UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF
REGISTERED MANAGEMENT COMPANY

Investment Company Act file number: 811- 0 3916

Name of Registrant: Vanguard Specialized Funds

Address of Registrant:
P.O. Box 2600
Valley Forge, PA 19482

Name and address of agent for service:
Heidi Stam, Esquire
P.O. Box 876
Valley Forge, PA 19482

Date of fiscal year end: January 31

Date of reporting period: October 31 , 2012

Item 1: Schedule of Investments


 

Precious Metals and Mining Fund

Schedule of Investments
As of October 31, 2012

      Market
      Value
    Shares ($000)
Common Stocks (98.2%)    
Australia (30.3%)    
1 OZ Minerals Ltd. 19,000,000 161,216
1 Medusa Mining Ltd. 25,250,000 160,838
1 Resolute Mining Ltd. 59,000,000 117,766
  Iluka Resources Ltd. 11,250,000 115,395
*,1 St. Barbara Ltd. 51,000,000 100,732
*,^,1 Aquila Resources Ltd. 35,665,000 99,277
*,^,1 Cudeco Ltd. 18,500,000 89,683
*,1 Discovery Metals Ltd. 36,900,000 66,095
*,1 Ivanhoe Australia Ltd. 29,133,659 26,438
*,^,1 Galaxy Resources Ltd. 43,893,638 22,923
*,1 Equatorial Resources Ltd. 10,082,288 18,576
* Papillon Resources Ltd. 7,500,000 14,402
1 Panoramic Resources Ltd. 22,200,000 14,346
*,1 Reed Resources Ltd. 76,166,667 14,236
*,1 Glory Resources Ltd. 33,500,000 10,402
*,1 Apex Minerals NL 43,779,166 3,497
*,^ Gindalbie Metals Ltd. 8,000,000 2,856
*,1 Kumarina Resources Ltd. 9,300,000 1,016
*,1 Speewah Metals Ltd. 13,500,000 727
*,1 Drummond Gold Ltd. 35,000,000 254
* Zambezi Resources Ltd. 4,895,833 18
      1,040,693
Belgium (4.8%)    
  Umicore SA 3,250,000 167,014
 
Canada (24.9%)    
  Potash Corp. of Saskatchewan Inc. 5,200,000 209,041
1 Nevsun Resources Ltd. 38,500,000 182,333
1 Centerra Gold Inc. 15,000,000 170,163
*,1 Harry Winston Diamond Corp. 11,700,000 167,871
* Alacer Gold Corp. 9,950,000 54,594
  Eldorado Gold Corp. 1,900,000 28,079
  Barrick Gold Corp. 450,000 18,198
*,^ Belo Sun Mining Corp. 10,697,600 14,460
  SEMAFO Inc. 1,000,000 4,005
* Bear Creek Mining Corp. 750,000 2,658
*,^ NovaCopper Inc. 870,309 1,924
* Lake Shore Gold Corp. 1,000,000 801
* Claude Resources Inc. 400,000 288
      854,415

 


 

France (4.7%)      
Imerys SA   2,848,559 160,254
 
Germany (6.4%)      
K+S AG   4,650,000 220,387
 
Indonesia (0.1%)      
Vale Indonesia Tbk   6,500,000 1,814
 
Ireland (0.2%)      
* Kenmare Resources plc   13,627,035 8,680
 
Papua New Guinea (0.0%)      
* Bougainville Copper Ltd.   2,000,000 1,410
 
Russia (1.3%)      
Uralkali OJSC GDR   1,150,000 45,209
 
United Kingdom (11.8%)      
1 Hochschild Mining plc   40,500,000 323,797
Petropavlovsk plc   9,250,000 60,394
Rio Tinto plc   400,000 19,983
      404,174
United States (13.7%)      
Newmont Mining Corp.   5,100,000 278,205
1 AMCOL International Corp.   3,080,000 97,266
Mosaic Co.   1,800,000 94,212
      469,683
Total Common Stocks (Cost $3,392,131)     3,373,733
Precious Metals (0.1%)      
* Platinum Bullion (In Troy Ounces)   2,009 3,154
Total Precious Metals (Cost $1,212)     3,154
  Coupon    
Temporary Cash Investment (2.4%)      
Money Market Fund (2.4%)      
2,3 Vanguard Market Liquidity Fund (Cost      
$82,335) 0.167% 82,334,587 82,335
Total Investments (100.7%) (Cost $3,475,678)     3,459,222
Other Assets and Liabilities-Net (-0.7%) 3     (22,395)
Net Assets (100%)     3,436,827

 

* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $8,427,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $14,307,000 of collateral received for securities on loan.
GDR—Global Depositary Receipt.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest


 

Precious Metals and Mining Fund

quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Precious metals are valued at the mean of the latest quoted bid and asked prices. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value.

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

C. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—North America 1,324,098
Common Stocks—Other 2,049,635
Precious Metals 3,154
Temporary Cash Investments 82,335
Total 1,409,587 2,049,635

 

D. Certain of the fund's investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:


 

Precious Metals and Mining Fund

      Current Period Transactions  
      Proceeds    
  Jan. 31, 2012   from   Oct. 31, 2012
  Market Purchases Securities Dividend Market
  Value at Cost Sold Income Value
  ($000) ($000) ($000) ($000) ($000)
Alacer Gold Corp. 239,924 99,514 NA 1
AMCOL International Corp. 87,965 1,725 97,266
Apex Minerals NL 3,979 5,911 3,497
Aquila Resources Ltd. 211,654 9,788 99,277
Centerra Gold Inc. 375,144 46,850 1,229 170,163
Cudeco Ltd. 55,382 15,787 89,683
Discovery Metals Ltd. 40,996 48,865 22,786 66,095
Drummond Gold Ltd. 929 254
Equatorial Resources Ltd. 15,509 9,630 18,576
Galaxy Resources Ltd. 24,581 36,152 22,923
Glory Resources Ltd. 8,711 10,402
Harry Winston Diamond Corp. 111,135 30,681 167,871
Hochschild Mining plc 315,742 2,417 323,797
Ivanhoe Australia Ltd. NA 2 12,387 26,438
Kumarina Resources Ltd. 2,567 1,016
Medusa Mining Ltd. 144,972 1,564 160,838
Minefinders Corp. 172,996 27,650 NA 3
Nevsun Resources Ltd. 253,032 1,666 182,333
NovaGold Resources Inc. 219,420 165,773 133
OZ Minerals Ltd. 199,102 36,806 19,499 7,620 161,216
Panoramic Resources Ltd. 27,580 1,501 413 14,346
Reed Resources Ltd. 9,921 10,266 14,236
Resolute Mining Ltd. 112,781 14,264 2,851 117,766
SEMAFO Inc. 98,225 69,032 25 NA 1
Speewah Metals Ltd. 3,430 727
St. Barbara Ltd. 126,529 100,732
  2,862,206     19,643 1,849,452

 

1 Not applicable — At October 31, 2012, the security was still held, but the issuer was no longer an affiliated company of the fund.
2 Not applicable — At January 31, 2012, the issuer was not an affiliated company of the fund.
3 Not applicable — In March 2012, Minefinders Corp. merged into Pan American Silver Corp. At October 31, 2012, the security was no longer held in the fund.

