SAMPLE OF ALL        in fixed income securities included in the Lehman Brothers Index, an
U.S. INVESTMENT           index of U.S. investment-grade, fixed income securities. More than 4,500
GRADE DEBT                individual bond issues, including U.S. Treasury and Government agency
                          securities, corporate debt obligations, and mortgage-backed securities
                          are included in the Lehman Brothers Index.

                          The securities included in the Lehman Brothers Index in which the Fund
                          may invest generally meet the following criteria, as defined by Lehman
                          Brothers: an effective maturity of not less than one year; an
                          outstanding market value of at least $50 million; investment grade
                          quality--i.e., rated a minimum of Baa by Moody's Investors Service,
                          Inc., or BBB by Standard & Poor's Corporation; and general availability
                          in the marketplace. If a security held in the Fund's portfolio is
                          downgraded to rating below these minimum standards, the Fund may
                          continue to hold it until such time as the adviser deems it most
                          advantageous to dispose of the security.

BONDS ARE SELECTED        The large number of issues in the Index makes it impractical for the
USING A STRATIFIED        Fund to hold all of the individual issues which comprise the Index.
SAMPLING TECHNIQUE        Instead, the Fund will attempt to replicate the investment performance
                          of the Lehman Brothers Index by holding a representative sample of the
                          securities in the Index. In choosing a representative sample of bond
                          investments from the Lehman Brothers Index, the Fund utilizes a
                          "stratified sampling" technique, which means that, the Fund will select
                          one or two individual bond issues to represent entire "classes" or types
                          of fixed income investments in the Index.

                          At the broadest level, the Fund will seek to hold securities reflecting
                          the three major classes of fixed income investments in the Lehman
                          Brothers Index--U.S. Treasury and Government agency securities,
                          corporate debt obligations, and mortgage-backed securities. For example,
                          if corporate debt obligations represent 25% of the Index, then 25% of
                          the Fund's bond holdings will also be invested in such securities. As
                          the Fund's assets grow, these classes of investments will be further
                          delineated along the lines of sector, term to maturity, coupon, and
                          credit rating. For example, within the corporate debt class, all
                          long-term, low coupon AA-rated utility bonds might be represented in the
                          Fund by one or two individual utility securities, which would result in
                          less diversification and greater security specific risk in the Fund
                          compared to the Index.

                          The Lehman Brothers Index is a trademark of Lehman Brothers, Inc.
                          Inclusion of a security in the Index in no way implies an opinion by
                          Lehman Brothers, Inc. as to the attractiveness or appropriateness of a
                          security as an investment. Lehman Brothers, Inc. is neither a sponsor of
                          nor in any way affiliated with the Fund.

THE FUND'S RETURNS        The sampling techniques utilized by the Fund are expected to be an
SHOULD BE CLOSELY         effective means of substantially duplicating the investment performance
CORRELATED WITH ITS       (dividend income plus capital change) of the Fund's underlying indexes:
UNDERLYING INDEXES        the Wilshire 5000 (for the 60% of net assets invested in common stocks)
                          and the Lehman Brothers Index (for the 40% of net assets invested in bonds). 
                          The correlation between the performance of the

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<TABLE>
<S>                       <C>
                          Fund's stock and bond investments and the Wilshire
                          5000 and Lehman Brothers Indexes, respectively, is expected to be at
                          least 0.95.

                          Due to the use of sampling techniques, however, neither the stock nor
                          bond holdings of the Fund are expected to track their target benchmarks
                          with the degree of accuracy that complete replication of the indexes
                          would have provided. The principal advantage of this sampling approach
                          is to provide an efficient means of investing in a large universe of
                          stocks and bonds. In particular, the Fund is expected to provide
                          exceptionally broad diversification, and should operate at low costs due
                          to both its "passive" approach to portfolio management and expected low
                          portfolio turnover rate.

THE FUND MAY INVEST       Although it normally seeks to remain substantially fully invested in
IN SHORT-TERM MONEY       securities in the Indexes, the Fund may invest temporarily in certain
MARKET INSTRUMENTS        short-term money market instruments. Such securities may be used to
                          invest uncommitted cash balances or to maintain liquidity to meet
                          shareholder redemptions. These securities include: obligations of the
                          United States Government and its agencies or instrumentalities;
                          commercial paper, bank certificates of deposit, and bankers'
                          acceptances; and repurchase agreements collateralized by these
                          securities.

THE FUND MAY USE          The Fund may utilize stock and bond (interest rate) futures contracts,
FUTURES CONTRACTS,        options, warrants, convertible securities and swap agreements to a
OPTIONS, WARRANTS,        limited extent. Specifically, the Fund may enter into futures contracts
CONVERTIBLE SECURITIES    and options provided that not more than 5% of its assets are required as
AND SWAP AGREEMENTS       a margin deposit for futures contracts or options. Additionally, the
                          Fund's investment in warrants will not exceed more than 5% of its assets
                          (2% with respect to warrants not listed on the New York or American
                          Stock Exchanges). Futures contracts, options, warrants, convertible
                          securities and swap agreements may be used for several reasons: to
                          simulate full investment in the underlying index while retaining a cash
                          balance for fund management purposes, to facilitate trading, to reduce
                          transaction costs or to seek higher investment returns when a futures
                          contract, option, warrant, convertible security or swap agreement is
                          priced more attractively than the underlying equity security or index.
                          While each of these securities can be used as leveraged investments, the
                          Fund may not use them to leverage its net assets.

FUTURES CONTRACTS,        The risk of loss associated with futures contracts in some strategies
OPTIONS, WARRANTS,        can be substantial due both to the low margin deposits required and the
CONVERTIBLE SECURITIES    extremely high degree of leverage involved in futures pricing. As a
AND SWAP AGREEMENTS       result, a relatively small price movement in a futures contract may
POSE CERTAIN RISKS        result in an immediate and substantial loss or gain. However, the Fund
                          will not use futures contracts, options, warrants, convertible
                          securities and swap agreements for speculative purposes or to leverage
                          their net assets. Accordingly, the primary risks associated with the use
                          of futures contracts, options, warrants, convertible securities and swap
                          agreements by the Fund are: (i) imperfect correlation between the change
                          in market value of the stocks held by a Fund and the prices of futures
                          contracts, options, warrants, convertible securities and swap
                          agreements; and (ii) possible lack of a liquid secondary market for a
                          futures contract and the resulting inability to close a futures position
                          prior to its maturity date. The risk of imperfect correlation will be minimized
                          by investing 
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                                        9
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<TABLE>
<S>                       <C>
                          its maturity date. The risk of imperfect correlation will be minimized
                          by investing only in those contracts whose behavior is expected to
                          resemble that of a Fund's underlying securities. The risk that a Fund
                          will be unable to close out a futures position will be minimized by
                          entering into such transactions on an exchange with an active and liquid
                          secondary market. However options, warrants, convertible securities and
                          swap agreements purchased or sold over-the-counter may be less liquid
                          than exchange traded securities. Illiquid securities, in general,
                          including swap agreements, may not represent more than 15% of the net
                          assets of the Fund.
                          Since there are no futures contracts traded on either the Lehman
                          Brothers Index or the Wilshire 5000, it will be necessary for the Fund
                          to utilize a composite of other futures contracts to simulate the
                          performance of each of these Indexes. This process may magnify the
                          "tracking error" of the Fund's performance compared to that of the
                          Indexes due to lower correlation of the selected futures with the
                          Indexes. The investment adviser will attempt to reduce this tracking
                          error by investing in those futures contracts whose behavior is expected
                          to resemble that of the underlying securities. There can be no assurance
                          that these selected futures will perfectly correlate with the
                          performance of the Indexes.
                          Swap agreements are contracts between parties in which one party agrees
                          to make payments to the other party based on the change in market value
                          of a specified index or asset. In return, the other party agrees to make
                          payments to the first party based on the return of a different specified
                          index or asset. Although swap agreements entail the risk that a party
                          will default on its payment obligations thereunder, the Fund will
                          minimize this risk by entering into agreements that mark to market no
                          less frequently than quarterly. Swap agreements also bear the risk that
                          the Fund will not be able to meet its obligation to the counterparty.
                          This risk will be mitigated by investing the Fund in the specific asset
                          for which it is obligated to pay a return.
THE FUND MAY LEND         The Fund may lend its investment securities to qualified institutional
ITS SECURITIES            investors for either short-term or long-term purposes of realizing
                          additional income. Loans of securities by the Fund will be
                          collateralized by cash, letters of credit, or securities issued or
                          guaranteed by the U.S. Government or its agencies. The collateral will
                          equal at least 100% of the current market value of the loaned
                          securities, and such loans may not exceed 33 1/3% of the value of the
                          Fund's net assets.
PORTFOLIO TURNOVER        Although it generally seeks to invest for the long term, the Fund
IS NOT EXPECTED TO        retains the right to sell securities irrespective of how long they have
EXCEED 100%               been held. It is anticipated that the annual portfolio turnover of the
                          Fund will not exceed 100%. A turnover rate of 100% would occur, for
                          example, if all of the Fund's securities were replaced within one year.
                          A higher portfolio turnover rate will cause the Fund to incur additional
                          brokerage costs and may cause the Fund to realize a higher level of
                          capital gains or losses. See "Dividends, Capital Gains and Taxes."
THE FUND MAY BORROW       The Fund may borrow money from a bank but only for temporary or
MONEY                     emergency purposes. The Fund would borrow money to meet redemption and
                          purchase needs prior to the settlement of securities already bought or
                          sold or in the process of being
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<S>                       <C>
                          bought or sold by the Fund. To the extent that the Fund borrows money,
                          the Fund may be leveraged; at such times, the Fund may appreciate or
                          depreciate in value more rapidly than its benchmark indexes. The Fund
                          will repay any money borrowed in excess of 5% of the market value of its
                          total assets prior to purchasing additional securities.
- --------------------------------------------------------------------------------------------------
INVESTMENT                The Fund has adopted certain limitations on its investment practices.
LIMITATIONS               Specifically, the Fund will not:
THE FUND HAS ADOPTED      (a) with respect to 75% of its assets, purchase securities of any issuer
CERTAIN FUNDAMENTAL       (except obligations of the U.S. Government and its instrumentalities)
LIMITATIONS                   if, as a result, more than 5% of the value of the Fund's assets
                              would be invested in the securities of such issuer;
                          (b) with respect to 75% of its assets, purchase more than 10% of the
                          voting securities of any issuer;
                          (c) invest more than 25% of its assets in any one industry;
                          (d) borrow money, except that the Fund may borrow from banks (or through
                          reverse repurchase agreements), for temporary or emergency (not
                              leveraging) purposes, including the meeting of redemption requests
                              which might otherwise require the untimely disposition of
                              securities, in an amount not exceeding 15% of the value of the
                              Fund's net assets. Whenever borrowing exceeds 5% of the value of the
                              Fund's net assets, the Fund will not make any additional
                              investments.
                          These investment limitations are considered at the time investment
                          securities are purchased. The limitations described here and in the
                          Statement of Additional Information may be changed only with the
                          approval of a majority of the Fund's shareholders.
- --------------------------------------------------------------------------------------------------
MANAGEMENT                The Fund is a member of The Vanguard Group of Investment Companies, a
OF THE FUND               family of 32 investment companies with 78 distinct portfolios and total
                          assets in excess of $120 billion. Through their jointly owned
VANGUARD ADMINISTERS      subsidiary, The Vanguard Group, Inc. ("Vanguard"), the Fund and the
AND DISTRIBUTES THE       other funds in the Group obtain at cost virtually all of their corporate
FUND                      management, administrative, shareholder accounting and distribution
                          services. Vanguard also provides investment advisory services on an
                          at-cost basis to certain Vanguard funds. As a result of Vanguard's
                          unique corporate structure, the Vanguard funds have costs substantially
                          lower than those of most competing mutual funds. In 1993, the average
                          expense ratio (annual costs including advisory fees divided by total net
                          assets) for the Vanguard funds amounted to approximately .30% compared
                          to an average of 1.02% for the mutual fund industry (data provided by
                          Lipper Analytical Services).
                          Vanguard employs a supporting staff of management and administrative
                          personnel needed to provide the requisite services to the funds and also
                          furnishes the funds with necessary office space, furnishings and
                          equipment. Each fund pays its share of Vanguard's net expenses, which
                          are allocated among the funds under methods approved by the Board of
                          Directors (Trustees) of each fund. In addition, each fund bears its own
                          direct expenses, such as legal, auditing and custodian fees.
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                          Vanguard also provides distribution and marketing services to the
                          Vanguard funds. The funds are available on a no-load basis (i.e., there
                          are no sales commissions or 12b-1 fees). However, each fund bears its
                          share of the Group's distribution costs.
- --------------------------------------------------------------------------------------------------
INVESTMENT                The Fund receives all investment advisory services on an at-cost basis
ADVISER                   from Vanguard. Vanguard's Core Management Group has primary
                          responsibility for the Fund's stock holdings, with Vanguard's Fixed
VANGUARD MANAGES          Income Group having primary responsibility for the Fund's fixed income
THE FUND'S                investments. Both the Core Management and Fixed Income Groups provide
INVESTMENTS               investment advisory services to a wide range of other Vanguard funds. As
                          of December 31, 1993, total assets under management were $16.4 billion
                          for the Core Management Group and $52 billion for the Fixed Income
                          Group. The Fund is not actively managed, but is instead administered by
                          the Core Management and Fixed Income Groups using computerized,
                          quantitative techniques. Both the Core Management and Fixed Income
                          Groups are supervised by the Officers of the Fund.

                          Purchase of portfolio securities may be made either directly from the
                          issuer or from securities dealers. In placing portfolio transactions,
                          Vanguard uses its best judgment to choose the broker most capable of
                          providing the brokerage services necessary to obtain the best available
                          price and most favorable execution at the lowest commission rate. The
                          full range and quality of brokerage services available are considered in
                          making these determinations. In those instances where it is reasonably
                          determined that more than one broker can offer the services needed to
                          provide the best available price and most favorable execution,
                          consideration may be given to those brokers which supply statistical
                          information and provide other services in addition to execution services
                          to the Fund. Fixed income securities may be sold prior to maturity if
                          circumstances and considerations warrant and if the Fund believes such
                          dispositions are advisable.
- --------------------------------------------------------------------------------------------------
DIVIDENDS,                The Fund will distribute substantially all of its net investment income
CAPITAL GAINS             in the form of quarterly dividends.
AND TAXES
THE FUND PAYS             The Fund's dividend and capital gains distributions may be reinvested in
QUARTERLY DIVIDENDS       additional shares or received in cash. See "Choosing a Distribution
                          Option" for a description of these distribution methods.

THE FUND WILL ASSESS      The Fund will automatically deduct a $10 annual account maintenance fee
A $10 ACCOUNT             at a rate of $2.50 per quarter from the dividend income of each account.
MAINTENANCE FEE           If the quarterly dividend for the account is less than the fee to be
                          deducted, the Fund will redeem sufficient shares to make up the
                          difference. The Board of Directors reserves the right to change the
                          annual account maintenance fee to reflect the actual cost of maintaining
                          smaller shareholder accounts. For federal tax purposes, the account
                          maintenance fee does not reduce dividend income and is treated as an
                          investment expense by each shareholder (deductible as a miscellaneous
                          itemized deduction in the case of individual investors).

                          In order to satisfy certain requirements of the Tax Reform Act of 1986,
                          the Fund may declare special dividend and capital gains distributions
                          during December. Such
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                                       12
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                          distributions, if received by shareholders by January 31, are deemed to
                          have been paid by the Fund and received by shareholders on December 31
                          of the prior year.

                          The Fund intends to continue to qualify for taxation as a "regulated
                          investment company" under the Internal Revenue Code so that it will not
                          be subject to federal income tax to the extent its income is distributed
                          to shareholders. Dividends paid by the Fund from net investment income
                          and net short-term capital gains, whether received in cash or reinvested
                          in additional shares, will be taxable to shareholders as ordinary
                          income. For corporate investors, dividends from net investment income
                          will qualify in part for the intercorporate dividends-received
                          deduction. However, the portion of the dividends so qualified depends on
                          the aggregate taxable qualifying dividend income received by the Fund
                          from domestic (U.S.) sources.

