March 21, 1995
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for Vanguard Admiral Funds, Inc.
File No. 33-49023
Gentlemen:
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, Vanguard
Admiral Funds, Inc. (the "Fund") hereby files its Rule 24f-2 Notice for the
fiscal year ended January 31, 1995. A wire transfer in the amount of
$218,775.30 in payment of the registration fee has been sent to the
Commission's Account No. 910-8739 at Mellon Bank in Pittsburgh.
1. At the beginning of the fiscal year, the Fund had no securities
registered under the Securities Act of 1933 (the "1933 Act") other than
pursuant to Rule 24f-2, but which remained unsold.
2. During the fiscal year the Fund did not register any securities under
the Securities Act of 1933 other than pursuant to Rule 24f-2.
3. The number and the aggregate sales price of shares of each Portfolio
sold during the fiscal year was as follows (See footnote attached as
Exhibit A hereto):
Name of Portfolio Number of Shares Aggregate Sales Price
U.S. Treasury Short-Term 31,046,200 $305,436,393
U.S. Treasury Inter-
mediate Term 22,064,659 213,649,112
U.S. Treasury
Long-Term 11,889,860 112,704,858
U.S. Treasury
Money Market 1,479,014,859 1,479,014,859
Total 1,544,015,578 $2,110,805,222
4. The number and the aggregate sales price of shares of each Portfolio
sold during the fiscal year in reliance upon registration pursuant to Rule
24f-2, is as follows (See footnote attached as Exhibit A hereto):
Name of Portfolio Number of Shares Aggregate Sales Price
U.S. Treasury Short-Term 31,046,200 $305,436,393
U.S. Treasury Inter-
mediate Term 22,064,659 213,649,112
U.S. Treasury
Long-Term 11,889,860 112,704,858
U.S. Treasury
Money Market 1,479,014,859 $1,479,014,859
Total 1,544,015,578 $2,110,805,222
Enclosed is an opinion of counsel (Exhibit B) indicating that the
securities sold in reliance upon Rule 24f-2 were legally issued, fully paid
and non-assessable.
Very truly yours,
VANGUARD ADMIRAL FUNDS, INC.
BY: Raymond J. Klapinsky
Secretary
Attachment
EXHIBIT "A"
FOOTNOTE TO RULE 24f-2 NOTICE OF
VANGUARD ADMIRAL FUNDS, INC.
The calculation of the registration fee pursuant to subsection (c) of Rule
24f-2 is set forth below. The Fund did not apply any redemptions or
repurchases which took place during the fiscal year to the registration of
any securities pursuant to Section 24(e) of the Investment Company Act.
<TABLE>
<CAPTION>
(a) (b) (c) (d)
Aggregate Sales Aggregate Price of Aggregate Sales Fee Payable
Price of Securities Securities Redeemed Price on which pursuant to
Sold in Reliance or Repurchased fee will be based Section 6(b)
Name of Portfolio upon Rule 24f-2 During Fiscal Year (a minus b) of 1933 Act
<S> <C> <C> <C> <C>
U.S. Treasury
Short-Term $305,436,393 $223,097,814 -- --
U.S. Treasury Inter-
mediate Term 213,649,112 171,996,637 -- --
U.S. Treasury
Long-Term 112,704,858 68,569,917 -- --
U.S. Treasury
Money Market 1,479,014,859 1,012,696,916 -- --
Totals $2,110,805,222 $1,476,361,284 $634,443,938 $218,775.30
</TABLE>
EXHIBIT "B"
March 21, 1995
Vanguard Admiral Funds, Inc.
1300 Morris Drive, P.O. Box 876
Valley Forge, PA 19482
Gentlemen:
Vanguard Admiral Funds,Inc. (the "Fund") was organized as a Maryland
corporation on August 14, 1992. I have acted as counsel to the Fund since
its initial registration as an open-end managment investment company under
the Investment Company Act of 1940 ("1940 Act"), as amended. It is in my
capacity as counsel to the Fund that I am furnishing you this opinion.
I have examined the Fund's: (1) Articles of Incorporation; (2) minutes of
the meetings of shareholders and Directors; (3) Notification of
Registration on Form N-8A under the 1940 Act; (4) Registration on Form N-1A
under the Securities Act of 1933 ("1933 Act") and 1940 Act and all
amendments thereto; and (5) all other relevant documents and records, as
well as the procedures and requirements to the issuance and sale of the
Fund's shares.
The Fund is authorized to issue 21,500,000,000 shares of its common stock
with a $.001 par value. On January 31, 1995, (the end of the Fund's fiscal
year), the Fund had issued and outstanding approximately 34,073,339 shares
of the U.S. Treasury Short-Term Portfolio, 37,279,259 shares of the U.S.
Treasury Intermediate-Term Portfolio, approximately 14,450,463 shares of the
U.S. Treasury Long-Term Portfolio and approximately 1,371,419,077 shares of
the U.S. Treasury Money Market Portfolio.
My examination disclosed the following information:
1. On February 1, 1994 (the beginning of the Fund's last fiscal year),
the Fund had no shares registered under the 1933 Act other than pursuant to
Rule 24f-2 of the 1940 Act, but which remained unsold on that date.
2. During the fiscal year ended January 31, 1995, the Fund did not
register any securities under the 1933 Act other than pursuant to Rule
24f-2.
3. During the fiscal year ended January 31, 1995, the Fund sold the
following shares in reliance upon registration pursuant to Rule 24f-2 of
the 1940 Act:
Name of Portfolio Number of Shares Aggregate Sales Price
U.S. Treasury
Short-Term 31,046,200 $305,436,393
U.S. Treasury Inter-
mediate Term 22,064,659 213,649,112
U.S. Treasury
Long-Term 11,889,860 112,704,858
U.S. Treasury
Money Market 1,479,014,859 1,479,014,859
Totals 1,544,015,578 $2,110,810,222
You have instructed me to file, on behalf of the Fund, a Notice pursuant to
Rule 24f-2 of the 1940 Act, for the purpose of registering, under the 1933
Act, the combined total of 1,544,015,578 shares from the Fund's four
Portfolios which were sold by the Fund during the fiscal year in reliance
upon Rule 24f-2 of the 1940 Act.
Based upon the foregoing information and my examination, it is my opinion
that:
1. During the fiscal year ended, January 31, 1995, the Fund was a valid
and subsisting corporation of the State of Maryland, authorized to issue
21,500,000,000 shares of its common stock, with a $.001 par value. The
Board of Directors has the power to designate one or more classes
("Portfolios") of shares in common stock and to classify and reclassify any
unissued shares with respect to such Portfolios.
2. The proposed registration of the combined total of 1,544,015,578
shares sold by the Fund during its fiscal year ended January 31, 1995,
pursuant to Rule 24f-2 of the 1940 Act is proper, and that such shares are
legally authorized, fully paid and non-assessable.
3. The holders of such shares have all rights provided with respect to
such holdings by the Articles of Incorporation and the laws of the State of
Maryland.
I hereby consent to the use of this opinion as an Exhibit to the Rule 24f-2
Notice filed on behalf of the Fund, covering the registration of such
shares under the 1933 Act, and to the applications and registration
statements, and amendments thereto, filed in accordance with the securities
laws of the states in which shares of the Fund are offered. I further
consent to the reference in the Prospectus of the Fund to the fact that this
opinion concerning the legality of the issue has been rendered by me.
Very truly yours,
BY: Raymond J. Klapinsky
Counsel