E. At October 31, 2012, the cost of investment securities for tax purposes was $3,699,151,000. Net unrealized depreciation of investment securities for tax purposes was $239,929,000, consisting of unrealized gains of $343,577,000 on securities that had risen in value since their purchase and $583,506,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Vanguard Health Care Fund

Schedule of Investments
As of October 31, 2012

      Market
      Value
    Shares ($000)
Common Stocks (93.7%)    
United States (71.4%)    
Biotechnology (8.3%)    
  Amgen Inc. 11,758,355 1,017,627
* Gilead Sciences Inc. 3,982,100 267,438
* Biogen Idec Inc. 1,570,000 217,005
* Vertex Pharmaceuticals Inc. 2,243,700 108,236
* Onyx Pharmaceuticals Inc. 1,022,700 80,139
* Regeneron Pharmaceuticals Inc. 522,200 74,309
* United Therapeutics Corp. 1,587,000 72,478
* Cubist Pharmaceuticals Inc. 1,323,142 56,763
* Ironwood Pharmaceuticals Inc. Class A 2,000,000 23,260
* Alkermes plc 837,400 15,517
      1,932,772
Chemicals (1.0%)    
  Sigma-Aldrich Corp. 3,380,000 237,073
 
Food & Staples Retailing (1.7%)    
  Walgreen Co. 10,844,700 382,059
  CVS Caremark Corp. 300,000 13,920
      395,979
Food Products (0.1%)    
*,^ Green Mountain Coffee Roasters Inc. 1,240,000 29,959
 
Health Care Equipment & Supplies (8.9%)    
  Medtronic Inc. 10,901,100 453,268
  St. Jude Medical Inc. 9,110,900 348,583
* Boston Scientific Corp. 46,800,000 240,552
  Baxter International Inc. 3,800,000 237,994
  Becton Dickinson and Co. 3,102,500 234,797
  Zimmer Holdings Inc. 2,400,000 154,104
* CareFusion Corp. 4,734,654 125,752
  Covidien plc 2,150,000 118,143
  DENTSPLY International Inc. 2,485,400 91,562
  STERIS Corp. 803,083 28,598
* NuVasive Inc. 1,628,303 23,480
      2,056,833
Health Care Providers & Services (22.4%)    
  UnitedHealth Group Inc. 18,785,100 1,051,966
  McKesson Corp. 8,989,900 838,847
  Humana Inc. 6,510,094 483,505
  WellPoint Inc. 7,702,400 472,003
  Cigna Corp. 7,710,600 393,241
  Quest Diagnostics Inc. 6,485,400 374,337
1 Coventry Health Care Inc. 8,227,500 359,048
  Cardinal Health Inc. 6,236,708 256,516
* Laboratory Corp. of America Holdings 2,681,360 227,192
  Universal Health Services Inc. Class B 4,020,800 166,421
*,1 Health Management Associates Inc. Class A 15,656,900 114,295
  Aetna Inc. 2,450,000 107,065

 


 

  HCA Holdings Inc. 3,400,000 96,594
  Owens & Minor Inc. 3,000,000 85,410
* Health Net Inc. 3,863,458 83,142
* Tenet Healthcare Corp. 1,400,000 33,040
* Vanguard Health Systems Inc. 2,556,780 24,750
* DaVita HealthCare Partners Inc. 154,600 17,395
* WellCare Health Plans Inc. 349,000 16,612
* HealthSouth Corp. 386,000 8,542
      5,209,921
Health Care Technology (2.0%)    
* Cerner Corp. 5,700,000 434,283
* Allscripts Healthcare Solutions Inc. 2,439,400 31,517
      465,800
Life Sciences Tools & Services (0.4%)    
* PAREXEL International Corp. 2,690,400 82,568
  Agilent Technologies Inc. 500,000 17,995
      100,563
Machinery (0.1%)    
  Pall Corp. 374,600 23,585
 
Pharmaceuticals (26.5%)    
  Merck & Co. Inc. 35,390,648 1,614,875
  Pfizer Inc. 37,383,888 929,737
*,1 Forest Laboratories Inc. 25,903,000 873,190
  Abbott Laboratories 12,100,000 792,792
  Eli Lilly & Co. 15,364,300 747,166
  Bristol-Myers Squibb Co. 12,003,061 399,102
  Johnson & Johnson 4,500,000 318,690
  Perrigo Co. 1,959,100 225,316
* Watson Pharmaceuticals Inc. 1,600,000 137,520
* Salix Pharmaceuticals Ltd. 1,754,300 68,488
* Hospira Inc. 1,795,070 55,091
      6,161,967
Total United States   16,614,452
International (22.3%)    
Belgium (1.5%)    
  UCB SA 5,821,811 340,040
 
France (0.4%)    
  Sanofi 671,976 59,018
  Ipsen SA 1,386,698 35,823
      94,841
Germany (1.0%)    
  Bayer AG 2,194,656 191,360
  Fresenius Medical Care AG & Co. KGaA 611,950 42,999
      234,359
Ireland (0.4%)    
* Elan Corp. plc ADR 9,534,600 102,974
 
Israel (1.6%)    
  Teva Pharmaceutical Industries Ltd. ADR 9,130,000 369,035
 
Japan (8.2%)    
  Astellas Pharma Inc. 14,365,700 714,515

 


 

Takeda Pharmaceutical Co. Ltd.     5,599,900 260,288
Eisai Co. Ltd.     5,793,700 257,771
Shionogi & Co. Ltd.     12,066,234 200,323
Daiichi Sankyo Co. Ltd.     13,001,500 199,002
Chugai Pharmaceutical Co. Ltd.     5,621,700 113,903
Mitsubishi Tanabe Pharma Corp.     7,100,000 102,344
Ono Pharmaceutical Co. Ltd.     960,000 57,964
        1,906,110
Norway (0.1%)        
* Algeta ASA     565,247 15,203
 
Switzerland (5.8%)        
Roche Holding AG     4,273,977 823,276
Novartis AG     4,969,880 299,687
Roche Holding AG (Bearer)     664,320 131,825
Novartis AG ADR     1,461,400 88,356
Actelion Ltd.     200,000 9,653
        1,352,797
United Kingdom (3.3%)        
AstraZeneca plc     13,881,500 643,756
GlaxoSmithKline plc ADR     2,742,381 123,133
        766,889
Total International       5,182,248
Total Common Stocks (Cost $12,757,608)       21,796,700
        Market
        Value
  Coupon   Shares ($000)
Temporary Cash Investments (6.4%)        
Money Market Fund (0.0%)        
2,3 Vanguard Market Liquidity Fund 0.167%   8,352,500 8,353
 
      Face  
    Maturity Amount  
    Date ($000)  
Repurchase Agreements (4.6%)        
Bank of America Securities, LLC        
(Dated 10/31/12, Repurchase Value        
$427,904,000, collateralized by Federal        
Home Loan Mortgage Corp. 3.063%-        
4.000%, 06/01/42-09/01/42 and Federal        
National Mortgage Assn. 3.000%-6.000%,        
05/01/25-11/01/42) 0.330% 11/1/12 427,900 427,900
BNP Paribas Securities Corp.        
(Dated 10/31/12, Repurchase Value        
$101,201,000, collateralized by Federal        
National Mortgage Assn. 2.500%, 10/01/27        
and Government National Mortgage Assn.        
4.500%, 05/15/41) 0.300% 11/1/12 101,200 101,200
HSBC Bank USA        
(Dated 10/31/12, Repurchase Value        
$225,902,000, collateralized by Federal        
Home Loan Mortgage Corp. 3.000%-        
3.500%, 06/01/42-10/01/42) 0.320% 11/1/12 225,900 225,900

 


 

Morgan Stanley & Co., Inc.        
(Dated 10/31/12, Repurchase Value        
$274,603,000, collateralized by Federal        
National Mortgage Assn. 3.500%-5.500%,        
09/01/25-11/01/42) 0.350% 11/1/12 274,600 274,600
UBS Securities LLC        
(Dated 10/31/12, Repurchase Value        
$32,400,000, collateralized by Federal        
Home Loan Mortgage Corp. 4.000%,        
09/01/26) 0.300% 11/1/12 32,400 32,400
        1,062,000
U.S. Government and Agency Obligations (0.1%)        
United States Treasury Bill 0.083% 11/1/12 5,501 5,501
United States Treasury Bill 0.115% 1/31/13 5,501 5,499
        11,000
Commercial Paper (1.7%)        
General Electric Capital Corp. 0.270% 1/8/13 200,000 199,908
General Electric Capital Corp. CP 0.200% 3/5/13 200,000 199,834
        399,742
Total Temporary Cash Investments (Cost $1,481,113)       1,481,095
Total Investments (100.1%) (Cost $14,238,721)       23,277,795
Other Assets and Liabilities-Net (-0.1%)       (24,136)
Net Assets (100%)       23,253,659

 

* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $8,072,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $8,353,000 of collateral received for securities on loan.
ADR—American Depositary Receipt.
CP—Commercial Paper.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.