                          Distributions paid by the Fund from long-term capital gains, whether
                          received in cash or reinvested in additional shares, are taxable as
                          long-term capital gains, regardless of the length of time you have owned
                          shares in the Fund. Capital gains distributions are made when the Fund
                          realizes net capital gains on sales of portfolio securities during the
                          year. For the Fund, realized capital gains are not expected to be a
                          predictable part of investment return.

                          The Fund will notify you annually as to the tax status of dividend and
                          capital gains distributions paid by the Fund.

A CAPITAL GAIN OR LOSS    A sale of shares of the Fund is a taxable event and may result in a
MAY BE REALIZED           capital gain or loss. A capital gain or loss may be realized from an
UPON EXCHANGE OR          ordinary redemption of shares or an exchange of shares between two
REDEMPTION                mutual funds (or two portfolios of a mutual fund).

                          Dividend distributions, capital gains distributions, and capital gains
                          or losses from redemptions and exchanges may be subject to state and
                          local taxes.

                          The Fund is required to withhold 31% of taxable dividends, capital gains
                          distributions, and redemptions paid to shareholders who have not
                          complied with IRS taxpayer identification regulations. You may avoid
                          this withholding requirement by certifying on your Account Registration
                          Form your proper Social Security or Taxpayer Identification Number and
                          by certifying that you are not subject to backup withholding.

                          The Fund has obtained a Certificate of Authority to do business as a
                          foreign corporation in Pennsylvania and does business and maintains an
                          office in that state. In the opinion of counsel, the shares of the Fund
                          will be exempt from Pennsylvania personal property taxes.

                          The tax discussion set forth above is included for general information
                          only. Prospective investors should consult their own tax advisers
                          concerning the tax consequences of an investment in the Fund.
- --------------------------------------------------------------------------------------------------
THE SHARE PRICE OF THE    The Fund's share price or "net asset value" per share is determined by
  FUND                    dividing the total market value of the Fund's investments and other
                          assets, less any liabilities, by the total number of outstanding shares
                          of the Fund. The net asset value per share is calculated as of the close
                          of regular trading on the New York Stock Exchange
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                                       13
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<S>                       <C>
                          (generally 4:00 p.m. Eastern time) on each day that the Exchange is open
                          for business. The Fund's net asset value includes interest on fixed
                          income securities, which is accrued daily.

                          Portfolio securities that are listed on a securities exchange are valued
                          at the last quoted sale price on the day the valuation is made. Price
                          information on listed securities is taken from the exchange where the
                          security is primarily traded. Securities which are listed on an exchange
                          and which are not traded on the valuation date are valued at the mean
                          between the bid and asked prices. Unlisted stocks for which market
                          quotations are readily available are also valued at the mean of the bid
                          and asked prices.

                          Bond and other fixed income securities may be valued on the basis of
                          prices provided by a pricing service when such prices are believed to
                          reflect the fair market value of such securities. The prices provided by
                          a pricing service may be determined without regard to bid or last sale
                          prices of each security but take into account institutional size
                          transactions in similar groups of securities as well as any developments
                          related to specific securities.

                          Temporary cash investments are valued at amortized cost, which
                          approximates market value. Other securities, including restricted
                          securities and other securities for which no quotations are currently
                          available, are valued at fair market value, as determined in good faith
                          by the Board of Directors.

                          The Fund's share price can be found daily in the mutual fund listings of
                          most major newspapers under the heading of The Vanguard Group.
- --------------------------------------------------------------------------------------------------
GENERAL                   The Fund is a Maryland corporation. The Articles of Incorporation permit
INFORMATION               the Directors to issue 1,000,000,000 shares of common stock, with a
                          $.001 par value. The Board of Directors has the power to designate one
                          or more classes ("series") of shares of common stock and to classify or
                          reclassify any unissued shares with respect to such series. Currently
                          the Fund is offering shares of one series.

                          The shares of the Fund are fully paid and non-assessable; have no
                          preference as to conversion, exchange, dividends, retirement or other
                          features; and have no pre-emptive rights. Such shares have
                          non-cumulative voting rights, meaning that the holders of more than 50%
                          of the shares voting for the election of Directors can elect 100% of the
                          Directors if they so choose.

                          Annual meetings of shareholders will not be held except as required by
                          the Investment Company Act of 1940 and other applicable law. An annual
                          meeting will be held to vote on the removal of a Director or Directors
                          of the Fund if requested in writing by the holders of not less than 10%
                          of the outstanding shares of the Fund.

                          All securities and cash are held by CoreStates Bank, N.A., Philadelphia,
                          PA. The Vanguard Group, Inc., Valley Forge, PA, serves as the Fund's
                          Transfer and Dividend Disbursing Agent. Price Waterhouse serves as
                          independent accountants for the Fund and will audit its financial
                          statements annually. The Fund is not involved in any litigation.
- --------------------------------------------------------------------------------------------------
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                                       14
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DIRECTORS AND             The Officers of the Fund manage its day-to-day operations and are
OFFICERS                  responsible to the Fund's Board of Directors. The Directors set broad
                          policies for each Fund and choose its Officers. The following is a list
                          of the Directors and Officers of the Fund and a statement of their
                          present positions and principal occupations during the past five years.
                          The mailing address of the Directors and Officers of the Fund is
                          Post Office Box 876, Valley Forge, PA 19482.
</TABLE>
 
<TABLE>
                        <S>                                   <C>
                        JOHN C. BOGLE, Chairman, Chief        ALFRED M. RANKIN, JR., Director
                          Executive Officer and Director*       President, Chief Executive Officer
                          Chairman, Chief Executive             and Director of NAACO Industries,
                          Officer, and Director of The          Inc.; Director of The BFGoodrich
                          Vanguard Group, Inc., and of each     Company, The Standard Products
                          of the investment companies in        Company and The Reliance Electric
                          The Vanguard Group; Director of       Company.
                          The Mead Corporation and General
                          Accident Insurance.                 JOHN C. SAWHILL, Director
                                                                President and Chief Executive
                        JOHN J. BRENNAN, President &            Officer, The Nature Conservancy;
                          Director*                             formerly, Director and Senior
                          President and Director of The         Partner, McKinsey & Co.; and
                          Vanguard Group, Inc., and of each     President, New York University;
                          of the investment companies in        Director of Pacific Gas and
                          The Vanguard Group.                   Electric Company and NACCO
                                                                Industries.
                        ROBERT E. CAWTHORN, Director            
                          Chairman and Chief Executive        JAMES O. WELCH, JR., Director
                          Officer, Rhone-Poulenc Rorer,         Retired Chairman of Nabisco Brands,
                          Inc.; Director of Immune Response     Inc. and retired Vice Chairman and
                          Corp. and Sun Company, Inc.;          Director of RJR Nabisco; Director
                          Trustee, Universal Health Realty      of TECO Energy, Inc.
                          Income Trust.
                                                              J. LAWRENCE WILSON, Director
                        BARBARA BARNES HAUPTFUHRER,             Chairman and Director of Rohm &
                          Director                              Haas Company; Director of Cummins
                          Director of The Great Atlantic        Engine Company and Vanderbilt
                          and Pacific Tea Company, ALCO         University; Trustee of the Culver
                          Standard Corp., Raytheon Company,     Educational Foundation.
                          Knight-Ridder, Inc., and
                          Massachusetts Mutual Life           RAYMOND J. KLAPINSKY, Secretary*
                          Insurance Company.                    Senior Vice President and Secretary
                                                                of The Vanguard Group, Inc.;
                        BRUCE K. MACLAURY, Director             Secretary of each of the
                          President, The Brookings              investment companies in The
                          Institution; Director of Dayton       Vanguard Group.
                          Hudson Corporation, American
                          Express Bank, Ltd. and The St.      RICHARD F. HYLAND, Treasurer*
                          Paul Companies, Inc.                  Treasurer of The Vanguard Group,
                                                                Inc. and
                        BURTON G. MALKIEL, Director             of each of the investment
                          Chemical Bank Chairmen's              companies in The Vanguard Group.
                          Professor of Economics, Princeton
                          University; Director of             KAREN E. WEST, Controller*
                          Prudential Insurance Co. of           Vice President of The Vanguard
                          America, Amdahl Corporation,          Group, Inc.; Controller of each of
                          Baker Fentress & Co., Jeffrey Co.     the investment companies in The
                          and The Southern New England          Vanguard Group.
                          Telephone Company.                  ---------------
                                                              *Officers of the Fund are
                                                              "interested persons" as defined in
                                                              the Investment Company Act of 1940.
- --------------------------------------------------------------------------------------------------
</TABLE>
                                       15
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                                        SHAREHOLDER GUIDE

OPENING AN                You may open a regular (non-retirement) account, either by mail or wire.
ACCOUNT AND               Simply complete and return an Account Registration Form and any required
PURCHASING                legal documentation, indicating the amount you wish to invest. Your
SHARES                    purchase must be equal to or greater than the $3,000 minimum initial
                          investment requirement ($500 for Uniform Gifts/Transfers to Minors Act
                          accounts). You must open a new Individual Retirement Account by mail
                          (IRAs may not be opened by wire) using a Vanguard IRA Adoption
                          Agreement. Your purchase must be equal to or greater than the $500
                          minimum initial investment requirement, but no more than $2,000 if you
                          are making a regular IRA contribution. Rollover contributions are
                          generally limited to the amount withdrawn within the past 60 days from
                          an IRA or other qualified Retirement Plan. If you need assistance with
                          the forms or have any questions about the Fund, please call our Investor
                          Information Department (1-800-662-7447). NOTE: For other types of
                          account registrations (e.g., corporations, associations, other
                          organizations, trust or powers of attorney), please call us to determine
                          which additional forms you may need.

                          Because of the risks associated with common stock and bond investments,
                          the Fund is intended to be a long-term investment vehicle and is not
                          designed to provide investors with a means of speculating on short-term
                          market movements. Consequently, the Fund reserves the right to reject
                          any specific purchase (and exchange purchase) request. The Fund also
                          reserves the right to suspend the offering of shares for a period of
                          time.

                          The Fund's shares are purchased at the next-determined net asset value
                          after your investment has been received in the form of Federal Funds.
                          See "When Your Account Will Be Credited." The Fund is offered on a
                          no-load basis (i.e., there are no sales commissions or 12b-1 fees).

ADDITIONAL                Subsequent investments to regular accounts may be made by mail ($100
INVESTMENTS               minimum), wire ($1,000 minimum), exchange from another Vanguard Fund
                          account ($100 minimum), or Vanguard Fund Express. Subsequent investments
                          to Individual Retirement Accounts may be made by mail ($100 minimum) or
                          exchange from another Vanguard Fund account. In some instances,
                          contributions may be made by wire or Vanguard Fund Express. Please call
                          us for more information on these options.
                          ------------------------------------------------------------------------
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                                       16
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<TABLE>
<S>                       <C>                                       <C>
                                                                        ADDITIONAL INVESTMENTS
                          NEW ACCOUNT                                    TO EXISTING ACCOUNTS

PURCHASING BY MAIL        Please include the amount of              Additional investments should
                          your initial investment on the            include the Invest-by-Mail
Complete and sign the     registration form, make your              remittance form attached to your
enclosed Account          check payable to The Vanguard             Fund confirmation statements.
Registration Form         Group-02, and mail to:                    Please make your check payable
                                                                    to The Vanguard Group-02, write
                          VANGUARD FINANCIAL CENTER                 your account number on your
                          P.O. BOX 2600                             check and, using the return
                          VALLEY FORGE, PA 19482                    envelope provided, mail to the
                                                                    address indicated on the Invest-
                                                                    by-Mail Form.

For express or            VANGUARD FINANCIAL CENTER                 All written requests should be
registered mail,          455 DEVON PARK DRIVE                      mailed to one of the addresses
send to:                  WAYNE, PA 19087                           indicated for new accounts. Do
                                                                    not send registered or express
                                                                    mail to the post office box
                                                                    address.
                          --------------------------------------------------------------------------
</TABLE>
 
<TABLE>
<S>                       <C>
PURCHASING BY WIRE                          CORESTATES BANK, N.A.
                                            ABA 031000011
Money should be                             CORESTATES NO. 0101 9897
wired to:                                   ATTN VANGUARD
                                            VANGUARD BALANCED INDEX FUND
BEFORE WIRING                               ACCOUNT NUMBER
                                            ACCOUNT REGISTRATION
Please contact
Client Services
(1-800-662-2739)          You should notify our Client Services Department of your intended wire
                          purchase, including the federal wire number to be used, by 12:00 noon
                          (Eastern time). To assure proper receipt, please be sure your bank
                          includes the name of the Fund, the account number Vanguard has assigned
                          to you and the eight digit CoreStates number. If you are opening a new
                          account, please complete the Account Registration Form and mail it to
                          the "New Account" address after completing your wire arrangement. NOTE:
                          Federal Funds wire purchase orders will be accepted only when the Fund
                          and Custodian Bank are open for business.
                          ------------------------------------------------------------------------
PURCHASING BY             Telephone exchanges are not accepted for Vanguard Balanced Index Fund.
EXCHANGE (from a          You may, however, open an account by exchange by providing the
Vanguard account)         appropriate information on the Account Registration Form. The new
                          account will have the same registration as the existing account.
                          However, the Fund reserves the right to refuse any exchange purchase
                          request.
                          ------------------------------------------------------------------------
PURCHASING BY             The Fund Express Automatic Investment option lets you move money from
FUND EXPRESS              your bank account to your Vanguard account on the schedule (monthly,
Automatic Investment      bimonthly [every other month], quarterly or yearly) you select. To
                          establish this Fund Express option, please provide the appropriate
                          information on the Account Registration Form. We
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                                       17
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<TABLE>
<S>                       <C>
                          will send you a confirmation of your Fund Express enrollment; please
                          wait three weeks before using the service.
- --------------------------------------------------------------------------------------------------
CHOOSING A                You must select one of three distribution options:
DISTRIBUTION
OPTION                    1. AUTOMATIC REINVESTMENT OPTION -- Both dividends and capital gains
                             distributions will be reinvested in additional Fund shares. This option
                             will be selected for you automatically unless you specify one of the
                             other options.
                          2. CASH DIVIDEND OPTION -- Your dividends will be paid in cash and your
                             capital gains will be reinvested in additional Fund shares.
                          3. ALL CASH OPTION -- Both dividend and capital gains distributions will
                             be paid in cash.

                          You may change your option by calling our Client Services Department
                          (1-800-662-2739).

                          In addition, an option to invest your cash dividends and/or capital
                          gains distributions in another Vanguard Fund account is available.
                          Please call our Client Services Department (1-800-662-2739) for
                          information. You may also elect Vanguard Dividend Express which allows
                          you to transfer your cash dividends and/or capital gains distributions
                          automatically to your bank account. Please see "Other Vanguard Services"
                          for more information.
- --------------------------------------------------------------------------------------------------
TAX CAUTION               Under Federal tax laws, the Fund is required to distribute net capital
                          gains and dividend income to Fund shareholders. These distributions are
INVESTORS SHOULD ASK      made to all shareholders who own Fund shares as of the distribution's
ABOUT THE TIMING OF       record date, regardless of how long the shares have been owned.
CAPITAL GAINS AND         Purchasing shares just prior to the record date could have a significant
DIVIDEND DISTRIBUTIONS    impact on your tax liability for the year. For example, if you purchase
BEFORE INVESTING          shares immediately prior to the record date of a sizable capital gain or
                          income dividend distribution, you will be assessed taxes on the amount
                          of the capital gain and/or dividend distribution later paid even though
                          you owned the Fund shares for just a short period of time. (Taxes are
                          due on the distributions even if the dividend or gain is reinvested in
                          additional Fund shares.) While the total value of your investment will
                          be the same after the distribution -- the amount of the distribution
                          will offset the drop in the NAV of the shares -- you should be aware of
                          the tax implications the timing of your purchase may have.

                          Prospective investors should, therefore, inquire about potential
                          distributions before investing. The Fund's annual capital gains
                          distribution normally occurs in December, while income dividends are
                          generally paid quarterly in March, June, September and December. For
                          additional information on distributions and taxes, see the section
                          titled "Dividends, Capital Gains, and Taxes."
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       18
<PAGE>   19
<TABLE>
<S>                       <C>
IMPORTANT                 The easiest way to establish optional Vanguard services on your account
ACCOUNT                   is to select the options you desire when you complete your Account
                          Registration Form. IF YOU WISH TO ADD OPTIONS LATER, YOU MAY NEED TO
INFORMATION               PROVIDE VANGUARD WITH ADDITIONAL INFORMATION AND A SIGNATURE GUARANTEE.
ESTABLISHING OPTIONAL     PLEASE CALL OUR CLIENT SERVICES DEPARTMENT (1-800-662-2739) FOR FURTHER
SERVICES                  ASSISTANCE.

