EX-99

Explorer Fund Shareholder Report Proxy Voting Results

At a special meeting of shareholders on July 2, 2009, fund shareholders approved
the following three proposals:

Proposal 1-Elect trustees for the fund

The individuals listed in the table below were elected as trustees for the fund.
All trustees  with the exception of Messrs.  McNabb and Volanakis  (both of whom
already served as directors of The Vanguard  Group,  Inc.) served as trustees to
the fund prior to the shareholder meeting.

Trustee                            For         Withheld           Percentage For
John J. Brennan            103,465,394        2,806,805                    97.4%
Charles D. Ellis           103,271,931        3,000,269                    97.2%
Emerson U. Fullwood        103,377,134        2,895,066                    97.3%
Rajiv L. Gupta             103,330,487        2,941,713                    97.2%
Amy Gutmann                103,464,972        2,807,228                    97.4%
JoAnn Heffernan Heisen     103,384,202        2,887,997                    97.3%
F. William McNabb III      103,465,892        2,806,307                    97.4%
Andre F. Perold            103,336,178        2,936,021                    97.2%
Alfred M. Rankin Jr.       103,446,662        2,825,537                    97.3%
Peter F. Volanakis         103,513,635        2,758,565                    97.4%


Proposal 2: - Update and standardize the fund's fundamental policies regarding:

(a) Purchasing and selling real estate.
(b) Issuing senior securities.
(c) Borrowing money.
(d) Making loans.
(e) Purchasing and selling commodities.
(f) Concentrating investments in a particular industry or group of industries.
(g) Eliminating outdated fundamental investment policies not required by law.

The  revised   fundamental   policies  are  clearly   stated  and  simple,   yet
comprehensive,  making  oversight and  compliance  more efficient than under the
former policies. The revised fundamental policies will allow the fund to respond
more quickly to  regulatory  and market  changes,  while  avoiding the costs and
delays associated with successive shareholder meetings.

                       For       Abstain      Against       Broker    Percentage
                                                         Non-Votes           For

Explorer Fund
2a              99,658,844     1,193,928    3,315,368     2,104,060        93.8%
2b              98,828,846     1,332,443    4,006,843     2,104,068        93.0%
2c              95,245,834     1,371,183    7,551,118     2,104,064        89.6%
2d              97,146,896     1,351,338    5,669,899     2,104,066        91.4%
2e              97,677,627     1,273,287    5,217,220     2,104,066        91.9%
2f              99,392,168     1,259,395    3,516,572     2,104,065        93.5%
2g              99,510,365     1,235,084    3,422,685     2,104,065        93.6%

Proposal 3 - Institute  procedures to prevent  holding  investments in companies
that,  in the  judgement of the board,  substantially  contribute to genocide or
crimes  against  humanity,  the most egregious  violations of human rights.  The
trustees  recommended  a vote  against  this  proposal  because  it  called  for
procedures  that  duplicate  existing  practices and  procedures of the Vanguard
funds.

                      For       Abstain     Against       Broker      Percentage
                                                       Non-Votes             For

Explorer Fund  11,570,118     4,697,780  87,900,228    2,104,073           10.9%

EX-99

                                                       [SHIP LOGO VANGUARD/(R)/]






VANGUARD FUNDS



SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION

At a meeting held on July 2, 2009, the shareholders of the Vanguard funds
approved the following changes to the funds:


TRUSTEES ELECTED TO VANGUARD FUNDS' BOARDS OF TRUSTEES
Vanguard fund shareholders have elected F. William McNabb III and Peter F.
Volanakis as trustees, effective July 2009. The trustees set broad policies for
the funds; select investment advisors; monitor fund operations, performance, and
costs; nominate and select new trustees; and elect fund officers. Also effective
July 2009, J. Lawrence Wilson has retired from the funds' boards of trustees.

Mr. McNabb's principal occupations during the past five years include: Director
of Vanguard since 2008; Chief Executive Officer and President of Vanguard and of
each of the investment companies served by Vanguard, since 2008; Director of
Vanguard Marketing Corporation; and Managing Director of Vanguard (1995-2008).

Mr. McNabb is considered an "interested trustee" of each Vanguard fund because
he also holds the positions of President and Chief Executive Officer.

Mr. Volanakis's principal occupations during the past five years and outside
directorships include: President since 2007 and Chief Operating Officer since
2005 of Corning Incorporated (communications equipment); President of Corning
Technologies (2001-2005); Director of Corning Incorporated and Dow Corning;
Trustee of the Corning Incorporated Foundation and the Corning Museum of Glass;
and Overseer of the Amos Tuck School of Business Administration at Dartmouth
College.


STANDARDIZED FUNDAMENTAL POLICIES FOR ALL VANGUARD FUNDS
The shareholders of the Vanguard funds approved changes to the funds'
fundamental policies (i.e., policies that cannot be changed without a
shareholder vote). The newly adopted standardized fundamental policies for each
of the Vanguard funds are as follows:

Borrowing. The Fund may borrow money only as permitted by the 1940 Act or other
governing statute, by the Rules thereunder, or by the SEC or other regulatory
agency with authority over the Fund.