 

Health Care Fund

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

C. Repurchase Agreements: The fund may enter into repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. In the event of default or bankruptcy by the other party to the agreement, the fund may sell or retain the collateral; however, such action may be subject to legal proceedings.

D. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks— U.S. 16,614,452
Common Stocks— International 683,497 4,498,751
Temporary Cash Investments 8,353 1,472,742
Forward Currency Contracts—Assets 2,098
Total 17,306,302 5,973,591

 

E. Forward Currency Contracts: The fund enters into forward currency contracts to protect the value of securities and related receivables and payables against changes in future foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. Counterparty risk is mitigated by entering into forward currency contracts only with highly rated counterparties, by a master netting arrangement between the fund and the counterparty, and by the posting of collateral by the counterparty. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has posted. Any securities posted as collateral for open contracts are noted in the Schedule of Investments.


 

Health Care Fund

Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. The aggregate principal amounts of the contracts are not recorded in the Schedule of Investments. Fluctuations in the value of the contracts are recorded in the Schedule of Investments as an asset (liability).

At October 31, 2012, the fund had open forward currency contracts to receive and deliver currencies as follows. Unrealized appreciation (depreciation) on open forward currency contracts is treated as realized gain (loss) for tax purposes.

      Contract Amount (000)  
          Unrealized
  Contract       Appreciation
  Settlement       (Depreciation)
Counterparty Date   Receive Deliver ($000)
Bank of America NA 11/16/12 USD 238,660 JPY 19,062,436 2,098
JPY—Japanese yen.          
USD—U.S. dollar.          

 

At October 31, 2012, the counterparty had deposited in a segregated account securities with a value sufficient to cover substantially all amounts due to the fund in connection with open forward currency contracts.

F. Certain of the fund's investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:

      Current Period Transactions  
      Proceeds   October 31,
  Jan. 31, 2012   from   2012
  Market Purchases Securities Dividend Market
  Value at Cost Sold Income Value
  ($000) ($000) ($000) ($000) ($000)
Coventry Health Care Inc. 256,422 3,041 15,038 3,135 359,048
Forest Laboratories Inc. 823,198 873,190
Health Management Associates Inc. 99,720 665 114,295
Class A          
Health Net Inc. 174,112 37,048 N/A 1
  1,353,452       1,346,533

1 Not applicable — At October 31, 2012, the security was still held, but the issuer was no longer an affiliated company of the fund.

G. At October 31, 2012, the cost of investment securities for tax purposes was $14,262,187,000. Net unrealized appreciation of investment securities for tax purposes was $9,015,608,000, consisting of unrealized gains of $9,467,106,000 on securities that had risen in value since their purchase and $451,498,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Vanguard Energy Fund

Schedule of Investments
As of October 31, 2012

      Market
      Value
    Shares ($000)
Common Stocks (96.2%) 1    
United States (55.9%)    
Energy Equipment & Services (9.0%)    
  Schlumberger Ltd. 3,672,214 255,329
  Baker Hughes Inc. 5,183,970 217,571
  Halliburton Co. 5,194,632 167,735
  National Oilwell Varco Inc. 1,323,486 97,541
* SEACOR Holdings Inc. 892,198 78,255
  Bristow Group Inc. 1,196,035 59,706
* Weatherford International Ltd. 5,257,250 59,407
* Superior Energy Services Inc. 2,650,315 53,881
  Transocean Ltd. 1,058,402 48,358
  Noble Corp. 986,315 37,224
  Diamond Offshore Drilling Inc. 35,800 2,479
  Helmerich & Payne Inc. 50,900 2,433
* Nabors Industries Ltd. 36,200 488
      1,080,407
Exchange-Traded Fund (0.6%)    
^,2 Vanguard Energy ETF 663,000 69,058
 
Oil, Gas & Consumable Fuels (46.3%)    
  Exxon Mobil Corp. 11,876,019 1,082,737
  Chevron Corp. 5,590,725 616,154
  Occidental Petroleum Corp. 4,937,001 389,826
  CONSOL Energy Inc. 8,297,520 291,741
  Anadarko Petroleum Corp. 3,524,000 242,486
  Cabot Oil & Gas Corp. 4,606,662 216,421
  EOG Resources Inc. 1,728,966 201,407
  Devon Energy Corp. 3,160,705 183,985
* Southwestern Energy Co. 4,723,605 163,909
  Range Resources Corp. 2,265,890 148,099
  ConocoPhillips 2,542,169 147,064
  Noble Energy Inc. 1,534,444 145,787
* Denbury Resources Inc. 9,277,114 142,218
  Valero Energy Corp. 4,689,709 136,470
  Apache Corp. 1,616,335 133,752
  EQT Corp. 2,030,950 123,136
  Marathon Petroleum Corp. 2,072,485 113,842
* WPX Energy Inc. 6,553,710 111,020
  Hess Corp. 1,896,774 99,125
  Pioneer Natural Resources Co. 842,730 89,034
  Phillips 66 1,645,504 77,602
  Chesapeake Energy Corp. 3,535,307 71,625
  Marathon Oil Corp. 2,004,641 60,259
*,^ Ultra Petroleum Corp. 2,589,816 59,074
  Peabody Energy Corp. 2,089,500 58,297
* Cobalt International Energy Inc. 2,800,747 58,284
  Kinder Morgan Inc. 1,642,831 57,023
  QEP Resources Inc. 1,908,479 55,346
* Whiting Petroleum Corp. 1,288,640 54,149

 


 

* Plains Exploration & Production Co. 1,412,700 50,377
* Newfield Exploration Co. 1,726,803 46,831
* Gran Tierra Energy Inc. 6,791,100 34,202
Energen Corp. 557,961 26,029
Murphy Oil Corp. 343,400 20,604
* Kosmos Energy Ltd. 1,765,010 20,086
* Laredo Petroleum Holdings Inc. 250,161 5,076
HollyFrontier Corp. 70,500 2,723
* Continental Resources Inc. 13,700 984
Williams Cos. Inc. 17,200 602
Spectra Energy Corp. 12,500 361
    5,537,747
Total United States   6,687,212
International (40.3%)    
Argentina (0.3%)    
YPF SA ADR 2,948,600 32,936
 
Australia (0.3%)    
Oil Search Ltd. 3,897,262 30,031
Caltex Australia Ltd. 134,227 2,372
Woodside Petroleum Ltd. 21,393 763
    33,166
Austria (0.0%)    
OMV AG 72,993 2,671
 
Brazil (1.4%)    
Petroleo Brasileiro SA ADR 7,364,870 156,209
* OGX Petroleo e Gas Participacoes SA 4,205,100 9,752
Petroleo Brasileiro SA Prior Pfd. 385,244 3,945
Petroleo Brasileiro SA 252,132 2,669
Petroleo Brasileiro SA ADR Type A 4,150 85
    172,660
Canada (11.1%)    
Canadian Natural Resources Ltd. 6,741,738 203,601
Suncor Energy Inc. 5,675,122 190,798
Encana Corp. 7,784,145 175,532
Cenovus Energy Inc. 4,532,980 160,060
Progress Energy Resources Corp. 4,665,650 93,990
TransCanada Corp. 1,759,516 79,224
* Celtic Exploration Ltd. 2,554,600 66,707
Canadian Oil Sands Ltd. 2,879,280 61,285
* Tourmaline Oil Corp. 1,725,300 57,006
Cameco Corp. 2,622,000 50,736
Pacific Rubiales Energy Corp. 2,094,400 49,259
Penn West Petroleum Ltd. 3,100,121 40,271
Nexen Inc. 818,300 19,541
* Athabasca Oil Corp. 1,519,900 18,399
Petrominerales Ltd. 2,260,180 18,127
* MEG Energy Corp. 274,017 10,009
Suncor Energy Inc. 235,234 7,895
Cenovus Energy Inc. 113,339 3,998
Encana Corp. 163,800 3,690
Husky Energy Inc. 105,900 2,868
Crescent Point Energy Corp. 68,585 2,850
Canadian Natural Resources Ltd. 65,078 1,961

 


 