SIGNATURE                 For our mutual protection, we may require a signature guarantee on
GUARANTEES                certain written transaction requests. A signature guarantee verifies the
                          authenticity of your signature and may be obtained from banks, brokers
                          and any other guarantors that Vanguard deems acceptable. A SIGNATURE
                          GUARANTEE CANNOT BE PROVIDED BY A NOTARY PUBLIC.

CERTIFICATES              Share certificates will not be available for the Fund.

BROKER-DEALER             If you purchase shares in Vanguard Funds through a registered
PURCHASES                 broker-dealer or investment adviser, the broker-dealer or adviser may
                          charge a service fee.

CANCELLING TRADES         The Fund will not cancel any trade (e.g., a purchase, exchange or
                          redemption) believed to be authentic, received in writing or by
                          telephone, once the trade has been received.
- --------------------------------------------------------------------------------------------------
WHEN YOUR                 Your trade date is the date on which your account is credited. If your
ACCOUNT WILL              purchase is made by check, Federal Funds wire or exchange, and is
BE CREDITED               received by the close of regular trading of the New York Stock Exchange
                          (generally 4:00 p.m. Eastern time), your trade date is the day of
                          receipt. If your purchase is received after the close of the Exchange,
                          your trade date is the next business day. Shares of the Fund are
                          purchased at the net asset value determined on your trade date.

                          In order to prevent lengthy processing delays caused by the clearing of
                          foreign checks, Vanguard will only accept a foreign check which has been
                          drawn in U.S. dollars and has been issued by a foreign bank with a U.S.
                          correspondent bank.
- --------------------------------------------------------------------------------------------------
SELLING YOUR              You may withdraw any portion of the funds in your account by redeeming
SHARES                    shares at any time. You may initiate a request by writing or by
                          telephoning. Your redemption proceeds are normally mailed within two
                          business days after the receipt of the request in Good Order.
                          ------------------------------------------------------------------------
SELLING BY MAIL           Requests should be mailed to VANGUARD FINANCIAL CENTER, VANGUARD
                          BALANCED INDEX FUND, P.O. BOX 1120, VALLEY FORGE, PA 19482. (For express
                          or registered mail, send your request to Vanguard Financial Center,
                          Vanguard Balanced Index Fund, 455 Devon Park Drive, Wayne, PA 19087.)

                          The redemption price of shares will be the Fund's net asset value next
                          determined after Vanguard has received all required documents in Good
                          Order.
                          ------------------------------------------------------------------------
</TABLE>
 
                                       19
<PAGE>   20
<TABLE>
<S>                       <C>
DEFINITION OF             GOOD ORDER means that the request includes the following:
GOOD ORDER
                          1. The account number and Fund name.
                          2. The amount of the transaction (specified in dollars or shares).
                          3. The signatures of all owners EXACTLY as they are registered on the
                             account.
                          4. Any required signature guarantees.
                          5. Other supporting legal documentation that might be required in the
                             case of estates, corporations, trusts, and certain other accounts.

                          IF YOU HAVE QUESTIONS ABOUT THIS DEFINITION AS IT PERTAINS TO YOUR
                          REQUEST, PLEASE CALL OUR CLIENT SERVICES DEPARTMENT (1-800-662-2739).
                          ------------------------------------------------------------------------
SELLING BY                To sell shares by telephone, you or your pre-authorized representative
TELEPHONE                 may call our Client Services Department at 1-800-662-2739. The proceeds
                          will be sent to you by mail. Please see "Important Information About
                          Telephone Transactions."
- --------------------------------------------------------------------------------------------------
SELLING BY FUND           With the Fund Express Automatic Withdrawal option, money will be moved
EXPRESS                   automatically from your Vanguard Fund account to your bank account
Automatic                 according to the schedule you have selected. You may elect Fund Express
Withdrawal                on the Account Registration Form or call our Investor Information
                          Department (1-800-662-7447) for a Fund Express application.
                          ------------------------------------------------------------------------
SELLING BY                You may sell shares of the Fund by making an exchange into another
EXCHANGE                  Vanguard Fund account. Please see "Exchanging Your Shares" for details.
                          ------------------------------------------------------------------------
IMPORTANT REDEMPTION      Shares purchased by check or Fund Express may not be redeemed until
INFORMATION               payment for the purchase is collected, which may take up to ten calendar
                          days. Your money is invested and earns dividends during the holding
                          period.
                          ------------------------------------------------------------------------
DELIVERY OF               Redemption requests received by telephone prior to the regular close of
REDEMPTION                the New York Stock Exchange (generally 4:00 p.m. Eastern time), are
PROCEEDS                  processed on the day of receipt and the redemption proceeds are normally
                          sent on the following business day.

                          Redemption requests received by telephone after the close of the
                          Exchange are processed on the business day following receipt and the
                          proceeds are normally sent on the second business day following receipt.

                          Redemption proceeds must be sent to you within seven days of receipt of
                          your request in Good Order.

                          If you experience difficulty in making a telephone redemption during
                          periods of drastic economic or market changes, your redemption request
                          may be made by regular or express mail. It will be implemented at the
                          net asset value next determined after your request has been received by
                          Vanguard. The Fund reserves the right to revise or terminate the
                          telephone redemption privilege at any time.
</TABLE>
 
                                       20
<PAGE>   21
<TABLE>
<S>                       <C>
                          The Fund may suspend the redemption right or postpone payment at times
                          when the New York Stock Exchange is closed or under any emergency
                          circumstances as determined by the United States Securities and Exchange
                          Commission.

                          If the Board of Directors determines that it would be detrimental to the
                          best interests of the Fund's remaining shareholders to make payment in
                          cash, the Fund may pay redemption proceeds in whole or in part by a
                          distribution in kind of readily marketable securities.
                          ------------------------------------------------------------------------
VANGUARD'S AVERAGE        If you make a redemption from a qualifying account, Vanguard will send
COST STATEMENT            you an Average Cost Statement which provides you with the tax basis of
                          the shares you redeemed. Please see "Other Vanguard Services" for
                          additional information.
                          ------------------------------------------------------------------------
MINIMUM ACCOUNT           Due to the relatively high cost of maintaining smaller accounts, the
BALANCE REQUIREMENT       Fund reserves the right to redeem shares in any account that is below
                          the minimum initial investment amount of $3,000. In addition, if at any
                          time the total investment does not have a value of at least $1,000, you
                          may be notified that the value of your account is below the Fund's
                          minimum account balance requirement. You would then be allowed 60 days
                          to make an additional investment before the account is liquidated.
                          Proceeds would be paid promptly to the shareholder. This minimum
                          requirement does not apply to IRAs, other retirement accounts, and
                          Uniform Gifts/Transfers to Minors Act accounts.
- --------------------------------------------------------------------------------------------------
EXCHANGING YOUR           Should your investment goals change, you may exchange your shares of
SHARES                    Vanguard Balanced Index Fund for those of other available Vanguard
                          Funds. Exchanges to or from the Fund may be made only by mail. TELEPHONE
                          EXCHANGES ARE NOT ACCEPTED FOR THE FUND.
                          ------------------------------------------------------------------------
EXCHANGING BY MAIL        Please be sure to include on your exchange request the name and account
                          number of your current Fund, the name of the Fund you wish to exchange
                          into, the amount you wish to exchange, and the signatures of all
                          registered account holders. Send your request to VANGUARD FINANCIAL
                          CENTER, VANGUARD BALANCED INDEX FUND, P.O. BOX 1120, VALLEY FORGE, PA
                          19482. (For express or registered mail, send your request to Vanguard
                          Financial Center, Vanguard Balanced Index Fund, 455 Devon Park Drive,
                          Wayne, PA 19087.)
                          ------------------------------------------------------------------------
IMPORTANT EXCHANGE        Before you make an exchange, you should consider the following:
INFORMATION
                          - Please read the Fund's prospectus before making an exchange. For a
                            copy and for answers to any questions you may have, call our Investor
                            Information Department (1-800-662-7447).
                          - An exchange is treated as a redemption and a purchase. Therefore, you
                            could realize a taxable gain or loss on the transaction.
                          - Exchanges are accepted only if the registrations and the Taxpayer
                            Identification numbers of the two accounts are identical.
</TABLE>
 
                                       21
<PAGE>   22
<TABLE>
<S>                       <C>
                          - New accounts are not currently accepted in Vanguard/Windsor Fund.
                          - The redemption price of shares redeemed by exchange is the net asset
                            value next determined after Vanguard has received all required
                            documentation in Good Order.
                          - When opening a new account by exchange, you must meet the minimum
                            investment requirement of the new Fund.

                          Every effort will be made to maintain the exchange privilege. However,
                          the Fund reserves the right to revise or terminate its provisions, limit
                          the amount of or reject any exchange, as deemed necessary, at any time.
- --------------------------------------------------------------------------------------------------
EXCHANGE                  The Fund's exchange privilege is not intended to afford shareholders a
PRIVILEGE                 way to speculate on short-term movements in the market. Accordingly, in
LIMITATIONS               order to prevent excessive use of the exchange privilege that may
                          potentially disrupt the management of the Fund and increase transaction
                          costs, the Fund has established a policy of limiting excessive exchange
                          activity.

                          Exchange activity generally will not be deemed excessive if limited to
                          TWO SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the
                          Fund during any twelve month period. Notwithstanding these limitations,
                          the Fund reserves the right to reject any purchase request (including
                          exchange purchases from other Vanguard portfolios) that is reasonably
                          deemed to be disruptive to efficient portfolio management.
- --------------------------------------------------------------------------------------------------
IMPORTANT                 The ability to initiate redemptions (except wire redemptions) by
INFORMATION ABOUT         telephone is automatically established on your account unless you
TELEPHONE                 request in writing that telephone transactions on your account not be
TRANSACTIONS              permitted.

                          To protect your account from losses resulting from unauthorized or
                          fraudulent telephone instructions, Vanguard adheres to the following
                          security procedures:

                          1. SECURITY CHECK.  To request a transaction by telephone, the caller
                             must know (i) the name of the Portfolio; (ii) the 10-digit account
                             number; (iii) the exact name in which the account is registered; and
                             (iv) the Social Security or Taxpayer Identification number listed on
                             the account.

                          2. PAYMENT POLICY.  The proceeds of any telephone redemption by mail
                             will be made payable to the registered shareowner and mailed to the
                             address of record only.

                          Neither the Fund nor Vanguard will be responsible for the authenticity
                          of transaction instructions received by telephone, provided that
                          reasonable security procedures have been followed. Vanguard believes
                          that the security procedures described above are reasonable and that if
                          such procedures are followed, you will bear the risk of any losses
                          resulting from unauthorized or fraudulent telephone transactions on your
                          account. If Vanguard fails to follow reasonable security procedures, it
                          may be liable for any losses resulting from unauthorized or fraudulent
                          telephone transactions on your account.
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       22
<PAGE>   23
<TABLE>
<S>                       <C>
TRANSFERRING              You may transfer the registration of any of your Fund shares to another
REGISTRATION              person by completing a transfer form and sending it to: VANGUARD
                          FINANCIAL CENTER, P.O. BOX 1110, VALLEY FORGE, PA 19482, ATTENTION:
                          TRANSFER DEPARTMENT. The request must be in Good Order. To obtain a
                          transfer form, please call our Client Services Department
                          (1-800-662-2739).
- --------------------------------------------------------------------------------------------------
OTHER VANGUARD            For more information about any of these services, please call our
SERVICES                  Investor Information Department at 1-800-662-7447.

STATEMENTS AND            Vanguard will send you a confirmation statement each time you initiate a
REPORTS                   transaction in your account except for checkwriting redemptions from
                          Vanguard money market accounts. You will also receive a comprehensive
                          account statement at the end of each calendar quarter. The
                          fourth-quarter statement will be a year-end statement, listing all
                          transaction activity for the entire calendar year.

                          Vanguard's Average Cost Statement provides you with the average cost of
                          shares redeemed from your account, using the average cost single
                          category method. This service is available for most taxable accounts
                          opened since January 1, 1986. In general, investors who redeemed shares
                          from a qualifying Vanguard account may expect to receive their Average
                          Cost Statement in February of the following year. Please call our Client
                          Services Department (1-800-662-2739) for information.

                          Financial reports on the Fund will be mailed to you semiannually,
                          according to the Fund's fiscal year-end.

VANGUARD DIRECT           With Vanguard's Direct Deposit Service, most U.S. Government checks
DEPOSIT SERVICE           (including Social Security and military pension checks) and private
                          payroll checks may be automatically deposited into your Vanguard Fund
                          account. Separate brochures and forms are available for direct deposit
                          of U.S. Government and private payroll checks.

VANGUARD AUTOMATIC        Vanguard's Automatic Exchange Service allows you to move money
EXCHANGE SERVICE          automatically among your Vanguard Fund accounts. For instance, the
                          service can be used to "dollar cost average" from a money market
                          portfolio into a stock or bond fund or to contribute to an IRA or other
                          retirement plan.

VANGUARD FUND             Vanguard's Fund Express allows you to transfer money between your Fund
EXPRESS                   account and your account at a bank, savings and loan association, or a
                          credit union that is a member of the Automated Clearing House (ACH)
                          system. You may elect this service on the Account Registration Form or
                          call our Investor Information Department (1-800-662-7447) for a Fund
                          Express application.

                          The minimum amount that can be transferred by telephone is $100.
                          However, if you have established one of the automatic options, the
                          minimum amount is $50. The maximum amount that can be transferred using
                          any of the options is $100,000.
                          Special rules govern how your Fund Express purchases or redemptions are

                          credited to your account. In addition, some services of Fund Express
                          cannot be used with specific Vanguard Funds. For more information,
                          please refer to the Vanguard Fund Express brochure.
</TABLE>
 
                                       23
<PAGE>   24
 
<TABLE>
<S>                       <C>
VANGUARD DIVIDEND         Vanguard's Dividend Express allows you to transfer your dividends and/or
EXPRESS                   capital gains distributions automatically from your Fund account, one
                          business day after the Fund's payable date, to your account at a bank,
                          savings and loan association, or a credit union that is a member of the
                          Automated Clearing House (ACH) network. You may elect this service on
                          the Account Registration Form or call our Investor Information
                          Department (1-800-662-7447) for a Vanguard Dividend Express application.