Commodities. The Fund may invest in commodities only as permitted by the 1940
Act or other governing statute, by the Rules thereunder, or by the SEC or other
regulatory agency with authority over the Fund.

Industry Concentration.
[For funds, other than index funds and money market funds, that do not
concentrate.] The Fund will not concentrate its investments in the securities of
issuers whose principal business activities are in the same industry.

[For index funds that do not concentrate.] The Fund will not concentrate its
investments in the securities of issuers whose principal business activities are
in the same industry, except as may be necessary to approximate the composition
of its target index.

[For funds, other than money market funds, that concentrate.] The Fund will
concentrate its investments in the securities of issuers whose principal
business activities are in the ________ industry, as defined in the prospectus
or Statement of Additional Information (SAI) (the blank to be consistent with
the fund's name, such as energy, health care, etc.).



[For the Prime Money Market Fund, Vanguard Variable Insurance Fund--Money Market
Portfolio, and Market Liquidity Fund.] The Fund will concentrate its assets in
the securities of issuers whose principal business activities are in the
financial services industry. For the purposes of this policy, the financial
services industry is deemed to include the group of industries within the
financial services sector. In addition, the Fund reserves the right to
concentrate its investments in government securities, as defined in the 1940
Act.

[For all other money market funds.] The Fund will not concentrate its
investments in the securities of issuers whose principal business activities are
in the same industry, except that the Fund reserves the right to concentrate its
investments in government securities, as defined in the 1940 Act, and
certificates of deposit and bankers' acceptances issued by domestic banks (which
may include U.S. branches of non-U.S. banks).

Loans. The Fund may make loans to another person only as permitted by the 1940
Act or other governing statute, by the Rules thereunder, or by the SEC or other
regulatory agency with authority over the Fund.

Real Estate. The Fund may not invest directly in real estate unless it is
acquired as a result of ownership of securities or other instruments. This
restriction shall not prevent the Fund from investing in securities or other
instruments (1) issued by companies that invest, deal, or otherwise engage in
transactions in real estate, or (2) backed or secured by real estate or
interests in real estate.

Senior Securities. The Fund may not issue senior securities except as permitted
by the 1940 Act or other governing statute, by the Rules thereunder, or by the
SEC or other regulatory agency with authority over the Fund.

The funds' current fundamental policies with respect to diversification,
investment objective, and underwriting, if  applicable, remain unchanged.





























(C) 2009 The Vanguard Group, Inc. All rights reserved.

Vanguard Marketing Corporation, Distributor.                   SAI0709

EX-99

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and the Shareholders of Vanguard
Explorer Fund

In planning and performing our audit of the financial statements
of Vanguard Explorer Fund (hereafter referred to as the ?Trust?)
as of and for the year ended October 31, 2009, in accordance
with the standards of the Public Company Accounting Oversight
Board (United States), we considered the Trust?s internal control
over financial reporting, including controls over safeguarding
securities, as a basis for designing our auditing procedures for
the purpose of expressing our opinion on the financial statements
and to comply with the requirements of Form N-SAR, but not for
the purpose of expressing an opinion on the effectiveness of the
Trust?s internal control over financial reporting.  Accordingly, we
do not express an opinion on the effectiveness of the Trust's
internal control over financial reporting.

The management of the Trust is responsible for establishing and
maintaining effective internal control over financial reporting.  In
fulfilling this responsibility, estimates and judgments by
management are required to assess the expected benefits and
related costs of controls.  A company?s internal control over
financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in
accordance with generally accepted accounting principles.  A
company's internal control over financial reporting includes those
policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2)
provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made
only in accordance with authorizations of management and
trustees of the company; and (3)  provide reasonable assurance
regarding prevention or timely detection of unauthorized
acquisition, use or disposition of a company?s assets that could
have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements.  Also,
projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

A deficiency in internal control over financial reporting exists
when the design or operation of a control does not allow
management or employees, in the normal course of performing
their assigned functions, to prevent or detect misstatements on a
timely basis.  A material weakness is a deficiency, or a
combination of deficiencies, in internal control over financial
reporting, such that there is a reasonable possibility that a
material misstatement of the Trust's annual or interim financial
statements will not be prevented or detected on a timely basis.

Our consideration of the Trust?s internal control over financial
reporting was for the limited purpose described in the first
paragraph and would not necessarily disclose all deficiencies in
internal control over financial reporting that might be material
weaknesses under standards established by the Public Company
Accounting Oversight Board (United States).  However, we noted
no deficiencies in the Trust?s internal control over financial
reporting and its operation, including controls over safeguarding
securities, that we consider to be material weaknesses as
defined above as of October 31, 2009.

This report is intended solely for the information and use of
management and the Board of Trustees of Vanguard Explorer
Fund and the Securities and Exchange Commission and is not
intended to be and should not be used by anyone other than
these specified parties.



PricewaterhouseCoopers LLP
December 15, 2009

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