Enbridge Inc. 40,950 1,629
Crescent Point Energy Corp. 29,200 1,213
    1,320,649
China (2.3%)    
PetroChina Co. Ltd. ADR 952,160 129,265
Beijing Enterprises Holdings Ltd. 12,399,790 79,927
China Shenhua Energy Co. Ltd. 11,806,000 50,024
CNOOC Ltd. 2,962,717 6,097
China Petroleum & Chemical Corp. 3,892,000 4,102
PetroChina Co. Ltd. 2,150,000 2,918
China Oilfield Services Ltd. 1,274,000 2,404
Kunlun Energy Co. Ltd. 582,000 1,077
    275,814
France (2.9%)    
^ Total SA ADR 6,512,810 328,246
Total SA 281,392 14,174
* Cie Generale de Geophysique - Veritas 63,223 2,058
Technip SA 1,183 133
    344,611
Hungary (0.0%)    
MOL Hungarian Oil and Gas plc 27,913 2,428
 
India (0.8%)    
Reliance Industries Ltd. 5,809,210 86,680
Oil & Natural Gas Corp. Ltd. 444,511 2,214
* Cairn India Ltd. 322,307 2,011
    90,905
Italy (2.2%)    
Eni SPA ADR 5,078,750 233,064
Eni SPA 1,197,209 27,549
Tenaris SA 81,113 1,521
    262,134
Japan (1.6%)    
Inpex Corp. 28,863 164,428
JX Holdings Inc. 5,404,900 28,787
Japan Petroleum Exploration Co. 47,600 1,792
    195,007
Netherlands (0.0%)    
* SBM Offshore NV 118,965 1,557
 
Norway (1.0%)    
Statoil ASA ADR 4,043,080 99,258
Statoil ASA 199,383 4,910
^ Nordic American Tankers Ltd. 537,284 4,513
Seadrill Ltd. 85,926 3,482
Aker Solutions ASA 123,103 2,426
    114,589
Poland (0.0%)    
* Polski Koncern Naftowy Orlen SA 173,792 2,382
* Grupa Lotos SA 94,281 996
    3,378

 


 

Portugal (0.5%)    
Galp Energia SGPS SA 3,356,250 53,727
 
Russia (2.7%)    
Gazprom OAO ADR 16,994,690 156,096
Rosneft OAO GDR 10,744,835 79,837
Lukoil OAO ADR 1,083,360 65,747
Lukoil OAO ADR 89,143 5,410
Tatneft OAO ADR 75,220 2,925
AK Transneft OAO Prior Pfd. 1,226 2,457
Surgutneftegas OAO ADR 179,780 1,573
TMK OAO GDR 100,333 1,490
Surgutneftegas OAO Prior Pfd. 2,250,000 1,392
Gazprom OAO 124,674 577
    317,504
South Africa (0.0%)    
Sasol Ltd. 21,200 903
 
South Korea (0.0%)    
SK Innovation Co. Ltd. 15,004 2,206
 
Spain (0.8%)    
Repsol SA 4,758,061 95,356
 
Thailand (0.0%)    
PTT PCL (Foreign) 265,500 2,745
PTT Exploration & Production PCL (Foreign) 21,500 116
    2,861
United Kingdom (12.4%)    
Royal Dutch Shell plc ADR 6,926,160 474,303
BP plc ADR 10,813,380 463,786
BG Group plc 10,352,858 192,222
Royal Dutch Shell plc Class B 4,240,107 149,984
Ensco plc Class A 2,423,046 140,101
Royal Dutch Shell plc Class A 773,955 26,557
BP plc 2,421,323 17,292
* Genel Energy plc 1,288,081 16,904
Royal Dutch Shell plc Class A (Amsterdam Shares) 116,597 3,997
AMEC plc 127,701 2,191
Tullow Oil plc 20,375 463
    1,487,800
Total International   4,812,862
Total Common Stocks (Cost $7,789,461)   11,500,074

 


 

        Market
        Value
  Coupon   Shares ($000)
Temporary Cash Investments (4.1%) 1        
Money Market Fund (1.3%)        
3,4 Vanguard Market Liquidity Fund 0.167%   157,841,642 157,842
 
      Face  
    Maturity Amount  
    Date ($000)  
Repurchase Agreements (2.7%)        
Deutsche Bank Securities, Inc.        
(Dated 10/31/12, Repurchase value        
114,501,000, collateralized by Federal        
National Mortgage Assn. 2.500%-3.500%,        
7/01/27-10/01/42) 0.350% 11/1/12 114,500 114,500
RBS Securities, Inc.        
(Dated 10/31/12, Repurchase Value        
$202,902,000, collateralized by U.S.        
Treasury Bond 0.750%-2.250%, 6/30/17-        
7/31/18) 0.280% 11/1/12 202,900 202,900
        317,400
U.S. Government and Agency Obligations (0.1%)        
5,6 Federal Home Loan Bank Discount Notes 0.140% 11/28/12 3,500 3,499
5 United States Treasury Note/Bond 0.625% 12/31/12 6,100 6,105
        9,604
Total Temporary Cash Investments (Cost $484,846)       484,846
Total Investments (100.3%) (Cost $8,274,307)       11,984,920
Other Assets and Liabilities-Net (-0.3%) 4       (32,838)
Net Assets (100%)       11,952,082

 

* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $17,072,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures investments, the fund's effective common stock and temporary cash investment positions represent 97.4% and 2.9%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
4 Includes $17,862,000 of collateral received for securities on loan.
5 Securities with a value of $3,600,000 have been segregated as initial margin for open futures contracts.
6 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S.
Treasury nor backed by the full faith and credit of the U.S. government.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.


 

Energy Fund

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

C. Repurchase Agreements: The fund may enter into repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. In the event of default or bankruptcy by the other party to the agreement, the fund may sell or retain the collateral; however, such action may be subject to legal proceedings.

D. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).


 

Energy Fund

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 6,687,212
Common Stocks—International 3,395,930 1,416,932
Temporary Cash Investments 157,842 327,004
Futures Contracts—Assets 1 8
Futures Contracts—Liabilities 1 (137)
Total 10,240,855 1,743,936
1 Represents variation margin on the last day of the reporting period.    

 

E. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market.

Futures contracts are valued at their quoted daily settlement prices. The aggregate principal amounts of the contracts are not recorded in the Schedule of Investments. Fluctuations in the value of the contracts are recorded in the Schedule of Investments as an asset (liability).

At October 31, 2012, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration   Contracts Long (Short)   (Depreciation)
E-mini S&P 500 Index December 2012 1,838 129,285 (1,956)
S&P 500 Index December 2012 34 11,958 (393)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

F. At October 31, 2012, the cost of investment securities for tax purposes was $8,287,167,000. Net unrealized appreciation of investment securities for tax purposes was $3,697,753,000, consisting of unrealized gains of $4,049,344,000 on securities that had risen in value since their purchase and $351,591,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Vanguard REIT Index Fund