VANGUARD                  Vanguard's Tele-Account is a convenient, automated service that provides
TELE-ACCOUNT              share price, price change and yield quotations on Vanguard Funds through
                          any TouchTone(TM) telephone. This free service also lets you obtain
                          information about your account balance, your last transaction, and your
                          most recent dividend or capital gains payment. To contact Vanguard's
                          Tele-Account service, dial 1-800-ON-BOARD (1-800-662-6273). A free
                          brochure offering detailed operating instructions is available from our
                          Investor Information Department (1-800-662-7447).
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       24
<PAGE>   25
 
                     [This page intentionally left blank.]
<PAGE>   26
 
<PAGE>   27
 
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                              <C>                                    <C>
    PO02                         ---------------------------                      P   R   O   S   P   E   C   T   U   S
                                 THE VANGUARD GROUP                                           APRIL 18, 1994
                                 OF INVESTMENT
                                 COMPANIES                                                        (LOGO)
                                 Vanguard Financial Center
                                 P.O. Box 2600
                                 Valley Forge, PA 19482
                                 INVESTOR INFORMATION
                                 DEPARTMENT:
                                 1-800-662-7447 (SHIP)
                                 CLIENT SERVICES
                                 DEPARTMENT:
                                 1-800-662-2739 (CREW)
                                 TELE-ACCOUNT FOR
                                 24-HOUR ACCESS:
                                 1-800-662-6273 (ON-BOARD)
                                 TELECOMMUNICATION SERVICE
                                 FOR THE HEARING-IMPAIRED:
                                 1-800-662-2738
                                 TRANSFER AGENT:
                                 The Vanguard Group, Inc.
                                 Vanguard Financial Center
                                 Valley Forge, PA 19482
</TABLE>
 
- --------------------------------------------------------------------------------
<PAGE>   28
 
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                                                  A Member of The Vanguard Group
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
PROSPECTUS--APRIL 18, 1994
- --------------------------------------------------------------------------------
 
FUND INFORMATION: PARTICIPANT SERVICES--1-800-523-1188
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                        <C>
INVESTMENT                 Vanguard Balanced Index Fund, Inc. (the "Fund") is an open-end diversified
OBJECTIVES                 investment company that invests in a portfolio of common stocks and bonds.
AND POLICIES               The objective of the Fund is to replicate, with respect to 60% of its
                           assets, the investment performance of the Wilshire 5000 Index (the
                           "Wilshire 5000") and, with respect to 40% of its assets, the investment
                           performance of the Lehman Brothers Aggregate Bond Index (the "Lehman
                           Brothers Index"). There is no assurance that the Fund will achieve its
                           stated objective.
- ------------------------------------------------------------------------------------------------------
IMPORTANT NOTE             This Prospectus is intended exclusively for participants in
                           employer-sponsored retirement or savings plans, such as tax-qualified
                           pension and profit-sharing plans and 401(k) thrift plans, as well as 403(b)
                           custodial accounts for non-profit educational and charitable organizations.
                           Another version of this Prospectus, containing information on how to open a
                           personal investment account with the Fund, is available for individual
                           investors. To obtain a copy of that version of the Prospectus, please call
                           1-800-662-7447.
- ------------------------------------------------------------------------------------------------------
OPENING AN                 The Fund is an investment option under a retirement or savings program
ACCOUNT                    sponsored by your employer. The administrator of your retirement plan or
                           your employee benefits office can provide you with detailed information on
                           how to participate in your plan and how to elect the Fund as an investment
                           option.
                           If you have any questions about the Fund, please contact Participant
                           Services at 1-800-523-1188. If you have any questions about your plan
                           account, contact your plan administrator or the organization that provides
                           recordkeeping services for your plan.
- ------------------------------------------------------------------------------------------------------
ABOUT THIS                 This Prospectus is designed to set forth concisely the information you
PROSPECTUS                 should know about the Fund before you invest. It should be retained for
                           future reference. A "Statement of Additional Information" containing
                           additional information about the Fund has been filed with the Securities
                           and Exchange Commission. This Statement is dated April 18, 1994 and has
                           been incorporated by reference into this Prospectus. A copy may be obtained
                           without charge by writing to the Fund or by calling the Investor
                           Information Department.
- ------------------------------------------------------------------------------------------------------
</TABLE>
 
TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                 Page                                       Page                                        Page
<S>                              <C>       <C>                              <C>       <C>                              <C>
Fund Expenses..................    2       Investment Risks...............    5       Dividends, Capital Gains and
Financial Highlights...........    2       Who Should Invest..............    6       Taxes..........................     12
Yield and Total Return.........    3       Implementation of Policies.....    7       The Share Price of the Fund....     13
        FUND INFORMATION                   Investment Limitations.........   11       General Information............     13
Investment Objective...........    4       Management of the Fund.........   11       Directors and Officers.........     15
Investment Policies............    4       Investment Adviser.............   12       Service Guide..................     16
</TABLE>
 
- --------------------------------------------------------------------------------
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   29
 
<TABLE>
<S>                       <C>
FUND EXPENSES             The following table illustrates all expenses and fees that a shareholder
                          of the Fund would incur. The expenses and fees set forth in the table
                          are for the 1993 fiscal year.
                                                    SHAREHOLDER TRANSACTION EXPENSES
                           -----------------------------------------------------------------------------------
                           Sales Load Imposed on Purchases...............................                None
                           Sales Load Imposed on Reinvested Dividends....................                None
                           Redemption Fees...............................................                None
                           Exchange Fees.................................................                None
                                                     ANNUAL FUND OPERATING EXPENSES
                           -----------------------------------------------------------------------------------
                           Management & Administrative Expenses..........................                0.14%
                           Investment Advisory Fees......................................                0.00
                           12b-1 Fees....................................................                None
                           Other Expenses
                             Distribution Costs..........................................     0.02%
                             Miscellaneous Expenses......................................     0.04
                                                                                              ----
                           Total Other Expenses..........................................                0.06
                                                                                                        ------
                                    TOTAL FUND OPERATING EXPENSES........................                0.20%
                                                                                                        ------
                                                                                                        ------
                          The purpose of this table is to assist you in understanding the various
                          costs and expenses that an investor would bear directly or indirectly as
                          a shareholder in the Fund.
                          The following example illustrates the expenses that you would incur on a
                          $1,000 investment over various periods, assuming (1) a 5% annual rate of
                          return and (2) redemption at the end of each period. As noted in the
                          table above, the Fund charges no redemption fees of any kind.
</TABLE>
 
<TABLE>
<CAPTION>
                                1 YEAR
                                ------       3 YEARS       5 YEARS       10 YEARS
                                             -------       -------       --------
                                <S>          <C>           <C>           <C>
                                 $ 12          $36           $61           $124
                          THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
                          EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE HIGHER OR LOWER THAN
                          THOSE SHOWN.
- --------------------------------------------------------------------------------------------------
FINANCIAL                 The following financial highlights for a share outstanding throughout
HIGHLIGHTS                each period, have been audited by Price Waterhouse, independent
                          accountants, whose report thereon was unqualified. This information
                          should be read in conjunction with the Fund's financial statements and
                          notes thereto which are incorporated by reference in the Statement of
                          Additional Information and in this Prospectus, and which appear, along
                          with the report of Price Waterhouse, in the Fund's 1993 Annual Report to
                          Shareholders. For a more complete discussion of the Fund's performance,
                          please see the Fund's 1993 Annual Report to Shareholders, which may be
                          obtained without charge by writing to the Fund or by calling Participant
                          Services at 1-800-523-1188.
</TABLE>
 
                                        2
<PAGE>   30
 
<TABLE>
<CAPTION>
                                                                                  YEAR ENDED       SEPT. 28 TO
                                                                                 DECEMBER 31,       DEC. 31,
                                                                                     1993             1992
<S>                                                                              <C>              <C>
- ---------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD...........................................     $10.31            $10.00
                                                                                 -----------      -----------
INVESTMENT OPERATIONS
  Net Investment Income........................................................        .39               .08
  Net Realized and Unrealized Gain (Loss) on Investments.......................        .63               .31
                                                                                 ----------       ----------
    TOTAL FROM INVESTMENT OPERATIONS...........................................       1.02               .39
- ---------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS
  Dividends from Net Investment Income.........................................       (.39)             (.08)
  Distributions from Realized Capital Gains....................................       (.03)               --
                                                                                 ----------       ----------
    TOTAL DISTRIBUTIONS........................................................       (.42)             (.08)
- ---------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF PERIOD.................................................     $10.91            $10.31
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
TOTAL RETURN**.................................................................      10.00%             3.69%
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (Millions)...........................................       $367              $109
Ratio of Expenses to Average Net Assets........................................        .20%              .22%*
Ratio of Net Investment Income to Average Net Assets...........................       3.53%             3.76%*
Portfolio Turnover Rate........................................................         25%               17%
 * Annualized.
**Total return figures do not reflect the annual maintenance fee of $10. Subscription period for
  portfolio was from
   September 28, 1992, to November 8, 1992, during which time all assets were held in money market
instruments.
   Performance measurement begins on November 9, 1992.
- --------------------------------------------------------------------------------------------------
YIELD AND TOTAL           From time-to-time the Fund may advertise its yield and total return.
RETURN                    Both yield and total return figures are based on historical earnings and
                          are not intended to indicate future performance. The "total return" of
                          the Fund refers to the average annual compounded rates of return over
                          one-, five-and ten-year periods or for the life of the Fund (as stated
                          in the advertisement) that would equate an initial amount invested at
                          the beginning of a stated period to the ending redeemable value of the
                          investment, assuming the reinvestment of all dividend and capital gains
                          distributions.
                          The "30-day yield" of the Fund is calculated by dividing the net
                          investment income per share earned during a 30-day period by the net
                          asset value per share on the last day of the period. Net investment
                          income includes interest and dividend income earned on the Fund's
                          securities; it is net of all expenses and all recurring and nonrecurring
                          charges that have been applied to all shareholder accounts. The yield
                          calculation assumes that net investment income earned over 30 days is
                          compounded monthly for six months and then annualized. Methods used to
                          calculate advertised yields are standardized for all stock and bond
                          mutual funds. However, these methods differ from the accounting methods
                          used by the Fund to maintain its books and records, and so the
                          advertised 30-day yield may not fully reflect the income paid to your
                          own account or the yield reported in the Fund's reports to shareholders.
                          Additionally, the Fund may compare its performance to a number of
                          indexes, including the Wilshire 5000, the Lehman Brothers Index, and a
                          composite of the two.
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                        3
<PAGE>   31
<TABLE>
<S>                       <C>
INVESTMENT                The Fund is an open-end diversified investment company that invests in a
OBJECTIVE                 portfolio of common stocks and bonds. The objective of the Fund is to
                          replicate, with respect to 60% of its assets, the investment performance
THE FUND SEEKS            of the Wilshire 5000 and, with respect to 40% of its assets, the
TO TRACK THE              investment performance of the Lehman Brothers Index ("Lehman Brothers
WILSHIRE 5000 AND THE     Index"). There is no assurance that the Fund will achieve its stated
LEHMAN BROTHERS           objective.
INDEX
                          The Wilshire 5000 consists of all U.S. common stocks that trade on a
                          regular basis on the New York and American Stock Exchanges and in the
                          NASDAQ over-the-counter market. The Lehman Brothers Index measures the
                          total return (capital change plus income) provided by a universe of
                          fixed income securities, weighted by market value. The securities
                          included in the index generally have an outstanding market value of at
                          least $25 million, are of investment grade quality and are readily
                          available in the marketplace.
                          The investment objective of the Fund is not fundamental and so may be
                          changed by the Board of Directors without shareholder approval. However,
                          shareholders would be notified of any material change in the Fund's
                          objective.
- --------------------------------------------------------------------------------------------------
INVESTMENT                The Fund is not managed according to traditional methods of "active"
POLICIES                  investment management, which involve the buying and selling of
                          securities based upon economic, financial and market analysis and
THE FUND USES A           investment judgment. Instead, the Fund, utilizing a "passive" or
"PASSIVE" APPROACH        "indexing" investment approach, will attempt to duplicate the investment
TO INVEST IN STOCKS       performance of the stock and bond markets through statistical
AND BONDS                 procedures. The Fund is managed without regard to tax ramifications.
                          Under normal circumstances, the Fund will invest 60% of its net assets
                          in a portfolio of common stocks selected to track the Wilshire 5000 and
                          40% of its net assets in a portfolio of investment-grade bonds designed
                          to track the Lehman Brothers Index. The Fund may also invest in certain
                          short-term fixed income securities as cash reserves, although cash and
                          cash equivalents are normally expected to represent less than 1% of the
                          Fund's assets.
                          The Fund's common stock portfolio is designed to have investment
                          characteristics that parallel those of the Wilshire 5000. The Fund is
                          expected to invest in approximately 500 of the largest securities in the
                          Wilshire 5000 as measured by market capitalization and a representative
                          sample of the remainder. Typically, the Fund will hold between 950 and
                          1,050 stocks, which are selected primarily on the basis of market
                          capitalization and industry weightings.
                          The Fund's bond portfolio is designed to have investment characteristics
                          that parallel those of the Lehman Brothers Index. The Fund will invest
                          in a representative sample of fixed income securities in the Lehman
                          Brothers Index, which, taken together, are expected to perform similarly
                          to the Index.
                          The Fund may also invest up to 30% of its assets in stock or bond
                          futures contracts and options in order to invest uncommitted cash
                          balances, to maintain liquidity to meet shareholder redemptions, or to
                          minimize trading costs. The Fund will not invest in futures contracts,
                          options, or cash reserves as part of a temporary
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                                        4
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<TABLE>
<S>                       <C>
                          defensive strategy, such as lowering the Fund's investment allocation in
                          common stocks to protect against potential stock market declines. The
                          Fund intends to remain fully invested, to the extent practicable, in a
                          pool of securities which will duplicate the investment characteristics
                          of the Wilshire 5000 and Lehman Brothers Indexes. See "Implementation of
                          Policies" for a description of these and other investment practices of
                          the Fund.
                          These investment policies are not fundamental and so may be changed by
                          the Board of Directors without shareholder approval. However,
                          shareholders will be notified of any material change in the Fund's
                          policies.
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INVESTMENT                As with any investment program, the Fund entails certain risks. As a
RISKS                     mutual fund investing 60% of its assets in common stocks, the Fund is
                          subject to stock market risk--i.e., the possibility that stock prices in
INVESTORS ARE EXPOSED     general will decline over short or even extended periods. The stock
TO STOCK MARKET AND       market tends to be cyclical, with periods when stock prices generally
INTEREST RATE RISK        rise and periods when stock prices generally decline.
                          To illustrate the volatility of stock prices, the following table sets
                          forth the extremes for U.S. stock market returns as well as the average
                          return for the period from 1926 to 1993, as measured by the Standard &
                          Poor's 500 Composite Stock Price Index. (The Standard & Poor's 500 Index
                          is shown here, because the S&P 500 Index, unlike the Wilshire 5000, has
                          been in existence for all of the periods shown.)
</TABLE>
 
<TABLE>
<CAPTION>
                                              AVERAGE ANNUAL U.S. STOCK MARKET RETURNS
                                                                           (1926-1993)
                                                           OVER VARIOUS TIMES HORIZONS
                                          --------------------------------------------
                                                     5 YEARS     10 YEARS     20 YEARS
                                                     -------     --------     --------
                                          1 YEAR
                                          ------
                               <S>        <C>        <C>         <C>          <C>
                               Best       +53.9%      +23.9 %      +20.1 %     +16.9  %
                               Worst      -43.3%      -12.5%        -0.9%        +3.1%
                               Average    +12.3%      +10.3%       +10.6%       +10.6%
</TABLE>
<PAGE>   33
<TABLE>
<S>                       <C>
                          As shown, in the period from 1926 to 1993, common stocks have provided
                          an annual total return (capital appreciation plus dividend income), on
                          average, of +12.3%. The return in individual years has varied from a low
                          of -43.3% to a high of +53.9%, reflecting the short-term volatility of
                          stock prices. While the average return can be used as a guide for
                          setting reasonable expectations for future stock market returns, it may
                          not be useful for forecasting future returns in any particular period,
                          as stock returns are quite volatile from year to year. (Moreover,
                          because the Fund invests in common stocks in the Wilshire 5000, which
                          includes large, medium and small capitalization companies, the Fund's
                          stock holdings may be more volatile than the results shown here.)
                          Since the Fund also invests in bonds, investors in the Fund are also
                          exposed to interest rate risk--i.e., fluctuations in the market value of
                          bonds due to changing interest rates. Bond prices are influenced
                          primarily by changes in the level of interest rates. When interest rates
                          rise, the prices of bonds generally fall; conversely, when interest
                          rates fall, bond prices generally rise. While bonds normally fluctuate
                          less in price than stocks, there have been extended periods of cyclical
                          increases in interest rates that have caused significant declines in
                          bond prices. For example, bond prices fell 48% from December 1976 to
                          September 1981. However, a decline in the market value of bonds may be
                          offset in whole or in part by the high level of income that bonds
 
