N-CSRS 1 chesterfundsfinal.htm VANGUARD CHESTER FUNDS chesterfundsfinal.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF

REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-4098

Name of Registrant: Vanguard Chester 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

Registrant’s telephone number, including area code: (610) 669-1000

Date of fiscal year end: September 30

Date of reporting period: October 1, 2009 – March 31, 2010

Item 1: Reports to Shareholders



 

Vanguard PRIMECAP Fund
Semiannual Report
March 31, 2010

 


> Vanguard PRIMECAP Fund returned more than 12% for the six months ended March 31, 2010, ahead of the returns of its comparative standards.

> About three-quarters of the fund’s return came from information technology, industrial, and consumer discretionary stocks.

> Compared with the benchmark index, the advisor’s astute selection among industrial, energy, and consumer discretionary stocks helped boost performance, but health care holdings detracted.

 

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 12
Performance Summary. 13
Financial Statements. 14
About Your Fund’s Expenses. 25
Glossary. 27

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

See the Glossary for definitions of investment terms used in this report.

Cover photograph: Veronica Coia.



Your Fund’s Total Returns  
 
 
 
 
Six Months Ended March 31, 2010  
  Total
  Returns
Vanguard PRIMECAP Fund  
Investor Shares 12.54%
Admiral™ Shares 12.61
S&P 500 Index 11.75
Multi-Cap Growth Funds Average 11.59
Multi-Cap Growth Funds Average: Derived from data provided by Lipper Inc.  

Admiral Shares are a lower-cost class of shares available to many longtime shareholders and to those with significant investments in the fund.

Your Fund’s Performance at a Glance        
September 30, 2009 , Through March 31, 2010        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard PRIMECAP Fund        
Investor Shares $55.10 $61.55 $0.447 $0.000
Admiral Shares 57.20 63.87 0.530 0.000

1




Chairman’s Letter

Dear Shareholder,

The fund’s new fiscal year began on a much brighter note than the year before, as the stock market rally continued, almost uninterrupted. For the six months ended March 31, Vanguard PRIMECAP Fund returned 12.54% for Investor Shares and 12.61% for Admiral Shares—the fund’s best fiscal first half since 2004. This performance was about a percentage point ahead of the return for the benchmark Standard & Poor’s 500 Index and the average return for multi-capitalization growth funds.

The low-turnover portfolio reflects the key investment themes of PRIMECAP Management Company, the fund’s advisor: continued optimism about the growth prospects for technology and health care stocks, and concern about leverage in the financial sector. Technology stocks, along with consumer discretionary and industrial holdings, were among the biggest contributors to the fund’s results in the first half. But health care holdings lagged, weighed down, in part, by uncertainty about legislative reform.

Stock market rally continued despite a few minor setbacks
After a steep but short-lived decline, stocks resumed their uphill trek in February. The broad U.S. stock market ended the six-month period up about 12%. Since stocks began their historic recovery in March just over a year ago, U.S. equities have risen more than 70%.

2



During the six months, small-capitalization companies outperformed larger-cap companies, while growth stocks trumped their value counterparts, though the differences weren’t all that significant.

Foreign stocks didn’t fare as well as domestic stocks, but still ended the period on a positive note. Investors’ concerns about Greece’s creditworth-iness, as well as that of economies such as Spain and Portugal, weighed on the European markets. In Asia, possible changes to China’s monetary policies and weakness in the Japanese market hindered the region’s results. Emerging-market stocks, which made a quick and substantial recovery from the economic slowdown, continued to outperform developed-market stocks.

Investors still favored riskier bond options
The broad U.S. taxable bond market returned about 2% for the period, as investors continued to prefer higher-risk corporate bonds over government issues. The broad municipal bond market returned 0.28%. The yields of longer-term U.S. Treasury bonds rose during the six months, while those of the shortest-term securities remained near 0%.