Schedule of Investments
As of October 31, 2012

      Market
      Value
    Shares ($000)
Real Estate Investment Trusts (99.5%) 1    
Diversified REITs (7.3%)    
2 Vornado Realty Trust 11,077,047 888,490
2 Liberty Property Trust 7,779,225 273,206
2 Duke Realty Corp. 17,664,956 255,789
2 Washington REIT 4,395,846 113,017
  WP Carey Inc. 1,983,173 108,480
2 Lexington Realty Trust 10,209,912 96,892
2 PS Business Parks Inc. 1,284,990 82,407
  American Assets Trust Inc. 2,213,396 60,138
2 Cousins Properties Inc. 6,212,293 52,245
2 Investors Real Estate Trust 5,711,717 48,093
2 First Potomac Realty Trust 3,378,357 40,236
2 Winthrop Realty Trust 1,972,507 21,579
2 CapLease Inc. 4,204,295 21,568
      2,062,140
Industrial REITs (4.8%)    
2 Prologis Inc. 30,523,611 1,046,655
2 DCT Industrial Trust Inc. 17,673,220 113,992
2 EastGroup Properties Inc. 1,887,395 98,258
*,2 First Industrial Realty Trust Inc. 6,190,467 82,643
2 Monmouth Real Estate Investment Corp. Class A 2,132,836 23,674
      1,365,222
Office REITs (14.2%)    
2 Boston Properties Inc. 9,932,466 1,055,821
2 Digital Realty Trust Inc. 7,973,559 489,816
2 SL Green Realty Corp. 5,990,939 451,118
2 Alexandria Real Estate Equities Inc. 4,116,206 289,905
2 Kilroy Realty Corp. 4,901,662 217,683
2 Douglas Emmett Inc. 8,794,476 206,231
2 Piedmont Office Realty Trust Inc. Class A 11,452,025 203,846
2 BioMed Realty Trust Inc. 10,220,520 195,417
2 Highwoods Properties Inc. 4,901,093 158,060
2 Mack-Cali Realty Corp. 5,822,247 151,320
2 Corporate Office Properties Trust 5,281,521 131,774
2 Brandywine Realty Trust 9,496,576 110,160
2 DuPont Fabros Technology Inc. 4,191,343 89,946
^ Government Properties Income Trust 2,660,718 59,041
2 Franklin Street Properties Corp. 4,947,694 56,453
  CommonWealth REIT 3,429,470 47,018
  Hudson Pacific Properties Inc. 2,261,905 42,908
2 Coresite Realty Corp. 1,391,334 31,625
  Parkway Properties Inc. 1,470,312 20,246
      4,008,388
Residential REITs (17.6%)    
2 Equity Residential 19,930,898 1,144,233
2 AvalonBay Communities Inc. 6,321,701 856,970
2 UDR Inc. 16,399,796 398,023
2 Essex Property Trust Inc. 2,334,694 350,204
2 Camden Property Trust 5,322,959 349,346

 


 

2 American Campus Communities Inc. 6,834,702 309,680
2 Apartment Investment & Management Co. Class A 9,559,884 255,153
2 BRE Properties Inc. 5,085,029 245,861
2 Home Properties Inc. 3,226,303 196,127
2 Mid-America Apartment Communities Inc. 2,714,129 175,631
2 Equity Lifestyle Properties Inc. 2,601,097 175,132
2 Post Properties Inc. 3,586,810 175,072
2 Colonial Properties Trust 5,536,550 119,756
2 Sun Communities Inc. 1,872,303 78,599
2 Education Realty Trust Inc. 7,342,171 77,313
2 Associated Estates Realty Corp. 3,225,998 48,358
2 Campus Crest Communities Inc. 2,490,967 27,625
      4,983,083
Retail REITs (27.6%)    
2 Simon Property Group Inc. 20,094,302 3,058,554
  General Growth Properties Inc. 27,980,996 550,106
2 Kimco Realty Corp. 26,978,599 526,622
2 Macerich Co. 8,788,627 500,952
2 Federal Realty Investment Trust 4,237,388 456,917
^,2 Realty Income Corp. 8,844,751 347,333
2 Taubman Centers Inc. 3,896,384 306,061
2 Regency Centers Corp. 5,962,237 286,307
  DDR Corp. 14,970,811 229,952
2 National Retail Properties Inc. 7,095,095 224,773
2 CBL & Associates Properties Inc. 9,366,743 209,534
2 Weingarten Realty Investors 7,633,243 206,098
2 Tanger Factory Outlet Centers 6,141,167 193,262
2 Glimcher Realty Trust 9,243,716 98,630
2 Acadia Realty Trust 3,243,301 83,288
  Equity One Inc. 3,803,614 79,495
  Alexander's Inc. 135,350 60,090
2 Pennsylvania REIT 3,523,323 58,240
2 Inland Real Estate Corp. 5,903,922 48,235
^,2 Retail Opportunity Investments Corp. 3,337,173 42,249
2 Ramco-Gershenson Properties Trust 3,045,568 39,471
2 Excel Trust Inc. 2,783,753 34,240
  Saul Centers Inc. 775,533 33,557
^,2 Getty Realty Corp. 1,770,783 32,423
  Urstadt Biddle Properties Inc. Class A 1,485,683 28,139
2 Kite Realty Group Trust 4,793,566 26,221
2 Cedar Realty Trust Inc. 3,904,650 20,656
  Rouse Properties Inc. 1,304,793 19,650
  Urstadt Biddle Properties Inc. 69,255 1,276
      7,802,331
Specialized REITs (28.0%)    
2 Public Storage 9,664,096 1,339,734
2 HCP Inc. 30,025,261 1,330,119
2 Ventas Inc. 19,506,849 1,234,198
2 Health Care REIT Inc. 16,914,369 1,005,221
2 Host Hotels & Resorts Inc. 47,628,322 688,706
2 Extra Space Storage Inc. 6,541,445 225,614
  Senior Housing Properties Trust 8,480,623 186,404
^,2 Omega Healthcare Investors Inc. 7,014,495 160,912
2 Entertainment Properties Trust 3,104,283 137,985
  Hospitality Properties Trust 5,891,524 136,212
2 LaSalle Hotel Properties 5,677,523 135,920

 


 

2 Healthcare Realty Trust Inc.     5,702,191 133,944
2 RLJ Lodging Trust     6,364,895 113,422
2 Sovran Self Storage Inc.     1,922,077 111,096
2 DiamondRock Hospitality Co.     12,456,847 105,634
2 Medical Properties Trust Inc.     8,986,396 103,164
2 CubeSmart     7,756,515 101,765
*,2 Sunstone Hotel Investors Inc.     8,991,187 88,833
2 National Health Investors Inc.     1,565,248 83,600
2 Pebblebrook Hotel Trust     3,759,545 79,778
2 LTC Properties Inc.     2,015,854 66,543
*,2 Strategic Hotels & Resorts Inc.     10,831,821 59,467
2 Sabra Health Care REIT Inc.     2,455,882 54,570
2 Hersha Hospitality Trust Class A     11,832,225 54,073
2 Chesapeake Lodging Trust     2,560,718 48,270
2 Universal Health Realty Income Trust     797,828 39,445
2 Ashford Hospitality Trust Inc.     4,291,142 36,861
*,2 FelCor Lodging Trust Inc.     7,822,620 34,420
2 Summit Hotel Properties Inc.     2,778,707 22,952
          7,918,862
Total Real Estate Investment Trusts (Cost $24,171,818)       28,140,026
    Coupon      
Temporary Cash Investments (0.7%) 1        
Money Market Fund (0.7%)        
3,4 Vanguard Market Liquidity Fund 0.167%   194,127,859 194,128
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.0%)        
5 United States Treasury Note/Bond 1.375% 11/15/12 5,000 5,002
Total Temporary Cash Investments (Cost $199,130)       199,130
Total Investments (100.2%) (Cost $24,370,948)       28,339,156
Other Assets and Liabilities-Net (-0.2%) 4       (44,519)
Net Assets (100%)       28,294,637

 

* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $34,014,000.
1 The fund invests a portion of its assets in Real Estate Investment Trusts through the use of swap contracts. After
giving effect to swap investments, the fund's effective Real Estate Investment Trust and temporary cash investment positions represent 100.0% and 0.2%, respectively, of net assets. 2 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities
of such company.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
4 Includes $35,574,000 of collateral received for securities on loan.
5 Securities with a value of $49,000 have been segregated as collateral for open swap contracts.
REIT—Real Estate Investment Trust.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of


 

REIT Index Fund

trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

B. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Real Estate Investment Trusts 28,140,026
Temporary Cash Investments 194,128 5,002
Swap Contracts—Assets 1,059
Swap Contracts—Liabilities (1,117)  
Total 28,334,154 4,944

 

C. Swap Contracts: The fund enters into swap transactions to earn the total return on a specified commodity index. Under the terms of the swaps, the fund receives the total return (either receiving the increase or paying the decrease) on a reference index, applied to a notional principal amount. In return, the fund agrees to pay the counterparty a floating rate, which is reset periodically based on short-term interest rates, applied to the same notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Schedule of Investments. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded as unrealized appreciation (depreciation) until periodic payments are made, or the swap terminates, at which time realized gain (loss) is recorded. The primary risk associated with the swaps is that a counterparty will default on its obligation to pay net amounts due to the fund. The fund’s maximum risk of loss from counterparty credit risk is the amount of unrealized appreciation on the swap contract. This risk is mitigated by entering into swaps only with highly rated counterparties, by a master netting arrangement between the fund and the counterparty, and by the posting of collateral by the counterparty. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund's net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has posted. Any securities posted as collateral for open contracts are noted in the Schedule of Investments.