                                        5
</TABLE>
 <PAGE>
<PAGE>
 
<TABLE>
<S>                       <C>
                          provide.
                          To a limited extent, the Fund is also subject to credit risk--i.e., the
                          likelihood that a bond issuer will fail to make timely payments of
                          interest and principal to the Fund. Such credit risk is expected to be
                          low, however, due to the credit quality and diversification of the
                          Fund's bond investments.
                          From time to time, the stock and bond markets may fluctuate
                          independently of one another. In other words, a decline in the stock
                          market may in certain instances be offset by a rise in the bond market,
                          or vice versa. As a result, the Fund, with its balance of common stock
                          and bond investments, is expected to entail less investment risk (and a
                          potentially lower return) than a mutual fund investing exclusively in
                          common stocks.
- --------------------------------------------------------------------------------------------------
WHO SHOULD INVEST         The Fund is designed for conservative investors seeking a long-term
                          investment offering both current income and the potential for capital
INVESTORS SEEKING A       growth. By balancing its investments among common stocks and bonds, the
BALANCE BETWEEN           Fund is expected to provide lower investment risk and share price
CURRENT INCOME AND        volatility than a mutual fund which invests exclusively in common
CAPITAL GROWTH            stocks. The Fund is thus suitable for investors who wish to gain
                          exposure to the potential capital growth provided by the stock market,
                          while limiting investment risk. Such a balanced investment program might
                          be particularly well-suited to long-term investment objectives such as
                          retirement savings. The Fund is intended to be a long-term investment
                          vehicle and is not designed to provide investors with a means of
                          speculating on short-term market movements. Investors who engage in
                          excessive account activity generate additional costs which are borne by
                          all of the Fund's shareholders. In order to minimize such costs the Fund
                          has adopted the following policies. The Fund reserves the right to
                          reject any purchase request (including exchange purchases from other
                          Vanguard portfolios) that is reasonably deemed to be disruptive to
                          efficient portfolio management, either because of the timing of the
                          investment or previous excessive trading by the investor. Additionally,
                          the Fund reserves the right to suspend the offering of its shares.
                          The Fund also offers investors the advantage of a "passive" approach to
                          investing. These include low investment costs, exceptional
                          diversification among a wide range of stocks and bonds, minimal
                          portfolio turnover, and relative predictability. Unlike other mutual
                          funds, which generally attempt to "beat" market averages with often
                          unpredictable results, the Fund seeks to "match" the performance of its
                          underlying indexes and thus is expected to provide a highly predictable
                          return relative to these benchmarks.
                          However, shareholders should expect to be fully exposed to the market
                          risks inherent in investing in stocks and bonds. As the prices of stocks
                          and bonds may be volatile, only investors able to tolerate short-term,
                          possibly substantial fluctuations in the value of their investment,
                          brought about by generally declining stock or bond prices, should
                          contemplate an investment in the Fund. The balanced investment approach
                          of the Fund tends to reduce exposure to stock and bond market risks; it
                          does not eliminate them.
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                                        6
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<TABLE>
<S>                       <C>
                          Investors may wish to reduce the potential risk of investing in the Fund
                          by purchasing shares on a regular, periodic basis (dollar-cost
                          averaging) rather than making an investment in one lump sum.
- --------------------------------------------------------------------------------------------------
IMPLEMENTATION OF         The Fund utilizes a number of investment practices in an effort to
POLICIES                  achieve its stated investment objective.
THE FUND INVESTS IN A     The Fund's common stock investments will be selected from securities
SAMPLE OF ALL U.S.        included in the Wilshire 5000, an index of all regularly and publicly
COMMON STOCKS             traded U.S. common stocks that trade on the New York and American Stock
                          Exchanges and in the NASDAQ over-the-counter market. Approximately 6,000
                          stocks, including large, medium, and small capitalization companies, are
                          included in the Wilshire 5000 Index, which serves as a proxy for the
                          complete U.S. stock market.
                          Under normal circumstances, the Fund will invest 60% of its net assets
                          in common stocks included in the Wilshire 5000. In an effort to
                          replicate the investment performance of the Wilshire 5000, the Fund's
                          common stock holdings will include approximately 500 of the largest
                          market capitalization stocks in the Index and an additional
                          representative sample of the remaining stocks. The high transaction
                          costs and illiquidity of many of the smaller stocks in the Wilshire 5000
                          make complete replication of the Index's holdings impractical.
COMMON STOCKS ARE         The stocks of the Wilshire 5000 included in the Fund are selected using
SELECTED USING            a statistical technique known as "optimization." This process selects
OPTIMIZATION              stocks for the Fund so that various industry weightings, market
TECHNIQUES                capitalizations, and fundamental characteristics (e.g., price-to-book,
                          price-to-earnings, and debt-to-asset ratios, as well as dividend yields)
                          match those of the Wilshire 5000. For instance, if 10% of the
                          capitalization of the Wilshire 5000 consists of utility companies with
                          relatively large market capitalizations, then the Fund's stock holdings
                          are constructed so that approximately 10% of the Fund's stocks represent
                          utilities with relatively large capitalizations. The Fund is not
                          sponsored, endorsed, sold or promoted by Wilshire Associates. Wil-
                          shire(R) and Wilshire 5000(R) are registered service marks of Wilshire
                          Associates.
THE FUND INVESTS          Under normal circumstances, the Fund will invest 40% of its net assets
IN A SAMPLE OF ALL        in fixed income securities included in the Lehman Brothers Index, an
U.S. INVESTMENT           index of U.S. investment-grade, fixed income securities. More than 4,500
GRADE DEBT                individual bond issues, including U.S. Treasury and Government agency
                          securities, corporate debt obligations, and mortgage-backed securities
                          are included in the Lehman Brothers Index.
                          The securities included in the Lehman Brothers Index in which the Fund
                          may invest generally meet the following criteria, as defined by Lehman
                          Brothers: an effective maturity of not less than one year; an
                          outstanding market value of at least $50 million; investment grade
                          quality -- i.e., rated a minimum of Baa by Moody's Investors Service,
                          Inc., or BBB by Standard & Poor's Corporation; and general availability
                          in the marketplace. If a security held in the Fund's portfolio is
                          downgraded to rating below these minimum standards, the Fund may
                          continue to hold it until such time as the adviser deems it most
                          advantageous to dispose of the security.
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                                        7
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<TABLE>
<S>                       <C>
BONDS ARE SELECTED        The large number of issues in the Index makes it impractical for the
USING A STRATIFIED        Fund to hold all of the individual issues which comprise the Index.
SAMPLING TECHNIQUE        Instead, the Fund will attempt to replicate the investment performance
                          of the Lehman Brothers Index by holding a representative sample of the
                          securities in the Index. In choosing a representative sample of bond
                          investments from the Lehman Brothers Index, the Fund utilizes a
                          "stratified sampling" technique, which means that, the Fund will select
                          one or two individual bond issues to represent entire "classes" or types
                          of fixed income investments in the Index.
                          At the broadest level, the Fund will seek to hold securities reflecting
                          the three major classes of fixed income investments in the Lehman
                          Brothers Index -- U.S. Treasury and Government agency securities,
                          corporate debt obligations, and mortgage-backed securities. For example,
                          if corporate debt obligations represent 25% of the Index, then 25% of
                          the Fund's bond holdings will also be invested in such securities. As
                          the Fund's assets grow, these classes of investments will be further
                          delineated along the lines of sector, term to maturity, coupon, and
                          credit rating. For example, within the corporate debt class, all
                          long-term, low coupon AA-rated utility bonds might be represented in the
                          Fund by one or two individual utility securities, which would result in
                          less diversification and greater security specific risk in the Fund
                          compared to the Index.
                          The Lehman Brothers Index is a trademark of Lehman Brothers, Inc.
                          Inclusion of a security in the Index in no way implies an opinion by
                          Lehman Brothers, Inc. as to the attractiveness or appropriateness of a
                          security as an investment. Lehman Brothers, Inc. is neither a sponsor of
                          nor in any way affiliated with the Fund.
THE FUND'S RETURNS        The sampling techniques utilized by the Fund are expected to be an
SHOULD BE CLOSELY         effective means of substantially duplicating the investment performance
CORRELATED WITH ITS       (dividend income plus capital change) of the Fund's underlying indexes:
UNDERLYING INDEXES        the Wilshire 5000 Index (for the 60% of net assets invested in common
                          stocks) and the Lehman Brothers Index (for the 40% of net assets
                          invested in bonds). The correlation between the performance of the
                          Fund's stock and bond investments and the Wilshire 5000 and Lehman
                          Brothers Indexes, respectively, is expected to be at least 0.95.
                          Due to the use of sampling techniques, however, neither the stock nor
                          bond holdings of the Fund are expected to track their target benchmarks
                          with the degree of accuracy that complete replication of the indexes
                          would have provided. The principal advantage of this sampling approach
                          is to provide an efficient means of investing in a large universe of
                          stocks and bonds. In particular, the Fund is expected to provide
                          exceptionally broad diversification, and should operate at low costs due
                          to both its "passive" approach to portfolio management and expected low
                          portfolio turnover rate.
</TABLE>
 
                                        8
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<TABLE>
<S>                       <C>
THE FUND MAY INVEST       Although it normally seeks to remain substantially fully invested in
IN SHORT-TERM MONEY       securities in the Indexes, the Fund may invest temporarily in certain
MARKET INSTRUMENTS        short-term money market instruments. Such securities may be used to
                          invest uncommitted cash balances or to maintain liquidity to meet
                          shareholder redemptions. These securities include: obligations of the
                          United States Government and its agencies or instrumentalities;
                          commercial paper, bank certificates of deposit, and bankers'
                          acceptances; and repurchase agreements collateralized by these
                          securities.
THE FUND MAY USE          The Fund may utilize stock and bond (interest rate) futures contracts,
FUTURES CONTRACTS,        options, warrants, convertible securities and swap agreements to a
OPTIONS, WARRANTS,        limited extent. Specifically, the Fund may enter into futures contracts
CONVERTIBLE SECURITIES    and options provided that not more than 5% of its assets are required as
AND SWAP AGREEMENTS       a margin deposit for futures contracts or options. Additionally, the
                          Fund's investment in warrants will not exceed more than 5% of its assets
                          (2% with respect to warrants not listed on the New York or American
                          Stock Exchanges). Futures contracts, options, warrants, convertible
                          securities and swap agreements may be used for several reasons: to
                          simulate full investment in the underlying index while retaining a cash
                          balance for fund management purposes, to facilitate trading, to reduce
                          transaction costs or to seek higher investment returns when a futures
                          contract, option, warrant, convertible security or swap agreement is
                          priced more attractively than the underlying equity security or index.
                          While each of these securities can be used as leveraged investments, the
                          Fund may not use them to leverage its net assets.
FUTURES CONTRACTS,        The risk of loss associated with futures contracts in some strategies
OPTIONS, WARRANTS,        can be substantial due both to the low margin deposits required and the
CONVERTIBLE SECURITIES    extremely high degree of leverage involved in futures pricing. As a
AND SWAP AGREEMENTS       result, a relatively small price movement in a futures contract may
POSE CERTAIN RISKS        result in an immediate and substantial loss or gain. However, the Fund
                          will not use futures contracts, options, warrants, convertible
                          securities and swap agreements for speculative purposes or to leverage
                          their net assets. Accordingly, the primary risks associated with the use
                          of futures contracts, options, warrants, convertible securities and swap
                          agreements by the Fund are: (i) imperfect correlation between the change
                          in market value of the stocks held by a Fund and the prices of futures
                          contracts, options, warrants, convertible securities and swap
                          agreements; and (ii) possible lack of a liquid secondary market for a
                          futures contract and the resulting inability to close a futures position
                          prior to its maturity date. The risk of imperfect correlation will be
                          minimized by investing only in those contracts whose behavior is
                          expected to resemble that of a Fund's underlying securities. The risk
                          that a Fund will be unable to close out a futures position will be
                          minimized by entering into such transactions on an exchange with an
                          active and liquid secondary market. However options, warrants,
                          convertible securities and swap agreements purchased or sold
                          over-the-counter may be less liquid than exchange traded securities.
                          Illiquid securities, in general, including swap agreements, may not
                          represent more than 15% of the net assets of the Fund.
</TABLE>
 