The Federal Reserve Board has kept its target for short-term interest rates unchanged at 0% to 0.25% since December 2008 and has said that it expects to maintain that rate for “an extended period.” In late February, Fed Chairman Ben Bernanke said that low interest rates were still necessary to

Market Barometer      
 
      Total Returns
    Periods Ended March 31, 2010
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 12.11% 51.60% 2.31%
Russell 2000 Index (Small-caps) 13.07 62.76 3.36
Dow Jones U.S. Total Stock Market Index 12.48 52.88 2.82
MSCI All Country World Index ex USA (International) 5.51 61.67 6.59
 
Bonds      
Barclays Capital U.S. Aggregate Bond Index (Broad      
taxable market) 1.99% 7.69% 5.44%
Barclays Capital Municipal Bond Index 0.28 9.69 4.58
Citigroup Three-Month U.S. Treasury Bill Index 0.05 0.13 2.76
 
CPI      
Consumer Price Index 0.77% 2.31% 2.40%

3



help the economy recover, but that the central bank would be ready to tighten credit “at the appropriate time.” The Fed has, however, begun to wind down credit programs established during the financial crisis.

Stocks sensitive to the economy delivered winning performances
As the recession gave way to economic recovery, stocks whose corporate fortunes are more exposed to the ups and downs of the business cycle had the chance to shine again in the half-year. Together, the information technology, industrial, and consumer discretionary sectors were responsible for about three-quarters of the fund’s return. Along with health care, which fared less well, these sectors represented the fund’s largest holdings.

Technology, the largest sector in the fund, has played a leading role in the fund’s performance for several years. The advisor believes it has built a portfolio that is well-positioned to benefit from global growth in data usage and demand for smartphones, Internet services, and other technology. The sector returned about 12% in the first half of the fiscal year, powered by three of the fund’s ten largest holdings: Oracle, Google, and Microsoft—all of which had double-digit gains as technology spending picked up steam.

Industrial and consumer discretionary stocks—sometimes cast in the role of understudies to the fund’s larger technology and health care sectors—played a starring role with sector returns of about 22% each. FedEx, the fund’s largest holding at the

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
PRIMECAP Fund 0.49% 0.37% 1.40%

The fund expense ratios shown are from the prospectus dated January 26, 2010, and represent estimated costs for the current fiscal year based on the fund’s net assets as of the prospectus date. For the six months ended March 31, 2010, the fund’s annualized expense ratios were 0.47% for Investor Shares and 0.35% for Admiral Shares. The peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2009.

Peer group: Multi-Cap Growth Funds.

4



end of March, had a six-month return of almost 25% and added a percentage point to the fund’s result as the economy turned around. Other leading industrial contributors included Southwest Airlines, Honeywell International, and Caterpillar.

Despite persistently high unemployment, more-confident consumers began to loosen the tight grip on their wallets, giving a boost to DIRECTV—a top-ten holding in the fund on March 31. Other strong contributors in the consumer discretionary sector included Amazon.com and Whirlpool.

Health care stocks, representing the fund’s second-largest sector, came up a bit short against the backdrop of the protracted reform debate, which continued after a bill to overhaul the country’s health care system was signed into law in March. Still, the sector advanced more than 7%. Life sciences holding Millipore gained 50%, medical device-maker Medtronic returned almost 24%, and major pharmaceutical companies Eli Lilly and Novartis had modest double-digit gains. Notable detractors were Boston Scientific and top-ten holding Amgen, both because of issues involving particular products.

Compared with the benchmark S&P 500 Index, the fund’s outsized position in health care, and the advisor’s choice of holdings within the sector, held back performance. Technology, also significantly overweighted

in the fund, was essentially neutral in terms of relative performance. On the plus side, industrial, energy, and consumer discretionary holdings helped the fund outperform its benchmark. The fund also benefited from having only a small stake in the financial sector, which represents a larger slice of the index and earned relatively modest returns.

Slow and steady often wins in the real world, too
For more than 25 years, PRIMECAP Management Company has kept a steady hand on the tiller of your fund while navigating through both choppy waters and calm seas. This patient, disciplined approach can serve as a useful model in your own financial plans.

Whether markets are up or down, Vanguard cautions investors to tune out the daily noise in the marketplace and not to judge results based on short time periods. This is especially true for the PRIMECAP Fund, whose advisor researches companies intensively, seeking those that are underappreciated and that have the potential for superior growth over an investment horizon of three to five years. Shareholders can benefit from this longer-term perspective, which also helps to minimize trading costs, and from an overall expense ratio that is about a percentage point lower than the peer-fund average.

5



On another matter, I would like to inform you that as of January 1, 2010, we completed a leadership transition that began in March 2008. I succeeded Jack Brennan as chairman of Vanguard and each of the funds. Jack has agreed to serve as chairman emeritus and senior advisor. Under Jack’s leadership, Vanguard has grown to become a preeminent firm in the mutual fund industry. Jack’s energy, his relentless pursuit of perfection, and his unwavering focus on always doing the right thing for our clients are evident in every facet of Vanguard policy today.