 

REIT Index Fund

          Unrealized
      Notional Floating Interest Appreciation
  Termination   Amount Rate Received (Depreciation)
Reference Entity Date   Counterparty 1 ($000) (Paid) ($000)
CommonWealth REIT 8/7/13 GSI 30,416 (0.564%) 2 (834)
Hospitality Propeties Trust 8/2/13 GSI 54,510 (0.565%) 2 (283)
Senior Housing Properties Trust 8/9/13 GSI 68,262 (0.568%) 2 1,059

 

1 GSI—Goldman Sachs International.

2 Based on one-month London Interbank Offered Rate (LIBOR) as of the most recent payment date plus a 0.35% spread.

D. Certain of the fund's investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company. Transactions during the period in securities of these companies were as follows:

    Current Period Transactions  
      Proceeds    
  Jan. 31, 2012   from   Oct. 31, 2012
  Market Purchases Securities Dividend Market
  Value at Cost Sold Income Value
  ($000) ($000) ($000) ($000) ($000)
Acadia Realty Trust 51,097 23,972 4,200 1,411 83,288
Alexandria Real Estate Equities Inc. 255,999 64,812 22,064 5,353 289,905
American Campus Communities Inc. 169,885 142,374 15,263 1,360 309,680
Apartment Investment & Management          
Co. Class A 169,368 89,005 17,592 437 255,153
Ashford Hospitality Trust Inc. N/A 1 11,806 1,655 842 36,861
Associated Estates Realty Corp. 39,638 16,085 3,167 1,372 48,358
AvalonBay Communities Inc. 730,160 197,518 63,102 10,172 856,970
BioMed Realty Trust Inc. 163,067 41,405 13,988 3,539 195,417
Boston Properties Inc. 872,582 233,690 66,208 12,547 1,055,821
Brandywine Realty Trust 82,324 27,628 7,037 3,470 110,160
BRE Properties Inc. 221,085 57,667 16,420 3,547 245,861
Camden Property Trust 286,927 80,030 21,309 5,236 349,346
Campus Crest Communities Inc. 18,730 9,427 1,618 711 27,625
CapLease Inc. 15,361 3,816 1,465 262 21,568
CBL & Associates Properties Inc. 139,759 39,417 13,530 5,772 209,534
Cedar Realty Trust Inc. N/A 1 4,307 1,132 332 20,656
Chesapeake Lodging Trust 29,717 17,856 2,621 1,371 48,270
Cogdell Spencer Inc. 11,770 623 12,394
Colonial Properties Trust 100,689 26,095 8,029 1,858 119,756
Coresite Realty Corp. 22,717 8,271 1,825 690 31,625
Corporate Office Properties Trust 99,468 36,893 8,271 2,515 131,774
Cousins Properties Inc. 39,291 10,042 3,231 537 52,245

 


 

REIT Index Fund

CubeSmart 73,791 21,848 6,375 1,446 101,765
DCT Industrial Trust Inc. 77,573 29,351 6,933 1,618 113,992
DiamondRock Hospitality Co. 100,713 37,978 8,492 2,316 105,634
Digital Realty Trust Inc. 401,986 203,560 35,630 15,042 489,816
Douglas Emmett Inc. 144,724 55,328 13,311 206,231
Duke Realty Corp. 193,225 61,872 15,202 2,565 255,789
DuPont Fabros Technology Inc. 90,899 23,143 6,926 1,667 89,946
EastGroup Properties Inc. 73,381 23,417 5,727 2,134 98,258
Education Realty Trust Inc. 55,041 29,565 5,360 200 77,313
Entertainment Properties Trust 118,450 29,923 9,865 4,548 137,985
Equity Lifestyle Properties Inc. 154,795 39,055 11,805 2,771 175,132
Equity Residential 1,007,899 263,156 79,379 8,338 1,144,233
Essex Property Trust Inc. 277,977 82,134 20,732 5,372 350,204
Excel Trust Inc. 21,309 15,065 1,796 940 34,240
Extra Space Storage Inc. 134,550 56,360 13,207 3,531 225,614
Federal Realty Investment Trust 338,666 96,315 29,778 7,696 456,917
FelCor Lodging Trust Inc. 25,751 7,235 2,463 34,420
First Industrial Realty Trust Inc. 53,925 24,144 5,349 82,643
First Potomac Realty Trust 42,540 9,191 2,554 1,255 40,236
Franklin Street Properties Corp. 42,644 11,820 3,662 1,723 56,453
Getty Realty Corp. N/A 1 6,287 2,043 421 32,423
Glimcher Realty Trust 59,069 37,383 5,939 544 98,630
HCP Inc. 976,956 367,543 70,731 21,790 1,330,119
Health Care REIT Inc. 619,795 403,226 58,346 15,384 1,005,221
Healthcare Realty Trust Inc. 93,613 37,540 8,764 1,723 133,944
Hersha Hospitality Trust Class A 47,394 21,147 4,285 467 54,073
Highwoods Properties Inc. 136,758 35,948 10,288 2,949 158,060
Home Properties Inc. 162,439 43,926 12,940 3,018 196,127
Host Hotels & Resorts Inc. 661,904 167,081 49,982 9,346 688,706
Inland Real Estate Corp. 43,369 10,558 3,404 1,756 48,235
Investors Real Estate Trust 34,434 10,763 2,389 581 48,093
Kilroy Realty Corp. 138,935 86,036 14,912 595 217,683
Kimco Realty Corp. 424,002 112,644 39,873 10,277 526,622
Kite Realty Group Trust 17,237 8,424 1,256 34 26,221
LaSalle Hotel Properties 131,385 35,540 12,514 2,732 135,920
Lexington Realty Trust 69,756 26,734 7,252 2,359 96,892
Liberty Property Trust 219,807 60,125 17,725 8,339 273,206
LTC Properties Inc. 55,337 14,146 4,710 2,163 66,543
Macerich Co. 408,910 109,781 36,415 3,188 500,952
Mack-Cali Realty Corp. 142,918 34,665 10,676 6,034 151,320
Medical Properties Trust Inc. 68,359 31,064 5,776 2,403 103,164

 


 

REIT Index Fund

Mid-America Apartment Communities 135,528 50,233 10,460 3,445 175,631
Inc.          
Monmouth Real Estate Investment N/A 1 5,937 898 821 23,674
Corp. Class A          
National Health Investors Inc. N/A 1 17,011 5,811 2,687 83,600
National Retail Properties Inc. 159,430 48,319 13,599 6,424 224,773
Omega Healthcare Investors Inc. 122,651 34,838 9,302 5,485 160,912
Parkway Properties Inc. 12,200 3,273 956 183 N/A 2
Pebblebrook Hotel Trust 64,445 25,665 6,060 1,229 79,778
Pennsylvania REIT 37,104 10,983 3,478 1,529 58,240
Piedmont Office Realty Trust Inc. Class 182,718 42,798 15,010 4,879 203,846
A          
Post Properties Inc. 128,765 43,997 9,960 222 175,072
Prologis Inc. 830,882 223,894 75,589 16,802 1,046,655
PS Business Parks Inc. N/A 1 18,497 7,808 1,572 82,407
Public Storage N/A 1 293,406 98,001 29,588 1,339,734
Ramco-Gershenson Properties Trust 25,476 12,512 2,213 944 39,471
Realty Income Corp. 276,781 76,380 26,677 8,379 347,333
Regency Centers Corp. 212,068 59,404 21,031 3,216 286,307
Retail Opportunity Investments Corp. 32,989 9,020 2,172 1,043 42,249
RLJ Lodging Trust 97,453 24,806 8,199 2,950 113,422
Sabra Health Care REIT Inc. 29,943 8,871 2,780 2,094 54,570
Simon Property Group Inc. 2,276,966 688,769 181,682 45,318 3,058,554
SL Green Realty Corp. 358,736 117,456 29,247 4,093 451,118
Sovran Self Storage Inc. 73,570 24,446 6,686 1,587 111,096
Strategic Hotels & Resorts Inc. N/A 1 19,422 4,307 59,467
Summit Hotel Properties Inc. 14,567 11,187 917 562 22,952
Sun Communities Inc. 56,230 41,609 5,008 714 78,599
Sunstone Hotel Investors Inc. 62,766 29,730 6,391 88,833
Tanger Factory Outlet Centers 144,685 50,224 11,101 3,157 193,262
Taubman Centers Inc. 221,511 71,479 26,800 3,404 306,061
UDR Inc. 325,415 153,261 51,751 5,778 398,023
Universal Health Realty Income Trust 27,415 6,952 2,264 911 39,445
Ventas Inc. 958,394 264,947 77,015 31,115 1,234,198
Vornado Realty Trust 766,367 198,030 64,032 12,074 888,490
Washington REIT 112,317 26,619 8,569 3,100 113,017
Weingarten Realty Investors 159,043 43,667 14,841 5,038 206,098
Winthrop Realty Trust 20,230 4,607 1,398 862 21,579
  19,388,495     433,804 26,477,314