                                        9
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<TABLE>
<S>                       <C>
                          Since there are no futures contracts traded on either the Lehman
                          Brothers Index or the Wilshire 5000, it will be necessary for the Fund
                          to utilize a composite of other futures contracts to simulate the
                          performance of each of these Indexes. This process may magnify the
                          "tracking error" of the Fund's performance compared to that of the
                          Indexes due to lower correlation of the selected futures with the
                          Indexes. The investment adviser will attempt to reduce this tracking
                          error by investing in those futures contracts whose behavior is expected
                          to resemble that of the underlying securities. There can be no assurance
                          that these selected futures will perfectly correlate with the
                          performance of the Indexes.
                          Swap agreements are contracts between parties in which one party agrees
                          to make payments to the other party based on the change in market value
                          of a specified index or asset. In return, the other party agrees to make
                          payments to the first party based on the return of a different specified
                          index or asset. Although swap agreements entail the risk that a party
                          will default on its payment obligations thereunder, the Fund will
                          minimize this risk by entering into agreements that mark to market no
                          less frequently than quarterly. Swap agreements also bear the risk that
                          the Fund will not be able to meet its obligation to the counterparty.
                          This risk will be mitigated by investing the Fund in the specific asset
                          for which it is obligated to pay a return.
THE FUND MAY LEND         The Fund may lend its investment securities to qualified institutional
ITS SECURITIES            investors for either short-term or long-term purposes of realizing
                          additional income. Loans of securities by the Fund will be
                          collateralized by cash, letters of credit, or securities issued or
                          guaranteed by the U.S. Government or its agencies. The collateral will
                          equal at least 100% of the current market value of the loaned
                          securities, and such loans may not exceed 33 1/3% of the value of the
                          Fund's securities.
PORTFOLIO TURNOVER        Although it generally seeks to invest for the long term, the Fund
IS NOT EXPECTED TO        retains the right to sell securities irrespective of how long they have
EXCEED 100%               been held. It is anticipated that the annual portfolio turnover of the
                          Fund will not exceed 100%. A turnover rate of 100% would occur, for
                          example, if all of the Fund's securities were replaced within one year.
                          A higher portfolio turnover rate will cause the Fund to incur additional
                          brokerage costs. Ordinarily, securities will be sold only to reflect
                          certain administrative changes in an index (including mergers or changes
                          in the composition of an index) or to accommodate cash flows into or out
                          of the Fund while maintaining the similarity of the Fund to its
                          benchmark index.
THE FUND MAY BORROW       The Fund may borrow money from a bank but only for temporary or
MONEY                     emergency purposes. The Fund would borrow money to meet redemption and
                          purchase needs prior to the settlement of securities already bought or
                          sold or in the process of being bought or sold by the Fund. To the
                          extent that the Fund borrows money, the Fund may be leveraged; at such
                          times, the Fund may appreciate or depreciate in value more rapidly than
                          its benchmark indexes. The Fund will repay any money borrowed in excess
                          of 5% of the market value of its total assets prior to purchasing
                          additional securities.
- --------------------------------------------------------------------------------------------------
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                                       10
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<TABLE>
<S>                       <C>
INVESTMENT                The Fund has adopted certain limitations on its investment practices.
LIMITATIONS               Specifically, the Fund will not:
THE FUND HAS ADOPTED      (a) with respect to 75% of its assets, purchase securities of any issuer
CERTAIN FUNDAMENTAL       (except obligations of the U.S. Government and its instrumentalities)
LIMITATIONS                   if, as a result, more than 5% of the value of the Fund's assets
                              would be invested in the securities of such issuer;
                          (b) with respect to 75% of its assets, purchase more than 10% of the
                          voting securities of any issuer;
                          (c)  invest more than 25% of its assets in any one industry;
                          (d) borrow money, except that the Fund may borrow from banks (or through
                          reverse repurchase agreements), for temporary or emergency (not
                              leveraging) purposes, including the meeting of redemption requests
                              which might otherwise require the untimely disposition of
                              securities, in an amount not exceeding 15% of the value of the
                              Fund's net assets. Whenever borrowing exceeds 5% of the value of the
                              Fund's net assets, the Fund will not make any additional
                              investments.
                          These investment limitations are considered at the time investment
                          securities are purchased. The limitations described here and in the
                          Statement of Additional Information may be changed only with the
                          approval of a majority of the Fund's shareholders.
- --------------------------------------------------------------------------------------------------
MANAGEMENT                The Fund is a member of The Vanguard Group of Investment Companies, a
OF THE FUND               family of 32 investment companies with 78 distinct portfolios and total
                          assets in excess of $120 billion. Through their jointly owned
VANGUARD ADMINISTERS      subsidiary, The Vanguard Group, Inc. ("Vanguard"), the Fund and the
AND DISTRIBUTES THE       other funds in the Group obtain at cost virtually all of their corporate
FUND                      management, administrative, shareholder accounting and distribution
                          services. Vanguard also provides investment advisory services on an
                          at-cost basis to certain Vanguard funds. As a result of Vanguard's
                          unique corporate structure, the Vanguard funds have costs substantially
                          lower than those of most competing mutual funds. In 1993, the average
                          expense ratio (annual costs including advisory fees divided by total net
                          assets) for the Vanguard funds amounted to approximately .30% compared
                          to an average of 1.02% for the mutual fund industry (data provided by
                          Lipper Analytical Services).
                          Vanguard employs a supporting staff of management and administrative
                          personnel needed to provide the requisite services to the funds and also
                          furnishes the funds with necessary office space, furnishings and
                          equipment. Each fund pays its share of Vanguard's net expenses, which
                          are allocated among the funds under methods approved by the Board of
                          Directors (Trustees) of each fund. In addition, each fund bears its own
                          direct expenses, such as legal, auditing and custodian fees.
                          Vanguard also provides distribution and marketing services to the
                          Vanguard funds. The funds are available on a no-load basis (i.e., there
                          are no sales commissions or 12b-1 fees). However, each fund bears its
                          share of the Group's distribution costs.
- --------------------------------------------------------------------------------------------------
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                                       11
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<TABLE>
<S>                       <C>
INVESTMENT                The Fund receives all investment advisory services on an at-cost basis
ADVISER                   from Vanguard. Vanguard's Core Management Group has primary
                          responsibility for the Fund's stock holdings, with Vanguard's Fixed
VANGUARD MANAGES          Income Group having primary responsibility for the Fund's fixed income
THE FUND'S                investments. Both the Core Management and Fixed Income Groups provide
INVESTMENTS               investment advisory services to a wide range of other Vanguard funds. As
                          of December 31, 1993, total assets under management were $16.4 billion
                          for the Core Management Group and $52 billion for the Fixed Income
                          Group. The Fund is not actively managed, but is instead administered by
                          the Core Management and Fixed Income Groups using computerized,
                          quantitative techniques. Both the Core Management and Fixed Income
                          Groups are supervised by the Officers of the Fund.
                          Purchase of portfolio securities may be made either directly from the
                          issuer or from securities dealers. In placing portfolio transactions,
                          Vanguard uses its best judgment to choose the broker most capable of
                          providing the brokerage services necessary to obtain the best available
                          price and most favorable execution at the lowest commission rate. The
                          full range and quality of brokerage services available are considered in
                          making these determinations. In those instances where it is reasonably
                          determined that more than one broker can offer the services needed to
                          provide the best available price and most favorable execution,
                          consideration may be given to those brokers which supply statistical
                          information and provide other services in addition to execution services
                          to the Fund. Fixed income securities may be sold prior to maturity if
                          circumstances and considerations warrant and if the Fund believes such
                          dispositions are advisable.
- --------------------------------------------------------------------------------------------------
DIVIDENDS,                The Fund will distribute substantially all of its net investment income
CAPITAL GAINS             in the form of quarterly dividends. In order to satisfy certain
AND TAXES                 requirements of the Tax Reform Act of 1986, the Fund may declare special
                          dividend and capital gains distributions during December. All dividend
THE FUND PAYS             and capital gains distributions are automatically reinvested in
QUARTERLY DIVIDENDS       additional shares of the Fund.
                          The Fund intends to continue to qualify for taxation as a "regulated
                          investment company" under the Internal Revenue Code so that it will not
                          be subject to federal income tax to the extent its income is distributed
                          to shareholders.
                          If you utilize the Fund as an investment option in an employer-sponsored
                          retirement savings plan, dividend and capital gains distributions from
                          the Fund ordinarily will not be subject to current taxation, but will
                          accumulate on a tax-deferred basis. In general, employer-sponsored
                          retirement and savings plans are governed by complex tax rules. If you
                          participate in such a plan, consult your plan administrator, your plan's
                          Summary Plan Description, or a professional tax adviser regarding the
                          tax consequences of your participation in the plan and of any plan
                          contributions or withdrawals.
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                                       12
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<TABLE>
<S>                       <C>
THE SHARE PRICE           The Fund's share price or "net asset value" per share is determined by
OF THE FUND               dividing the total market value of the Fund's investments and other
                          assets, less any liabilities, by the total number of outstanding shares
                          of the Fund. The net asset value per share is calculated as of the close
                          of regular trading on the New York Stock Exchange (generally 4:00 p.m.
                          Eastern time) on each day that the Exchange is open for business. The
                          Fund's net asset value includes interest on fixed income securities,
                          which is accrued daily.
                          Portfolio securities that are listed on a securities exchange are valued
                          at the last quoted sale price on the day the valuation is made. Price
                          information on listed securities is taken from the exchange where the
                          security is primarily traded. Securities which are listed on an exchange
                          and which are not traded on the valuation date are valued at the mean
                          between the bid and asked prices. Unlisted stocks for which market
                          quotations are readily available are also valued at the mean of the bid
                          and asked prices.
                          Bond and other fixed income securities may be valued on the basis of
                          prices provided by a pricing service when such prices are believed to
                          reflect the fair market value of such securities. The prices provided by
                          a pricing service may be determined without regard to bid or last sale
                          prices of each security but take into account institutional size
                          transactions in similar groups of securities as well as any developments
                          related to specific securities.
                          Temporary cash investments are valued at amortized cost, which
                          approximates market value. Other securities, including restricted
                          securities and other securities for which no quotations are currently
                          available, are valued at fair market value, as determined in good faith
                          by the Board of Directors.
                          The Fund's share price can be found daily in the mutual fund listings of
                          most major newspapers under the heading of The Vanguard Group.
- --------------------------------------------------------------------------------------------------
GENERAL                   The Fund is a Maryland corporation. The Articles of Incorporation permit
INFORMATION               the Directors to issue 1,000,000,000 shares of common stock, with a
                          $.001 par value. The Board of Directors has the power to designate one
                          or more classes ("series") of shares of common stock and to classify or
                          reclassify any unissued shares with respect to such series. Currently
                          the Fund is offering shares of one series.
                          The shares of the Fund are fully paid and non-assessable; have no
                          preference as to conversion, exchange, dividends, retirement or other
                          features; and have no pre-emptive rights. Such shares have
                          non-cumulative voting rights, meaning that the holders of more than 50%
                          of the shares voting for the election of Directors can elect 100% of the
                          Directors if they so choose.
                          Annual meetings of shareholders will not be held except as required by
                          the Investment Company Act of 1940 and other applicable law. An annual
                          meeting will be held to vote on the removal of a Director or Directors
                          of the Fund if requested in writing by the holders of not less than 10%
                          of the outstanding shares of the Fund.
</TABLE>
 
                                       13
<PAGE>   41
 
<TABLE>
<S>                       <C>
                          All securities and cash are held by CoreStates Bank, N.A., Philadelphia,
                          PA. The Vanguard Group, Inc., Valley Forge, PA, serves as the Fund's
                          Transfer and Dividend Disbursing Agent. Price Waterhouse serves as
                          independent accountants for the Fund and will audit its financial
                          statements annually. The Fund is not involved in any litigation.
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       14
<PAGE>   42
 
<TABLE>
<S>                       <C>
DIRECTORS AND             The Officers of the Fund manage its day-to-day operations and are
OFFICERS                  responsible to the Fund's Board of Directors. The Directors set broad
                          policies for each Fund and choose its Officers. The following is a list
                          of the Directors and Officers of the Fund and a statement of their
                          present positions and principal occupations during the past five years.
                          The mailing address of the Directors and Officers of the Fund is Post
                          Office Box 876, Valley Forge, PA 19482.
</TABLE>
 
   
<TABLE>
                        <S>                                   <C>
                        JOHN C. BOGLE, Chairman, Chief        ALFRED M. RANKIN, JR., Director
                        Executive Officer and Director*       President, Chief Executive Officer
                          Chairman, Chief Executive           and Director of NACCO Industries,
                          Officer, and Director of The          Inc.; Director of The BFGoodrich
                          Vanguard Group, Inc., and of each     Company, The Standard Products
                          of the investment companies in        Company and The Reliance Electric
                          The Vanguard Group; Director of       Company.
                          The Mead Corporation and General
                          Accident Insurance.                 JOHN C. SAWHILL, Director
                                                              President and Chief Executive
                        JOHN J. BRENNAN, President &          Officer, The Nature Conservancy;
                        Director*                               formerly, Director and Senior
                          President and Director of The         Partner, McKinsey & Co.; and
                          Vanguard Group, Inc. and each of      President, New York University;
                          the investment companies in The       Director of Pacific Gas and
                          Vanguard Group.                       Electric Company and NACCO
                        ROBERT E. CAWTHORN, Director            Industries.
                          Chairman and Chief Executive        JAMES O. WELCH, JR., Director
                          Officer, Rhone-Poulenc Rorer,       Retired Chairman of Nabisco Brands
                          Inc.; Director of Immune Response   Inc. and retired Vice Chairman and
                          Corp. and Sun Company, Inc.;          Director of RJR Nabisco; Director
                          Trustee, Universal Health Realty      of TECO Energy, Inc.
                          Income Trust.                       J. LAWRENCE WILSON, Director
                        BARBARA BARNES HAUPTFUHRER,           Chairman and Director of Rohm &
                        Director                              Haas Company; Director of Cummins
                          Director of The Great Atlantic        Engine Company and Vanderbilt
                          and Pacific Tea Company, ALCO         University; Trustee of The Culver
                          Standard Corp., Raytheon Company,     Educational Foundation.
                          Knight-Ridder, Inc., and
                          Massachusetts Mutual Life           RAYMOND J. KLAPINSKY, Secretary*
                          Insurance Co.                       Senior Vice President and Secretary
                                                              of The Vanguard Group, Inc.;
                        BRUCE K. MACLAURY, Director             Secretary of each of the
                          President, The Brookings              investment companies in The
                          Institution; Director of Dayton       Vanguard Group.
                          Hudson Corporation, American
                          Express Bank, Ltd. and The St.      RICHARD F. HYLAND, Treasurer*
                          Paul Companies, Inc.                Treasurer of The Vanguard Group,
                                                              Inc. and of each of the investment
                        BURTON G. MALKIEL, Director             companies in The Vanguard Group.
                          Chemical Bank Chairmen's
                          Professor of Economics, Princeton   KAREN E. WEST, Controller*
                          University; Director of             Vice President of The Vanguard
                          Prudential Insurance Co. of         Group, Inc.; Controller of each of
                          America, Amdahl Corporation,          the investment companies in The
                          Baker Fentress & Co., Jeffrey         Vanguard Group.
                          Co., and The Southern New England   ---------------
                          Telephone Company.                  *Officers of the Fund are
                                                              "interested persons" as defined in
                                                              the Investment Company Act of 1940.
</TABLE>
    
 
<TABLE>
<S>                       <C>
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       15
<PAGE>   43
 
<TABLE>
<S>                       <C>
                                          SERVICE GUIDE
PARTICIPATING IN          The Fund is available as an investment option in your retirement or
YOUR PLAN                 savings plan. The administrator of your plan or your employee benefits
                          office can provide you with detailed information on how to participate
                          in your plan and how to elect the Fund as an investment option.
                          If you have any questions about the Fund, including the Fund's
                          investment objective, policies, risk characteristics or historical
                          performance, please contact Vanguard's Institutional Participant
                          Services 1-800-523-1188.
                          If you have questions about your account, contact your plan
                          administrator or the organization which provides recordkeeping services
                          for your plan.
                          ------------------------------------------------------------------------
INVESTMENT OPTIONS        You may be permitted to elect different investment options, alter the
AND ALLOCATIONS           amounts contributed to your plan, or change how contributions are
                          allocated among your investment options in accordance with your plan's
                          specific provisions. See your plan administrator or employee benefits
                          office for more details.
                          ------------------------------------------------------------------------
TRANSACTIONS IN           Contributions, exchanges or redemptions of the Fund's shares are
FUND SHARES               effective when received in "good order" by Vanguard. "Good order" means
                          that complete information on the contribution, exchange or redemption
                          and the appropriate monies have been received by Vanguard.
                          ------------------------------------------------------------------------
MAKING EXCHANGES          Your plan may allow you to exchange monies from one investment option to
                          another. Check with your plan administrator for details on the rules
                          governing exchanges in your plan. Certain investment options,
                          particularly company stock or investment contracts, may be subject to
                          unique restrictions.
                          Before making an exchange, you should consider the following:
                          - If you are making an exchange to another Vanguard Fund option, please
                          read the Fund's prospectus. Contact Participant Services at
                            1-800-523-1188 for a copy.
                          - Exchanges are accepted by Vanguard only as permitted by your plan.
                          Your plan administrator can explain how frequently exchanges are
                            allowed.
- --------------------------------------------------------------------------------------------------
</TABLE>
 
                                       16
<PAGE>   44
 
                     [This page intentionally left blank.]
<PAGE>   45
 
                     [This page intentionally left blank.]
<PAGE>   46
         
- --------------------------------------------------------------------------------
 
<TABLE>
<S>   <C>                                                                      <C>
      -----------------------------                                            I  N  S  T  I  T  U  T  I  O  N  A  L
      THE VANGUARD GROUP                                                            P  R  O  S  P  E  C  T  U  S
      OF INVESTMENT
      COMPANIES                                                                            APRIL 18, 1994
      Vanguard Financial Center
      P.O. Box 2900
      Valley Forge, PA 19482
      INSTITUTIONAL PARTICIPANT
          SERVICES DEPARTMENT:
      1-800-523-1188
      TRANSFER AGENT:
      The Vanguard Group, Inc.
      Vanguard Financial Center
      Valley Forge, PA 19482
</TABLE>
 
   
                                                                (LOGO)      I002
    
- --------------------------------------------------------------------------------
<PAGE>   47
 
                                     PART B
 
                       VANGUARD BALANCED INDEX FUND, INC.
 
                      STATEMENT OF ADDITIONAL INFORMATION
 
                                 APRIL 18, 1994
 
     This Statement is not a prospectus but should be read in conjunction with
the Fund's current Prospectus (dated April 18, 1994). To obtain the Prospectus
please call:
 
                      VANGUARD INVESTOR INFORMATION CENTER
                                 1-800-662-7447
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                                            PAGE
                                                                                            ----
<S>                                                                                         <C>
Investment Objective and Policies.........................................................     1
Investment Limitations....................................................................     4
Yield and Total Return....................................................................     6
Purchase of Shares........................................................................     6
Redemption of Shares......................................................................     6
Management of the Fund....................................................................     6
Portfolio Transactions....................................................................     8
Financial Statements......................................................................     8
Comparative Indexes.......................................................................     8
Appendix -- Description of Bond Ratings...................................................    10
</TABLE>
 
                       INVESTMENT OBJECTIVE AND POLICIES
 
     REPURCHASE AGREEMENTS  Vanguard Balanced Index Fund, Inc. (the "Fund") may
invest in repurchase agreements with commercial banks, brokers or dealers to
generate income from its excess cash balances. A repurchase agreement is an
agreement under which the Fund acquires a money market instrument (generally a
security issued by the U.S. Government or an agency thereof, a banker's
acceptance or a certificate of deposit) from a Federal Reserve member bank with
minimum assets of at least $2 billion or a registered securities dealer, subject
to resale to the seller at an agreed upon price and date (normally, the next
business day). A repurchase agreement may be considered a loan collateralized by
securities. The resale price reflects an agreed upon interest rate effective for
the period the instrument is held by the Fund and is unrelated to the interest
rate on the underlying instrument. In these transactions, the securities
acquired by the Fund (including accrued interest earned thereon) must have a
total value in excess of the value of the repurchase agreement and are held by
the Fund's custodian bank until repurchased. In addition, the Fund's Board of
Directors will monitor the Fund's repurchase agreement transactions generally
and will establish guidelines and standards for review of the creditworthiness
of any bank, broker or dealer party to a repurchase agreement with the Fund. No
more than an aggregate of 15% of the Fund's net assets, at the time of
investment, will be invested in repurchase agreements having maturities longer
than seven days and securities subject to legal or contractual restrictions on
resale, or for which there are no readily available market quotations.
 