Thank you for entrusting your assets to Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
April 13, 2010

6



Advisor’s Report

Vanguard PRIMECAP Fund returned 12.54% for Investor Shares and 12.61% for Admiral Shares for the six months ended March 31, 2010, ahead of the 11.75% return of its unmanaged S&P 500 Index benchmark and the 11.59% average return of multi-capitalization growth fund competitors. Although our holdings in technology, which remains the fund’s largest sector, produced good returns, some of our top performers were industrial and consumer discretionary stocks. Health care, the second-largest sector, underperformed the benchmark because of poor stock selection.

Investment environment
Equity markets have rebounded strongly since early March 2009, when most major indexes had fallen to bear-market lows. By the end of calendar-year 2009, the rally had propelled the S&P 500 Index to a total return of more than 67% from the market low, and advances continued through March. However, even with this spectacular comeback, the prices of many stocks remain below the peaks reached in October 2007.

Although an “official” end to what is likely to have been the longest U.S. recession since the 1930s has not yet been declared, consumers and investors have been heartened by signs of an economy on the mend. The U.S. economy has now registered two consecutive quarters of growth in Gross Domestic Product (GDP)—and most economists expect another positive report when first quarter 2010 GDP is released in late April. [Editor’s note: On April 30, the Commerce Department reported first quarter GDP growth of 3.2%.]

At the same time, many economic indicators remain weak, the national unemployment rate hovers near 10%, the housing market continues to struggle, consumer balance sheets remain highly leveraged, and state and local governments face major fiscal crises.

In our most recent annual report, we noted that equity investment opportunities were no longer as compelling as they were in early 2009, when valuations were at near-term lows. Since then, valuations have risen, but we continue to find buying opportunities in stocks of companies that we view to have long-term fundamentals that will evolve significantly better than current valuation suggests.

Management of the fund
We continue to manage the PRIMECAP Fund with a long-term perspective, in the expectation that our choices will outperform the market over a three- to five-year horizon. We rely on rigorous fundamental research and meet with company management, competitors, suppliers, and customers to help identify potential opportunities, as well as to reassess our conviction in our holdings.

7



Our investment process has led us to build significant investments in technology and health care over the years. Although these two sectors accounted for less than one-third of the benchmark’s weighting, on average, during the six months, they represented more than half of the value of the fund.

Technology
We believe many technology stocks continue to have reasonable valuations, and we remain enthusiastic about prospects for growth. For example, we believe the transition to mobile computing, in particular to mobile Internet use with smartphones, is still in its infancy and is creating many attractive opportunities.

There are more than 4.8 billion mobile phone subscriptions around the world, and more than 1.6 billion Internet users, but less than 10% of total mobile phones are data-centric smartphones. We anticipate that millions of customers, especially in the emerging markets, which often lack land lines and other infrastructure, will adopt smartphones as the main way, and sometimes the only way, to access the Internet.

Among our holdings that we believe are well-positioned to capitalize on these opportunities are Oracle (cloud computing and software), QUALCOMM (Internet servers), and Ericsson (communications infrastructure). Oracle (+24%), one of our ten largest holdings, was one of the top contributors to the fund’s six-month return. In January, Oracle completed its acquisition of Sun Microsystems (whose products include computer servers and processors), giving the combined company an expanded and more integrated presence in the technology arena. Oracle also has a strong balance sheet, which allows it to have great financial flexibility. Ericsson was one of our largest purchases during the past six months. Global communications infrastructure continues to expand, and we expect Ericsson to benefit from the increase in capital investments.

Health care
We believe there are several demographic trends that favor growth in global demand for health care products and services: rising disposable income, increasing life expectancy, an aging population, and untapped demand in the emerging markets.

We see some of the most compelling opportunities in biotechnology, which is at the forefront of today’s unmet medical needs. For example, biotechnology companies are developing monoclonal antibodies that are able to target and kill specific cancer cells—a significant improvement over chemotherapy. Furthermore, biotechnology drugs and therapies do not face the threat of generic competition in the same manner as small-molecule pharmaceutical products, effectively extending the pricing power for their developer.

8



Amgen was our largest purchase in the fund during the last six months.