1 Not applicable — At January 31, 2012, the issuer was not an affiliated company of the fund.
2 Not applicable — At October 31, 2012, the security was still held, but the issuer was no longer an affiliated company of the fund.


 

REIT Index Fund

E. At October 31, 2012, the cost of investment securities for tax purposes was $24,370,948,000. Net unrealized appreciation of investment securities for tax purposes was $3,968,208,000, consisting of unrealized gains of $4,677,597,000 on securities that had risen in value since their purchase and $709,389,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Dividend Growth Fund

Schedule of Investments
As of October 31, 2012

    Market
    Value
  Shares ($000)
Common Stocks (96.5%)    
Consumer Discretionary (14.7%)    
Target Corp. 5,342,462 340,582
McDonald's Corp. 2,830,370 245,676
Lowe's Cos. Inc. 7,394,399 239,431
Mattel Inc. 5,646,315 207,671
NIKE Inc. Class B 2,137,246 195,302
Omnicom Group Inc. 3,896,657 186,689
Walt Disney Co. 3,354,955 164,628
Comcast Corp. Class A 3,328,802 124,863
    1,704,842
Consumer Staples (12.3%)    
PepsiCo Inc. 5,326,826 368,829
Procter & Gamble Co. 4,229,602 292,858
CVS Caremark Corp. 4,650,835 215,799
Colgate-Palmolive Co. 1,976,291 207,432
Wal-Mart Stores Inc. 2,634,129 197,612
Coca-Cola Co. 3,866,360 143,751
    1,426,281
Energy (12.1%)    
Occidental Petroleum Corp. 4,699,935 371,107
Exxon Mobil Corp. 3,827,383 348,942
BG Group plc 14,211,337 263,862
Enbridge Inc. 5,470,132 217,547
Chevron Corp. 1,810,639 199,551
    1,401,009
Financials (8.9%)    
ACE Ltd. 2,899,889 228,076
PNC Financial Services Group Inc. 3,806,659 221,509
Wells Fargo & Co. 5,788,342 195,009
Chubb Corp. 1,683,477 129,594
Marsh & McLennan Cos. Inc. 3,710,185 126,258
BlackRock Inc. 659,129 125,024
    1,025,470
Health Care (17.4%)    
Johnson & Johnson 5,361,982 379,736
Medtronic Inc. 6,894,941 286,692
Roche Holding AG 1,465,134 282,222
Pfizer Inc. 10,496,477 261,047
Cardinal Health Inc. 6,340,477 260,784
Amgen Inc. 2,615,084 226,322
Teva Pharmaceutical Industries Ltd. ADR 4,087,400 165,213
UnitedHealth Group Inc. 2,696,830 151,022
    2,013,038
Industrials (13.9%)    
United Parcel Service Inc. Class B 3,745,955 274,391
Lockheed Martin Corp. 2,524,566 236,476
General Dynamics Corp. 3,256,102 221,675
United Technologies Corp. 2,567,220 200,654

 


 

C.H. Robinson Worldwide Inc.     3,142,510 189,588
Honeywell International Inc.     3,026,962 185,371
Northrop Grumman Corp.     2,508,404 172,302
Emerson Electric Co.     2,735,235 132,468
        1,612,925
Information Technology (12.4%)        
Automatic Data Processing Inc.     5,437,156 314,213
Microsoft Corp.     9,883,012 282,012
International Business Machines Corp.     1,331,332 258,984
Oracle Corp.     8,018,065 248,961
Accenture plc Class A     2,776,375 187,156
Western Union Co.     11,817,100 150,077
        1,441,403
Materials (3.3%)        
Ecolab Inc.     3,021,226 210,277
Praxair Inc.     1,609,976 170,996
        381,273
Utilities (1.5%)        
Dominion Resources Inc.     3,259,616 172,042
 
Total Common Stocks (Cost $9,517,325)       11,178,283
 
Temporary Cash Investments (3.6%)        
      Face  
    Maturity Amount  
  Coupon Date ($000)  
Repurchase Agreements (3.6%)        
Morgan Stanley & Co., Inc.        
(Dated 10/31/12, Repurchase Value        
$194,702,000, collateralized by Federal        
National Mortgage Assn., 3.000%-6.000%,        
6/1/25-9/1/42) 0.350% 11/1/12 194,700 194,700
RBS Securities, Inc.        
(Dated 10/31/12, Repurchase Value        
$214,302,000, collateralized by U.S.        
Treasury Note/Bond, 0.750%, 6/30/17) 0.280% 11/1/12 214,300 214,300
        409,000
Total Temporary Cash Investments (Cost $409,000)       409,000
Total Investments (100.1%) (Cost $9,926,325)       11,587,283
Other Assets and Liabilities-Net (-0.1%)       (6,245)
Net Assets (100%)       11,581,038
ADR—American Depositary Receipt.        

 

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events,


 

Dividend Growth Fund

and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

C. Repurchase Agreements: The portfolio may enter into repurchase agreements. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. In the event of default or bankruptcy by the other party to the agreement, the portfolio may sell or retain the collateral; however, such action may be subject to legal proceedings.

D. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 10,632,199 546,084
Temporary Cash Investments 409,000
Total 10,632,199 955,084

 

E. At October 31, 2012, the cost of investment securities for tax purposes was $9,926,325,000. Net unrealized appreciation of investment securities for tax purposes was $1,660,958,000, consisting of unrealized gains of $1,807,633,000 on securities that had risen in value since their purchase and $146,675,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Vanguard Dividend Appreciation Index Fund

Schedule of Investments
As of October 31, 2012

    Market
    Value
  Shares ($000)
Common Stocks (100.0%)    
Consumer Discretionary (14.7%)    
McDonald's Corp. 5,453,109 473,330
Target Corp. 5,212,625 332,305
Lowe's Cos. Inc. 9,175,304 297,096
NIKE Inc. Class B 2,694,765 246,248
TJX Cos. Inc. 5,556,496 231,317
VF Corp. 804,667 125,914
McGraw-Hill Cos. Inc. 2,162,195 119,526
Ross Stores Inc. 1,596,788 97,324
Genuine Parts Co. 1,126,087 70,470
Family Dollar Stores Inc. 925,604 61,053
Polaris Industries Inc. 478,452 40,429
John Wiley & Sons Inc. Class A 370,704 16,081
Matthews International Corp. Class A 211,912 6,097
NACCO Industries Inc. Class A 48,905 2,477
    2,119,667
Consumer Staples (24.8%)    
Wal-Mart Stores Inc. 9,037,791 678,015
Coca-Cola Co. 16,065,564 597,318
Procter & Gamble Co. 8,469,050 586,397
PepsiCo Inc. 8,328,181 576,643
Colgate-Palmolive Co. 3,845,489 403,622
Walgreen Co. 6,481,278 228,335
Archer-Daniels-Midland Co. 4,857,256 130,369
JM Smucker Co. 830,576 71,131
Brown-Forman Corp. Class B 954,129 61,121
Hormel Foods Corp. 1,996,466 58,956
McCormick & Co. Inc. 897,692 55,316
Church & Dwight Co. Inc. 1,076,805 54,659
Nu Skin Enterprises Inc. Class A 472,515 22,364
Lancaster Colony Corp. 205,010 14,921
Casey's General Stores Inc. 279,787 14,423
^ Tootsie Roll Industries Inc. 280,086 7,464
Sanderson Farms Inc. 164,089 7,432
    3,568,486
Energy (10.5%)    
Exxon Mobil Corp. 6,293,473 573,776
Chevron Corp. 5,144,255 566,948
EOG Resources Inc. 1,905,972 222,027
Murphy Oil Corp. 1,344,342 80,661
Helmerich & Payne Inc. 786,140 37,577
Energen Corp. 516,349 24,088
^ CARBO Ceramics Inc. 169,567 12,539
    1,517,616
Financials (6.3%)    
Franklin Resources Inc. 1,569,118 200,533
Aflac Inc. 3,192,770 158,936
Chubb Corp. 2,059,900 158,571
T. Rowe Price Group Inc. 1,816,385 117,956