     The use of repurchase agreements involves certain risks. For example, if
the other party to the agreement defaults on its obligation to repurchase the
underlying security at a time when the value of the security has declined, the
Fund may incur a loss upon disposition of the security. If the other party to
the agreement becomes insolvent and subject to liquidation or reorganization
under the Bankruptcy Code or other laws, a court may determine that the
underlying security is collateral for a loan by the Fund not within the control
of the Fund and therefore the Fund may not be able to substantiate its interest
in the underlying security and may be deemed an unsecured creditor of the other
party to the agreement. While the Fund's management acknowledges these risks, it
is expected that they can be controlled through careful monitoring procedures.
 
                                        1
<PAGE>   48
 
     LENDING OF SECURITIES  The Fund may lend its securities to qualified
institutional investors who need to borrow securities in order to complete
certain transactions, such as covering short sales, avoiding failures to deliver
securities or completing arbitrage operations. By lending its portfolio
securities, the Fund attempts to increase its net investment income through the
receipt of interest on the loan. Any gain or loss in the market price of the
securities loaned that might occur during the term of the loan would be for the
account of the Fund. The Fund may lend its portfolio securities to qualified
brokers, dealers, banks or other financial institutions, so long as the terms,
the structure and the aggregate amount of such loans are not inconsistent with
the Investment Company Act of 1940, or the Rules and Regulations or
interpretations of the Securities and Exchange Commission (the "Commission")
thereunder, which currently require that (a) the borrower pledge and maintain
with the Fund collateral consisting of cash, a letter of credit issued by a
domestic U.S. bank, or securities issued or guaranteed by the United States
Government having at all times not less than 100% of the value of the securities
loaned, (b) the borrower add to such collateral whenever the price of the
securities loaned rises (i.e. the borrower "marks to the market" on a daily
basis), (c) the loan be made subject to termination by the Fund at any time and
(d) the Fund receive reasonable interest on the loan (which may include the
Fund's investing any cash collateral in interest bearing short-term
investments), any distribution on the loaned securities and any increase in
their market value. Loan arrangements made by the Fund will comply with all
other applicable regulatory requirements, including the rules of the New York
Stock Exchange, which rules presently require the borrower, after notice, to
redeliver the securities within the normal settlement time of five business
days. All relevant facts and circumstances, including the creditworthiness of
the broker, dealer or institution, will be considered in making decisions with
respect to the lending of securities, subject to review by the Fund's Board of
Directors.
 
     FUTURES CONTRACTS, OPTIONS ON FUTURES CONTRACTS, WARRANTS, CONVERTIBLE
SECURITIES AND SWAP AGREEMENTS  The Fund may enter into futures contracts,
warrants, options on futures contracts, convertible securities and swap
agreements for the purpose of simulating full investment in the underlying
Indexes and reducing transactions costs. Futures contracts provide for the
future sale by one party and purchase by another party of a specified amount of
a specific security at a specified future time and at a specified price. Futures
contracts which are standardized as to maturity date and underlying financial
instrument are traded on national futures exchanges. Futures exchanges and
trading are regulated under the Commodity Exchange Act by the Commodity Futures
Trading Commission ("CFTC"), a U.S. Government Agency.
 
     Although futures contracts by their terms call for actual delivery or
acceptance of the underlying securities, in most cases the contracts are closed
out before the settlement date without the making or taking of delivery. Closing
out an open futures position is done by taking an opposite position ("buying" a
contract which has previously been "sold," or "selling" a contract previously
purchased) in an identical contract to terminate the position. Brokerage
commissions are incurred when a futures contract is bought or sold.
 
     Futures traders are required to make a good faith initial margin deposit in
cash or securities with a broker or custodian to initiate and maintain open
positions in futures contracts. A margin deposit is intended to assure
completion of the contract (delivery or acceptance of the underlying security)
if it is not terminated prior to the specified delivery date. Minimal initial
margin requirements are established by the futures exchange and may be changed.
Brokers may establish deposit requirements which are higher than the exchange
minimums. Futures contracts are customarily purchased and sold with deposits
that may range upward from less than 5% of the value of the contract being
traded. The Fund's initial margin requirement is ordinarily in the form of U.S.
Treasury securities. These securities are segregated in a separate custody
account at the Fund's custodian bank; they are not delivered to the futures
dealer.
 
     After a futures contract position is opened, the value of the contract is
marked to market daily. If the futures contract price changes to the extent that
the margin on deposit does not satisfy margin requirements, payment of
additional "variation" margin will be required. Conversely, change in the
contract value may reduce the required margin, resulting in a repayment of
excess margin to the contract holder. Variation margin payments are made to and
from the futures broker for as long as the contract remains open. The Fund
expects to earn interest income on its initial margin deposits.
 
                                        2
<PAGE>   49
 
     Traders in futures contracts may be broadly classified as either "hedgers"
or "speculators." Hedgers use the futures markets primarily to offset
unfavorable changes in the value of securities otherwise held for investment
purposes or expected to be acquired by them. Speculators are less inclined to
own the securities underlying the futures contracts which they trade, and use
futures contracts with the expectation of realizing profits from fluctuations in
the prices of underlying securities. The Fund intends to use futures contracts
only for bona fide hedging purposes.
 
     Regulations of the CFTC applicable to the Fund require that all of its
futures transactions constitute bona-fide hedging transactions. The Fund will
only sell futures contracts to protect securities it owns against price declines
or purchase contracts to protect against an increase in the price of securities
it intends to purchase. As evidence of this hedging interest, the Fund expects
that approximately 75% of its futures contract purchases will be "completed,"
that is, equivalent amounts of related securities will have been purchased or
are being purchased by the Fund upon sale of open futures contracts.
 
     Although techniques other than the sale and purchase of futures contracts
could be used to control the Fund's exposure to market fluctuations, the use of
futures contracts may be a more effective means of hedging this exposure. While
the Fund will incur commission expenses in both opening and closing out futures
positions, these costs are lower than transaction costs incurred in the purchase
and sale of the underlying securities.
 
     RESTRICTIONS ON THE USE OF FUTURES CONTRACTS  The Fund will not enter into
futures contract transactions to the extent that, immediately thereafter, the
sum of its initial margin deposits on open contracts exceeds 5% of the market
value of the Fund's total assets.
 
     RISK FACTORS IN FUTURES TRANSACTIONS  Positions in futures contracts may be
closed out only on an Exchange which provides a secondary market for such
futures. However, there can be no assurance that a liquid secondary market will
exist for any particular futures contract at any specific time. Thus, it may not
be possible to close a futures position. In the event of adverse price
movements, the Fund would continue to be required to make daily cash payments to
maintain its required margin. In such situations, if the Fund has insufficient
cash, it may have to sell portfolio securities to meet daily margin requirements
at a time when it may be disadvantageous to do so. In addition, the Fund may be
required to make delivery of the instruments underlying futures contracts it
holds. The inability to close options and futures positions also could have an
adverse impact on the ability to effectively hedge it.
 
     The Fund will minimize the risk that it will be unable to close out a
futures contract by only entering into futures which are traded on national
futures exchanges and for which there appears to be a liquid secondary market.
 
     The risk of loss in trading futures contracts in some strategies can be
substantial, due both to the low margin deposits required, and the extremely
high degree of leverage involved in futures pricing. As a result, a relatively
small price movement in a futures contract may result in immediate and
substantial loss (as well as gain) to the investor. For example, if at the time
of purchase, 10% of the value of the Futures Contract is deposited as margin, a
subsequent 10% decrease in the value of the futures contract would result in a
total loss of the margin deposit, before any deduction for the transaction
costs, if the account were then closed out. A 15% decrease would result in a
loss equal to 150% of the original margin deposit if the contract were closed
out. Thus, a purchase or sale of a futures contract may result in losses in
excess of the amount invested in the contract. The Fund also bears the risk that
the adviser will incorrectly predict future stock market trends. However,
because the futures strategies of the Fund are engaged in only for hedging
purposes, the Adviser does not believe that the Fund is subject to the risks of
loss frequently associated with futures transactions. The Fund would presumably
have sustained comparable losses if, instead of the futures contract, it had
invested in the underlying financial instrument and sold it after the decline.
 
     Utilization of futures transactions by the Fund does involve the risk of
imperfect or no correlation where the securities underlying futures contracts
have different maturities than the portfolio securities being hedged. It is also
possible that the Fund could both lose money on futures contracts and also
experience a decline in value of its portfolio securities. There is also the
risk of loss by the Fund of margin deposits in the
 
                                        3
<PAGE>   50
 
event of bankruptcy of a broker with whom the Fund has an open position in a
futures contract or related option.
 
     Most futures exchanges limit the amount of fluctuation permitted in futures
contract prices during a single trading day. The daily limit establishes the
maximum amount that the price of a futures contract may vary either up or down
from the previous day's settlement price at the end of a trading session. Once
the daily limit has been reached in a particular type of contract, no trades may
be made on that day at a price beyond that limit. The daily limit governs only
price movement during a particular trading day and therefore does not limit
potential losses, because the limit may prevent the liquidation of unfavorable
positions. Futures contract prices have occasionally moved to the daily limit
for several consecutive trading days with little or no trading, thereby
preventing prompt liquidation of future positions and subjecting some futures
traders to substantial losses.
 
     FEDERAL TAX TREATMENT OF FUTURES CONTRACTS  Except for transactions the
Fund has identified as hedging transactions, the Fund is required for federal
income tax purposes to recognize as income for each taxable year its net
unrealized gains and losses on certain futures contracts as of the end of the
year as well as those actually realized during the year. In most cases, any gain
or loss recognized with respect to a futures contract is considered to be 60%
long-term capital gain or loss and 40% short-term capital gain or loss, without
regard to the holding period of the contract. Furthermore, sales of futures
contracts which are intended to hedge against a change in the value of
securities held by the Fund may affect the holding period of such securities
and, consequently, the nature of the gain or loss on such securities upon
disposition.
 
     In order for the Fund to continue to qualify for Federal income tax
treatment as a regulated investment company, at least 90% of its gross income
for a taxable year must be derived from qualifying income; i.e., dividends,
interest, income derived from loans of securities, gains from the sale of
securities or of foreign currencies or other income derived with respect to the
Fund's business of investing in securities. In addition, gains realized on the
sale or other disposition of securities held for less than three months must be
limited to less than 30% of the Fund's annual gross income. It is anticipated
that any net gain realized from the closing out of futures contracts will be
considered gain from the sale of securities and therefore be qualifying income
for purposes of the 90% requirement. In order to avoid realizing excessive gains
on securities held less than three months, the Fund may be required to defer the
closing out of futures contracts beyond the time when it would otherwise be
advantageous to do so. Unrealized gains on futures contracts, which have been
open for less than three months as of the end of the Fund's fiscal year and
which are recognized for tax purposes, will not be considered gains on sales of
securities held less than three months for the purpose of the 30% test.
 
     The Fund will distribute to shareholders annually any net capital gains
which have been recognized for federal income tax purposes (including unrealized
gains at the end of the Fund's fiscal year) on futures transactions. Such
distributions will be combined with distributions of capital gains realized on
the Fund's other investments and shareholders will be advised on the nature of
the transactions.
 
                             INVESTMENT LIMITATIONS
 
     The following restrictions and fundamental policies cannot be changed
without approval of the holders of a majority of the outstanding shares of the
Fund (as defined in the Investment Company Act of 1940). The Fund may not:
 
      1) invest in commodities or purchase real estate, although it may purchase
         and sell securities of companies which deal in real estate or interests
         therein, and the Fund may purchase and sell stock index and interest
         rate futures contracts and options;
 
      2) purchase securities on margin or sell securities short (the deposit or
         payment by the Fund of initial or variation margin in order to engage
         in an interest-rate futures contract is not considered the purchase of
         a security on margin);
 
      3) with respect to 75% of its total assets, purchase more than 10% of the
         outstanding voting securities of any company;
 
                                        4
<PAGE>   51
 
      4) with respect to 75% of the Fund's total assets, invest more than 5% of
         the value of its total assets in the securities of any single issuer
         except obligations of the U.S. Government and its instrumentalities;
 
      5) borrow money, except that the Fund may borrow from banks (or through
         reverse repurchase agreements), for temporary or emergency (not
         leveraging) purposes, including the meeting of redemption requests
         which might otherwise require the untimely disposition of securities,
         in an amount not exceeding 15% of the value of the Fund's net assets
         (including the amount borrowed and the value of any outstanding reverse
         repurchase agreements) at the time the borrowing is made. Whenever
         borrowings exceed 5% of the value of the Fund's net assets, the Fund
         will not make any additional investments;
 
      6) pledge, mortgage, or hypothecate any of its assets to an extent greater
         than 5% of the value of its total assets;
 
      7) issue senior securities, collateral arrangements with regard to initial
         and variation margin on interest-rate futures contracts shall not be
         considered issuance of a senior security;
 
      8) engage in the business of underwriting securities issued by other
         persons except to the extent that the Fund may be deemed to be an
         underwriter under the Securities Act of 1933, as amended, in disposing
         of investment securities;
 
      9) purchase or acquire securities if more than 15% of its net assets would
         be invested in securities that are illiquid (included in this
         limitation is the Fund's investment in The Vanguard Group, Inc.);
 
     10) invest for the purpose of controlling management of any company;
 
     11) invest its assets in securities of other investment companies except by
         purchase in the open market involving only customary broker's
         commissions or as part of a merger, consolidation, reorganization or
         purchase of assets approved by the Fund's shareholders or as provided
         for by the Investment Company Act of 1940, and any regulations
         thereunder, including any interpretation of, or exemptive relief
         provided by, the Securities and Exchange Commission;
 
     12) have dealing on behalf of the fund with Officers and Directors of the
         Fund, except for the purchase or sale of securities on an agency or
         commission basis;
 
     13) make loans to any officers, directors or employees of the fund;
 
     14) invest in assessable securities or securities involving unlimited
         liability on the part of the holders thereof;
 
     15) make loans except (i) by purchasing bonds, debentures or similar
         obligations (including repurchase agreements, which are either publicly
         distributed or customarily purchased by institutional investors) and
         (ii) by lending its securities to banks, brokers, dealers and other
         financial institutions so long as such loans are not inconsistent with
         the Investment Company Act of 1940 or the Rules and Regulations or
         interpretations of the Commission thereunder;
 
     16) invest directly in oil, gas or other mineral exploration or development
         programs.
 
     The investment limitations set forth above are considered at the time that
the Fund purchases securities. Notwithstanding these limitations, the Fund may
own all or any portion of the securities of, or make loans to, or contribute to
the costs or other financial requirements of any company which will be wholly
owned by the Fund and one or more other investment companies and is primarily
engaged in the business of providing, at-cost, management, administrative,
distribution or related services to the Fund and other investment companies. See
"The Vanguard Group." As non-fundamental policies, the Fund will not (i)
purchase or retain securities of an issuer if those officers and directors of
the Fund and/or its Investment Adviser owning more than 1/2 of 1% of such
securities together own more than 5% of such securities; or (ii) invest more
than 5% of total assets in securities of companies which have (with
predecessors) a record of less than three years' continuous operation.
 
                                        5
<PAGE>   52
 
                             YIELD AND TOTAL RETURN
 
     Yields are calculated daily and premiums and discounts on asset-backed
securities are not amortized.
 
     Total return is computed by finding the average compounded rates of return
over the one year and since inception periods that would equate an initial
amount invested at the beginning of the periods to the ending redeemable value
of the investment.
 
     The yield of the Fund for the 30 days ended December 31, 1993 was 3.33%.
The total return of the Fund for the fiscal year ended December 31, 1993 and
since November 9, 1992 (Subscription period September 28, 1992 through November
8, 1992) was 10.00% and 12.21%.
 
                               PURCHASE OF SHARES
 
     The Fund reserves the right in its sole discretion (i) to suspend the
offerings of its shares, (ii) to reject purchase orders when in the judgment of
management such rejection is in the best interest of the Fund, and (iii) to
reduce or waive the minimum for initial and subsequent investments for certain
fiduciary accounts or under circumstances where certain economies can be
achieved in sales of the Fund's shares. The Fund reserves the right to require
investors purchasing shares in the amount of $10 million or more to pay a
transaction fee to offset the transactions costs associated with purchases of
securities by the Fund as a result of such investor's purchases.
 
                              REDEMPTION OF SHARES
 
     The Fund may suspend redemption privileges or postpone the date of payment
(i) during any period that the New York Stock Exchange is closed, or trading on
the Exchange is restricted as determined by the Securities and Exchange
Commission (the "Commission"), (ii) during any period when an emergency exists
as defined by the rules of the Commission as a result of which it is not
reasonably practicable for the Fund to dispose of securities owned by it, or
fairly to determine the value of its assets, and (iii) for such other periods as
the Commission may permit.
 
