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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2 NT
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1. Name and Address of Issuer:
VANGUARD ADMIRAL FUNDS, INC.
Vanguard Financial Center
P. O. Box 2600
Valley Forge, Pennsylvania 19482-2600
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2. Name of each series or class of funds for which this notice is filed:
VANGUARD ADMIRAL FUNDS, INC.
Admiral U.S. Treasury Money Market Portfolio
Admiral Short-Term U.S. Treasury Portfolio
Admiral Intermediate-Term U.S. Treasury Portfolio
Admiral Long-Term U.S. Treasury Portfolio
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3. Investment Company Act of 1940 File No.: 811-7043
Securities Act of 1933 File No.: 33-49023
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4. Last day of fiscal year for which this notice is filed:
1/31/97
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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.
N/A [ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if applicable (see Instruction A.6):
N/A
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7. Number and amount of securities of the same class of 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
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8. Number and amount of securities registered during the fiscal year other than pursuant to rule 24f-2:
None
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9. Number and aggregate sale price of securities sold during the fiscal year:
Shares Aggregate Sales Price
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Admiral U.S. Treasury Money Market Portfolio 3,569,049,561 $3,569,049,560.
Admiral Short-Term U.S. Treasury Portfolio 35,533,651 356,122,725.
Admiral Intermediate-Term U.S. Treasury Portfolio 35,140,115 358,446,755.
Admiral Long-Term U.S. Treasury Portfolio 14,543,273 147,407,613.
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Total 3,654,266,600 $4,431,026,653.
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10. Number and aggregate sale price of securities sold during the fiscal year in reliance upon registration pursuant to rule 24f-2:
3,654,266,600 Shares
$4,431,026,653. Aggregate Sales Price
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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
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12. Calculation of registration fee:
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(i) Aggregate sale price of securities sold during the fiscal year in $ 4,431,026,653.
reliance on rule 24f-2 (from Item 10): ---------------------------------------------
(ii) Aggregate price of shares issued in connection with dividend + N/A
reinvestment plans (from Item 11, if applicable): ---------------------------------------------
(iii) Aggregate price of shares redeemed or repurchased during the - 2,702,205,666.
fiscal year (if applicable): ---------------------------------------------
(iv) Aggregate price of shares redeemed or repurchased and previously + N/A
applied as a reduction to filing fees pursuant to rule 24e-2 (if ---------------------------------------------
applicable):
(v) Net aggregate price of securities sold and issued during the fiscal 1,728,820,987.
year in reliance on rule 24f-2 (line (i), plus line (ii), less line (iii), ---------------------------------------------
plus line (iv) (if applicable):
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of 1933 x 1/33 of 1%
or other applicable law or regulation (see Instruction C.6): ---------------------------------------------
(vii) Fee due [line (i) or line (v) multiplied by line (vi)] $ 523,885.15
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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.
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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). [ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
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SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By (Signature and Title): * /s/ RAYMOND J. KLAPINSKY
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Raymond J. Klapinsky, Senior Vice President and
Secretary
Date: March 11, 1997
* Please print the name and title of the signing officer below the signature.
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March 11, 1997 EXHIBIT "B"
VANGUARD ADMIRAL FUNDS, INC.
P. O. Box 2600
Valley Forge, PA 19482-2600
Gentlemen:
I am acting as counsel to VANGUARD ADMIRAL FUNDS, INC. (the "Fund"), in
connection with its 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 1940 Act, and
all amendments thereto; and (5) all other relevant documents and records, as
well as the procedures and requirements relative to the issuance and sale of
the Fund's shares.
The Fund is authorized to issue 21,500,000,000 shares of its common stock with
a par value of $.001 per share from one or more classes ("Portfolios") of
shares. Currently, the Fund is offering shares of four Portfolios. On January
31, 1997 (the end of the Fund's fiscal year),the Fund had 3,246,814,928 shares
from the Admiral U.S. Treasury Money Market Portfolio, 55,100,703 shares from
the Admiral Short-Term U.S. Treasury Portfolio, 64,731,311 shares from the
Admiral Intermediate-Term U.S. Treasury Portfolio, and 18,942,168 shares from
the Admiral Long-Term U.S. Treasury Portfolio issued and outstanding. The
Board of Directors has the power to classify and reclassify any unissued shares
with respect to such Portfolios.
My examination also disclosed the following information:
1. On February 1, 1996 (the beginning of the Fund's fiscal year), the Fund did
not have any securities registered under the 1933 Act other than pursuant to
Rule 24f-2 of the 1940 Act.
2. During the fiscal year ended January 31, 1997, 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, 1997, the Fund sold a combined
total of approximately 3,654,266,600 shares of its four Portfolios at an
aggregate sales price of $4,431,026,653. in reliance upon registration pursuant
to Rule 24f-2 of the 1940 Act.
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4. During the fiscal year ended January 31, 1997, the Fund redeemed a combined
total of 2,160,086,934 shares from its four Portfolios, at a total aggregate
redemption price of $2,702,205,666.
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 shares set forth above which were sold by the Fund during the fiscal year.
Based upon the foregoing information and my examination, it is my opinion that:
1. The Fund is 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. Currently, the Fund is
offering shares from its Admiral U.S. Treasury Money Market Portfolio, Admiral
Short-Term U.S. Treasury Portfolio, Admiral Intermediate-Term U.S. Treasury
Portfolio, and Admiral Long-Term U.S. Treasury Portfolio.
2. The registration of the combined total of 3,654,266,600 shares of common
stock sold by the Fund from its four Portfolios during the fiscal year ended
January 31, 1997, pursuant to Rule 24f-2 of the 1940 Act is proper, and that
such shares, which were issued for a consideration deemed by the Board of
Directors to be consistent with the Fund's Articles of Incorporation, were
lawfully issued, fully paid, and non-assessable;
3. The holders of such shares have all the 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 to be 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,
Raymond J. Klapinsky
Counsel
RJK/kjg/cjk