 


 

WR Berkley Corp. 1,017,499 39,571
HCC Insurance Holdings Inc. 782,517 27,889
SEI Investments Co. 1,255,257 27,465
Brown & Brown Inc. 1,065,057 27,212
Commerce Bancshares Inc. 634,350 24,156
Erie Indemnity Co. Class A 378,008 23,520
Eaton Vance Corp. 787,039 22,147
Prosperity Bancshares Inc. 399,748 16,733
UMB Financial Corp. 281,527 12,536
StanCorp Financial Group Inc. 315,894 10,851
RLI Corp. 157,219 10,719
Westamerica Bancorporation 210,145 9,272
Bank of the Ozarks Inc. 262,116 8,582
Bancfirst Corp. 106,421 4,678
1st Source Corp. 183,140 4,068
First Financial Corp. 96,903 2,964
Republic Bancorp Inc. 132,412 2,863
Southside Bancshares Inc. 133,455 2,724
    913,946
Health Care (5.4%)    
Medtronic Inc. 7,758,308 322,590
Stryker Corp. 2,737,324 143,983
Becton Dickinson and Co. 1,562,930 118,283
Cardinal Health Inc. 2,538,272 104,399
CR Bard Inc. 619,056 59,547
West Pharmaceutical Services Inc. 243,831 13,135
Owens & Minor Inc. 452,613 12,886
    774,823
Industrials (21.0%)    
United Technologies Corp. 6,547,941 511,787
3M Co. 5,084,606 445,412
Caterpillar Inc. 4,185,475 354,970
Emerson Electric Co. 5,233,784 253,472
Illinois Tool Works Inc. 3,327,297 204,063
General Dynamics Corp. 2,504,465 170,504
Norfolk Southern Corp. 2,449,829 150,297
WW Grainger Inc. 489,556 98,601
Fastenal Co. 2,123,147 94,905
Stanley Black & Decker Inc. 1,225,641 84,937
Parker Hannifin Corp. 1,071,567 84,289
Dover Corp. 1,364,106 79,418
C.H. Robinson Worldwide Inc. 1,276,026 76,983
Roper Industries Inc. 676,113 73,811
Expeditors International of Washington Inc. 1,492,214 54,630
Cintas Corp. 913,586 38,197
Donaldson Co. Inc. 1,081,966 34,915
Pentair Ltd. 673,935 28,467
Nordson Corp. 450,359 26,585
Valmont Industries Inc. 178,939 24,175
Carlisle Cos. Inc. 431,688 23,980
Graco Inc. 427,789 20,560
AO Smith Corp. 289,684 17,604
CLARCOR Inc. 366,327 16,573
Brady Corp. Class A 348,925 10,733
Mine Safety Appliances Co. 266,536 10,288
Franklin Electric Co. Inc. 156,735 9,081

 


 

ABM Industries Inc. 384,504 7,306
Raven Industries Inc. 260,974 7,122
Tennant Co. 144,639 5,412
McGrath RentCorp 174,182 4,574
Gorman-Rupp Co. 138,787 3,747
† Hyster-Yale Materials Handling Inc. Class B 48,345 1,986
    3,029,384
Information Technology (6.4%)    
International Business Machines Corp. 2,897,700 563,690
Automatic Data Processing Inc. 3,538,853 204,510
Linear Technology Corp. 1,567,088 48,987
Harris Corp. 815,331 37,326
FactSet Research Systems Inc. 325,461 29,470
Jack Henry & Associates Inc. 652,884 24,810
Badger Meter Inc. 104,394 4,472
Cass Information Systems Inc. 77,485 3,252
    916,517
Materials (8.9%)    
Monsanto Co. 3,568,238 307,118
Praxair Inc. 2,221,713 235,968
Ecolab Inc. 2,184,263 152,025
PPG Industries Inc. 1,109,295 129,876
Air Products & Chemicals Inc. 1,515,706 117,513
Sherwin-Williams Co. 740,295 105,551
Sigma-Aldrich Corp. 846,205 59,353
Valspar Corp. 659,937 36,976
Royal Gold Inc. 412,165 36,303
Albemarle Corp. 577,947 31,851
Aptargroup Inc. 507,776 26,039
Bemis Co. Inc. 784,344 25,923
HB Fuller Co. 317,683 9,658
Stepan Co. 74,908 7,176
    1,281,330
Telecommunication Services (0.1%)    
Telephone & Data Systems Inc. 341,647 8,497
Atlantic Tele-Network Inc. 127,120 5,268
    13,765
Utilities (1.9%)    
Northeast Utilities 2,492,549 97,957
National Fuel Gas Co. 694,762 36,614
MDU Resources Group Inc. 1,432,676 31,132
Questar Corp. 1,369,588 27,720
Aqua America Inc. 1,066,092 27,068
New Jersey Resources Corp. 322,986 14,360
South Jersey Industries Inc. 235,492 11,914
MGE Energy Inc. 185,073 9,742
American States Water Co. 139,071 6,122
SJW Corp. 144,965 3,514
    266,143
Total Common Stocks (Cost $12,624,721)   14,401,677

 


 

  Coupon    
Temporary Cash Investment (0.0%)      
Money Market Fund (0.0%)      
1,2 Vanguard Market Liquidity Fund (Cost      
$6,848) 0.167% 6,848,000 6,848
Total Investments (100.0%) (Cost $12,631,569)     14,408,525
Other Assets and Liabilities-Net (0.0%) 2     (3,603)
Net Assets (100%)     14,404,922

 

^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $6,590,000.
† Non-income producing security - new issue that has not paid a dividend as of October 31, 2012.
1 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
2 Includes $6,848,000 of collateral received for securities on loan.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value.

B. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund's investments as of October 31, 2012, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 14,399,691 1,986
Temporary Cash Investments 6,848
Total 14,406,539 1,986

 

C. At October 31, 2012, the cost of investment securities for tax purposes was $12,631,569,000. Net unrealized appreciation of investment securities for tax purposes was $1,776,956,000, consisting of unrealized gains of $1,935,283,000 on securities that had risen in value since their purchase and $158,327,000 in unrealized losses on securities that had fallen in value since their purchase.


 

Item 2: Controls and Procedures

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

(b) Internal Control Over Financial Reporting. During the last fiscal quarter, there was no significant change in the Registrant’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3: Exhibits

(a) Certifications

  VANGUARD SPECIALIZED FUNDS
 
By:   /s/ F. WILLIAM MCNABB III*  
  F. WILLIAM MCNABB III  
  CHIEF EXECUTIVE OFFICER  
 
Date: December 19, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

  VANGUARD SPECIALIZED FUNDS
 
By:   /s/ F. WILLIAM MCNABB III*  
  F. WILLIAM MCNABB III  
  CHIEF EXECUTIVE OFFICER  
 
Date: December 19, 2012

  VANGUARD SPECIALIZED FUNDS
 
By:   /s/ THOMAS J. HIGGINS*  
  THOMAS J. HIGGINS  
  CHIEF FINANCIAL OFFICER  
 
Date: December 19, 2012

* By:/s/ Heidi Stam

Heidi Stam, pursuant to a Power of Attorney filed on March 27, 2012 see file Number 2-11444, Incorporated by Reference.