     The Fund has made an election with the Commission to pay in cash all
redemptions requested by any shareholder of record limited in amount during any
90-day period to the lesser of $250,000 or 1% of the net assets of the Fund at
the beginning of such period. Such commitment is irrevocable without the prior
approval of the Commission. Redemptions in excess of the above limits may be
paid in whole or in part, in investment securities or in cash, as the Directors
may deem advisable; however, payment will be made wholly in cash unless the
Directors believe that economic or market conditions exist which would make such
a practice detrimental to the best interests of the Fund. If redemptions are
paid in investment securities, such securities will be valued as set forth in
the Prospectus under "The Fund's Share Price" and a redeeming shareholder would
normally incur brokerage expenses if he converted these securities to cash.
 
     No charge is made by the Fund for redemptions. Any redemption may be more
or less than the shareholder's cost depending on the market value of the
securities held by the Fund.
 
                             MANAGEMENT OF THE FUND
 
     THE VANGUARD GROUP  The Fund is a member of The Vanguard Group of
Investment Companies which consists of 32 investment companies.
 
     Through their jointly-owned subsidiary, The Vanguard Group, Inc.
("Vanguard"), the Fund and the other Funds in the Group obtain at cost virtually
all of their corporate management, administrative and distribution services.
Vanguard also provides investment advisory services on an at-cost basis to
certain Vanguard Funds.
 
     Vanguard employs a supporting staff of management and administrative
personnel needed to provide the requisite services to the Funds and also
furnishes the Funds with necessary office space, furnishings and equipment. Each
Fund pays its share of Vanguard's net expenses which are allocated among the
Funds under
 
                                        6
<PAGE>   53
 
methods approved by the Board of Directors (Trustees) of each Fund. In addition,
each Fund bears its own direct expenses such as legal, auditing and custodian
fees.
 
     The Fund's officers are also officers and employees of Vanguard. No officer
or employee owns, or is permitted to own, any securities of any external adviser
for the Funds.
 
     The Vanguard Group was established and operates under a Funds' Service
Agreement which was approved by the shareholders of each of the Funds. The
Fund's Service Agreement was amended on May 15, 1993 to provide for the
following arrangement: (1) each Vanguard Fund may invest a maximum of 0.40% of
its assets in Vanguard and (2) there is no restriction on the maximum cash
investment that the Vanguard Funds may make in Vanguard. The amounts which each
of the Funds have invested are adjusted from time to time in order to maintain
the proportionate relationship between each Fund's relative net assets and its
contribution to Vanguard's capital.
 
     MANAGEMENT  Corporate management and administrative services include: (1)
executive staff; (2) accounting and financial; (3) legal and regulatory; (4)
shareholder account maintenance; (5) monitoring and control of custodian
relationships; (6) shareholder reporting; and (7) review and evaluation of
advisory and other services provided to the Funds by third parties. During the
year ended December 31, 1993 the Fund paid approximately $343,000 in management
and administration expenses.
 
     DISTRIBUTION  Vanguard provides all distribution and marketing activities
for the Funds in the Group. Vanguard Marketing Corporation, a wholly-owned
subsidiary of The Vanguard Group, Inc., acts as Sales Agent for the shares of
the Funds in connection with any sales made directly to investors in the states
of Florida, Missouri, New York, Ohio, Texas and such other states as it may be
required. During the year ended December 31, 1993 the Fund paid approximately
$55,000 in distribution and marketing expenses.
 
     The principal distribution expenses are for advertising, promotional
materials and marketing personnel. Distribution services may also include
organizing and offering to the public, from time to time, one or more new
investment companies which will become members of the Group. The directors and
officers of Vanguard determine the amount to be spent annually on distribution
activities, the manner and amount to be spent on each Fund, and whether to
organize new investment companies.
 
     One-half of the distribution expenses of a marketing and promotional nature
is allocated among the Funds based upon relative net assets. The remaining
one-half of those expenses is allocated among the Funds based upon each Fund's
sales for the preceding 24 months relative to the total sales of the Funds as a
Group, provided, however, that no Fund's aggregate quarterly rate of
contribution for distribution expenses of a marketing and promotional nature
shall exceed 125% of average distribution expense rate for the Group, and that
no Fund shall incur annual distribution expenses in excess of 20/100 of 1% of
its average month-end net assets.
 
     INVESTMENT ADVISORY SERVICES  Vanguard provides investment advisory
services to Vanguard Municipal Bond Fund, Vanguard Bond Index Fund, Vanguard
Money Market Reserves, Vanguard Institutional Money Market Portfolio, several
Portfolios of Vanguard Variable Insurance Funds, several Portfolios of Vanguard
Fixed Income Securities Fund, Vanguard California Tax-Free Fund, Vanguard
Florida Insured Tax-Free Fund, Vanguard New York Insured Tax-Free Fund, Vanguard
New Jersey Tax-Free Fund, Vanguard Ohio Tax-Free Fund, Vanguard Pennsylvania
Tax-Free Fund, Vanguard International Equity Index Fund, Vanguard Admiral Funds
and Vanguard Institutional Portfolios. These services are provided on an at-cost
basis from a money management staff employed directly by Vanguard. The
compensation and other expenses of this staff are paid by the Funds utilizing
these services.
 
     REMUNERATION OF DIRECTORS AND OFFICERS  The Fund pays each Director, who is
not also an officer, an annual fee plus travel and other expenses incurred in
attending Board meetings. The Fund's officers and employees are paid by Vanguard
which, in turn, is reimbursed by the Fund and each other Fund in the Group, for
its proportionate share of officers' and employees' salaries and retirement
benefits.
 
     Directors who are not officers are paid an annual fee upon retirement equal
to $1,000 for each year of service on the Board. Under its retirement plan,
Vanguard contributes annually an amount equal to 10% of
 
                                        7
<PAGE>   54
 
each officer's annual compensation plus 5.7% of that part of the officer's
compensation during the year, if any, that exceeds the Social Security Taxable
Wage Base then in effect.
 
                             PORTFOLIO TRANSACTIONS
 
     In placing portfolio transactions, Vanguard uses its best judgment to
choose the broker most capable of providing the brokerage services necessary to
obtain best available price and most favorable execution. The full range and
quality of brokerage services available are considered in making these
determinations. In those instances where it is reasonably determined that more
than one broker can offer the brokerage services needed to obtain the best
available price and most favorable execution, consideration will be given to
those brokers which supply statistical information and provide other services in
addition to execution services to the Fund.
 
     Since the Fund does not market its shares through intermediary brokers or
dealers, it is not the Fund's practice to allocate brokerage or principal
business on the basis of sales of its shares which may be made through such
firms. However, the Fund may place portfolio orders with qualified
broker-dealers who recommend the Fund to clients, and may, when a number of
brokers and dealers can provide best price and execution on a particular
transaction, consider the sale of Fund shares by a broker or dealer in selecting
among broker-dealers.
 
                              FINANCIAL STATEMENTS
 
     The Fund's financial statements for the year ended December 31, 1993,
including the financial highlights, and for the period from September 28, 1992
(commencement of operations) to December 31, 1992, appearing in the Vanguard
Balanced Index Fund's 1993 Annual Report to Shareholders, and the report thereon
of Price Waterhouse, independent accountants, also appearing therein, are
incorporated by reference in this Statement of Additional Information. The
Fund's 1993 Annual Report to Shareholders is enclosed with this Statement of
Additional Information.
 
                              PERFORMANCE MEASURES
 
     Each of the investment company members of the Vanguard Group, including
Vanguard Balanced Index Fund, may from time to time, use one or more of the
following unmanaged indexes for comparative performance purposes.
 
STANDARD AND POOR'S 500 COMPOSITE STOCK PRICE INDEX -- is a well diversified
list of 500 companies representing the U.S. Stock Market.
 
WILSHIRE 5000 EQUITY INDEX -- consists of approximately 6,000 common equity
securities, covering all stocks in the U.S. for which daily pricing is
available.
 
WILSHIRE 4500 EQUITY INDEX -- consists of all stocks in the Wilshire 5000 except
for the 500 stocks in the Standard and Poor's 500 Index.
 
RUSSELL 3000 STOCK INDEX -- a diversified portfolio of over 3,000 common stocks
accounting for over 90% of the market value of publicly traded stocks in the
U.S.
 
RUSSELL 2000 STOCK INDEX -- a subset of approximately 2,000 of the smallest
stocks contained in the Russell 3000, a widely used benchmark for small
capitalization common stocks.
 
MORGAN STANLEY CAPITAL INTERNATIONAL EAFE INDEX -- is an arithmetic, market
value-weighted average of the performance of over 900 securities listed on the
stock exchanges of countries in Europe, Australia and the
Far East.
 
GOLDMAN SACHS 100 CONVERTIBLE BOND INDEX -- currently includes 67 bonds and 33
preferreds. The original list of names was generated by screening for
convertible issues of 100 million or greater in market capitalization. The index
is priced monthly.
 
SALOMON BROTHERS GNMA INDEX -- includes pools of mortgages originated by private
lenders and guaranteed by the mortgage pools of the Government National Mortgage
Association.
 
                                        8
<PAGE>   55
 
SALOMON BROTHERS HIGH-GRADE CORPORATE BOND INDEX -- consists of publicly issued,
non-convertible corporate bonds rated AA or AAA. It is a value-weighted, total
return index, including approximately 800 issues with maturities of 12 years or
greater.
 
SHEARSON LEHMAN LONG-TERM TREASURY BOND INDEX -- is composed of all bonds
covered by the Shearson Lehman Hutton Treasury Bond Index with maturities of 10
years or greater.
 
MERRILL LYNCH CORPORATE & GOVERNMENT BOND INDEX -- consists of over 4,500 U.S.
Treasury, Agency and investment grade corporate bonds.
 
SHEARSON LEHMAN CORPORATE (BAA) BOND INDEX -- all publicly offered fixed rate,
nonconvertible domestic corporate bonds rated Baa by Moody's, with a maturity
longer than 1 year and with more than $25 million outstanding. This index
includes over 1,000 issues.
 
BOND BUYER MUNICIPAL INDEX (20 YEAR) BOND -- is a yield index on current coupon
high grade general obligation municipal bonds.
 
STANDARD & POOR'S PREFERRED INDEX -- is a yield index based upon the average
yield for four high grade, non-callable preferred stock issues.
 
NASDAQ INDUSTRIAL INDEX -- is composed of more than 3,000 industrial issues. It
is a value-weighted index calculated on price change only and does not include
income.
 
COMPOSITE INDEX -- 70% Standard & Poor's 500 Index and 30% NASDAQ Industrial
Index.
 
COMPOSITE INDEX -- 35% Standard & Poor's 500 Index and 65% Salomon Brothers
High-Grade Bond Index.
 
COMPOSITE INDEX -- 65% Standard & Poor's 500 Index and 35% Salomon Brothers
High-Grade Bond Index.
 
LEHMAN BROTHERS AGGREGATE BOND INDEX -- is a market weighted index that contains
individually priced U.S. Treasury, agency, corporate, and mortgage pass-through
securities corporate rated BBB- or better. The Index has a market value of over
$4 trillion.
 
LEHMAN BROTHERS MUTUAL FUND SHORT (1-5) GOVERNMENT/CORPORATE INDEX -- is a
market weighted index that contains individually priced U.S. Treasury, agency,
and corporate investment grade bonds rated BBB- or better with maturities
between 1 and 5 years. The index has a market value of over $1.3 trillion.
 
LEHMAN BROTHERS MUTUAL FUND INTERMEDIATE (5-10) GOVERNMENT/CORPORATE INDEX -- is
a market weighted index that contains individually priced U.S. Treasury, agency,
and corporate securities rated BBB- or better with maturities between 5 and 10
years. The index has a market value of over $600 billion.
 
LEHMAN BROTHERS MUTUAL FUND LONG (10+) GOVERNMENT/CORPORATE INDEX -- is a market
weighted index that contains individually priced U.S. Treasury, agency, and
corporate securities rated BBB- or better with maturities greater than 10 years.
The index has a market value of over $900 billion.
 
LIPPER SMALL COMPANY GROWTH FUND AVERAGE -- the average performance of small
company growth funds as defined by Lipper Analytical Services, Inc. Lipper
defines a small company growth fund as a fund that by prospectus or portfolio
practice, limits its investments to companies on the basis of the size of the
company. From time to time, Vanguard may advertise using the average performance
and/or the average expense ratio of the small company growth funds. (This fund
category was first established in 1982. For years prior to 1982, the results of
the Lipper Small Company Growth category were estimated using the returns of the
Funds that constituted the Group at its inception.)
 
LIPPER BALANCED FUND AVERAGE -- An industry benchmark of average balanced funds
with similar investment objectives and policies, as measured by Lipper
Analytical Services, Inc.
 
LIPPER NON-GOVERNMENT MONEY MARKET FUND AVERAGE -- An industry benchmark of
average non-government money market funds with similar investment objectives and
policies, as measured by Lipper Analytical Services, Inc.
 
                                        9
<PAGE>   56
 
                   APPENDIX A -- DESCRIPTION OF BOND RATINGS
 
     Excerpts from Moody's Investors Service, Inc. description of its four
highest preferred bond ratings:
 
     AAA -- judged to be the best quality by all standards. Together with the
Aaa group they comprise what are generally known as high grade bonds;
A -- possess many favorable investment attributes and are to be considered as
"upper medium grade obligations"; BAA -- considered as medium grade obligations;
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.
 
     Moody's also supplies numerical indicators 1, 2 and 3 to rating categories.
The modifier 1 indicates that the security is in the higher end of its rating
category; the modifier 2 indicates a mid-range ranking; and 3 indicates a
ranking toward the lower end of the category.
 
     Excerpts from Standard & Poor's Corporation description of its four highest
stock ratings:
 
     AAA -- highest grade obligations. Capacity to pay interest and repay
principal is extremely strong; AA -- also qualify as high grade obligations, a
very strong capacity to pay interest and repay principal and differs from
AAA -- issues only in small degree; A -- regarded as upper medium grade. They
have a strong capacity to pay interest and repay principal although it is
somewhat susceptible to the adverse effects of changes in circumstances and
economic conditions than debt in higher rated categories; BBB -- regarded as
having an adequate capacity to pay interest and repay principal. Whereas it
normally exhibits adequate protection parameters, adverse economic conditions or
changing circumstances are more likely to lead to a weakened capacity to pay
interest and repay principal for debt in this category than in higher rated
categories. This group is the lowest which qualifies for commercial bank
investment.
 
     Standard & Poor's applies indicators "+", no character and "-" to its
rating categories. The indicators show relative standing within the major rating
categories.
 
          APPENDIX B -- HISTORICAL PERFORMANCE ONE-YEAR TOTAL RETURNS*
 
<TABLE>
<CAPTION>
                                                                        LEHMAN BROTHERS     BALANCED
                                                           WILSHIRE        AGGREGATE        PORTFOLIO
                                                             5000         BOND INDEX        (60/40)**
                                                           --------     ---------------     ---------
    <S>                                                     <C>              <C>              <C>
    1982.................................................    18.71%           32.62%           24.44%
    1983.................................................    23.47             8.36            17.31
    1984.................................................     3.05            15.15             7.98
    1985.................................................    32.56            22.10            28.46
    1986.................................................    16.09            15.26            16.04
    1987.................................................     2.27             2.76             3.91
    1988.................................................    17.94             7.89            13.87
    1989.................................................    29.17            14.53            23.29
    1990.................................................    -6.18             8.96            -0.11
    1991.................................................    34.20            16.00            26.90
    1992.................................................     8.97             7.40             8.41
    1993.................................................    11.28             9.75            10.72
    Cumulative...........................................   452.91           340.60           421.49
    Annualized...........................................    15.32            13.15            14.75
</TABLE>
 
 * These total return figures are based on historical earnings and are not
   intended to indicate future performance.
 
** A hypothetical portfolio for which 60% of its assets track the Wilshire 5000
   and 40% of its assets track the Lehman Brothers Bond Index. Assumes monthly
   rebalancing to 60/40 mix.
 
                                       10


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