<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24f-2
Read Instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer:
VANGUARD ADMIRAL FUNDS, INC..
2. Name of each series or class of funds for which this notice is filed:
U.S. Treasury Short-Term Portfolio
U.S. Treasury Intermediate-Term Portfolio
U.S. Treasury Long-Term Portfolio
U.S. Treasury Money Market Portfolio
3. Investment Company Act File Number: 811-7043
Securities Act File Number: 33-49023
4. Last day of fiscal year for which this notice is filed: 1/31/96
5. Check box if this notice is being filed more than 180 days after the
close of the issuer's fiscal year for purposes of reporting
securities sold after the close of the fiscal year but before
termination of the issuer's 24f-2 declaration:
/ /
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
N/A
7. Number and amount of securities of the same class or series which had
been registered under the Securities Act of 1933 other than pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at the
beginning of the fiscal year.
None
8. Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
None
9. Number and aggregate sales price of securities sold during the fiscal
year:
<TABLE>
<CAPTION>
Number of Aggregate
Name of Portfolio Portfolio Shares Sales Price
<S> <C> <C>
U.S. Treasury Short-Term 28,195,354 $ 282,715,237
U.S. Treasury Intermediate-Term 33,857,807 343,929,000
U.S. Treasury Long-Term 14,952,123 154,118,170
U.S. Treasury Money Market 1,726,940,594 1,726,940,594
Total 1,803,945,878 $2,507,703,001
</TABLE>
<PAGE> 2
10. Number and aggregate sales price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
<TABLE>
<CAPTION>
Number of Aggregate
Name of Portfolio Portfolio Shares Sales Price
<S> <C> <C>
U.S. Treasury Short-Term 28,195,354 $ 282,715,237
U.S. Treasury Intermediate-Term 33,857,807 343,929,000
U.S. Treasury Long-Term 14,952,123 154,118,170
U.S. Treasury Money Market 1,726,940,594 1,726,940,594
Total 1,803,945,878 $2,507,703,001
</TABLE>
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
None
12. Calculation of registration fee:
<TABLE>
<S> <C> <C>
(i) Aggregate sales price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $2,507,703,001
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): + - 0 -
(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): - 1,826,570,754
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to
rule 24f-2 (if applicable): + -0-
(v) Net aggregate price of securities sold and issued during
the fiscal year in reliance on rule 24f-2 [line (I), plus line
(ii), less line (iii), plus line (iv)] (if applicable): $681,132,247
(vi) Multiplier prescried by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x 1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $234,873.19
</TABLE>
INSTRUCTION: Issuers should complete lines (ii), (iii), (iv), and (v) only
if the form is being filed within 60 days after the close of
the issuer's fiscal year. See Instruction C.3.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
/ X /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 11, 1996
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dated indicated:
By (Signature and Title) /s/ RAYMOND J. KLAPINSKY, SECRETARY
--------------------------------------------
Raymond J. Klapinsky, Secretary
Date: March 14, 1996
<PAGE> 3
EXHIBIT "A"
March 14, 1996
Vanguard Admiral Funds, Inc.
100 Vanguard Boulevard
Malvern, PA 19355
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 management investment company under the
Investment Company Act of 1940 ("1940 Act"), as amended. It is in my capacity
as counsel to the Fund that I am furnishing you this opinion.
I have examined the Fund's: (1) Articles of Incorporation and amendments
thereto; (2) minutes of the meetings of shareholders and Directors; (3)
Notification of Registration on Form N-8A under the 1940 Act; (4) Registration
on Form N-1A under the Securities Act of 1933 ("1933 Act"), and all amendments
thereto; and (5) all other relevant documents and records, as well as the
procedures and requirements relative to the issuance and sale of the Fund's
shares.
The Fund is authorized to issue 21,500,000,000 shares of its common stock with
a $.001 par value. On January 31, 1996, (the end of the Fund's fiscal year),
the Fund had issued and outstanding approximately 41,642,482 shares of the U.S.
Treasury Short-Term Portfolio, approximately 54,667,645 shares of the U.S.
Treasury Intermediate-Term Portfolio, approximately 16,803,165 shares of the
U.S. Treasury Long-Term Portfolio and approximately 1,778,296,152 shares of the
U.S. Treasury Money Market Portfolio.
My examination disclosed the following information:
1. On February 1, 1995 (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, 1996, the Fund did not
register any securities under the 1933 Act other than pursuant to Rule 24f-2.
<PAGE> 4
3. During the fiscal year ended January 31, 1996, the Fund sold the
following shares in reliance upon registration pursuant to Rule 24f-2 of the
1940 Act:
<TABLE>
<CAPTION>
Name of Portfolio Number of Shares Aggregate Sales Price
<S> <C> <C>
U.S. Treasury
Short-Term 28,195,354 $282,715,237
U.S. Treasury Inter-
mediate Term 33,857,807 343,929,000
U.S. Treasury
Long-Term 14,952,123 154,118,170
U.S. Treasury
Money Market 1,726,940,594 1,726,940,594
Total 1,803,945,878 $2,507,703,001
</TABLE>
4. During the fiscal year ended January 31, 1996, the Fund redeemed a
combined total of 1,369,758,572 shares with an aggregate redemption price of
$1,826,570,754 from the Fund's four Portfolios.
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 1,803,945,878 shares which were sold by the Fund during
the fiscal year in reliance upon Rule 24f-2 of the 1940 Act.
Based upon the foregoing information and my examination, it is my opinion that:
1. During the fiscal year ended, January 31, 1996, 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 of common stock and to classify and reclassify any unissued shares with
respect to such Portfolios.
2. The proposed registration of the combined total of 1,803,945,878
shares sold by the Fund during its fiscal year ended January 31, 1996, pursuant
to Rule 24f-2 of the 1940 Act is proper, and that such shares were legally
authorized, fully paid and non-assessable.
4. The holders of such shares have the rights provided with respect to
such holdings by the Articles of Incorporation and the laws of the State of
Maryland.
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I hereby consent to the use of this opinion as an Exhibit to the Rule 24f-2
Notice filed on behalf of the Fund, covering the registration of such shares
under the 1933 Act, and to the applications and registration statements, and
amendments thereto, filed in accordance with the securities laws of the states
in which shares of the Fund are offered. I further consent to reference in the
Prospectus of the Fund to the fact that this opinion concerning the legality of
the issue has been rendered by me.
Very truly yours,
/s/ RAYMOND J. KLAPINSKY
- ------------------------------------------
BY: (Raymond J. Klapinsky)
Counsel
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