The company continues to await approval from the Food and Drug Administration for Prolia (the brand name for denosumab), a new treatment for osteoporosis. We also increased our holdings in Boston Scientific. Although the stock price suffered because of a March recall of implantable cardiac defibrillators, we believe the long-term prospects for the company are not reflected in its current market valuation. We eliminated our position in Genzyme, which has struggled with contamination in its manufacturing process. Amgen, Boston Scientific, and Genzyme all detracted from our six-month performance.

On the plus side, Medtronic put product-related issues behind it and made a strong contribution to six-month results, along with pharmaceutical holdings Eli Lilly and Novartis. Eli Lilly was one of our largest purchases; we believe the stock’s valuation fully discounts the upcoming patent expiration of key products without reflecting the potential of its research and development pipeline.

All eyes have been focused on health care reform. Last October, we noted that our biotechnology holdings were intrinsically less vulnerable to the proposed changes; we continue to believe that this is the case now that legislation has been passed. Some pharmaceutical companies and equipment makers could benefit as several

million more Americans gain access to health insurance. However, longer-term, the new legislation raises concerns about the possibility of price controls, which could discourage innovation.

Other sector highlights
In addition to outsized holdings in technology and health care, the fund was modestly overweighted in consumer discretionary and industrial stocks. This worked to our advantage as the two sectors were the top performers in the S&P 500 Index over the past six months.

Consumer discretionary stocks often outperform in the early stages of a recovery, and our holdings were no exception, making strong contributions to the fund’s return in the last fiscal year. Perhaps more unusual is that many of these companies also outperformed in the six months through March, a trend that is not as likely to continue. Some of our top contributors were DIRECTV, Amazon.com, Whirlpool, and TJX Cos.

FedEx (+24%), the fund’s largest holding and the top contributor to its six-month return, was a standout performer among industrials. The company prudently cut costs during the recession and now has improved operating leverage as demand is increasing. FedEx has also benefited from DHL’s decision to exit the U.S. package delivery market. Other strong contributors

9



included Caterpillar and Southwest Airlines, which reported record load levels for the second half of calendar-year 2009.

The fund is underweighted in the energy sector relative to its benchmark. However, the companies in the fund are more focused on oil and gas exploration and production and drilling equipment and services. These areas tend to have more direct exposure to energy price cycles than some of the major integrated companies. EOG Resources and Noble Energy, two independent producers, each posted returns of more than 11%.

Although we are still significantly underweighted in financials, we increased our position in Marsh & McLennan Cos., one of the world’s largest insurance brokers. We have confidence in the company’s new management team, profit margins are recovering, and the company’s growth prospects look favorable.

Outlook
We have seen a significant rally in stocks over the past year, and we are more cautious in our outlook. The stock market is a leading indicator of trends in the broad economy. Our concerns are that valuations in the stock market are anticipating a more rapid recovery than is likely to occur. After the global economic slowdown and the near-collapse of major financial markets, we believe it will take more time to return to “normal.”

While financial markets have stabilized, thanks to dramatic and unprecedented actions by the government and the Federal Reserve Board, many businesses and consumers still find it difficult to access credit.

The federal government’s large-scale intervention, not only in the financial markets but also in the broader economy, is likely to have consequences for the investment environment for some time to come. We have not yet seen the full effect of various programs, such as those to stimulate the adoption of renewable energy and the first-time homebuyer’s tax credit, but costs to taxpayers are certain. And in the long run, we believe that market forces are more efficient allocators of resources than governments are.

Questions about these government programs, as well as the Fed’s “exit strategy,” including steps to begin draining liquidity from the system and the timing of a possible increase in the target for short-term interest rates, add to the uncertain outlook. So does the prospect of inflation, stemming from the extensive spending on various rescue programs. For now, very low short-term rates are keeping intermediate- and longer-term rates in check.

10



We will, as always, rely on our in-depth, fundamental, and proprietary research to identify companies with revenues and profits that, in our judgment, will grow more rapidly than the expectations that are reflected in their current valuations. We remain focused on investing in the stocks of companies with global competitive advantages, innovative products, growing markets, and strong balance sheets, if we can buy them at what we believe is an attractive price.

Howard B. Schow
Portfolio Manager

Mitchell J. Milias
Portfolio Manager

Joel P. Fried
Portfolio Manager

Theo A. Kolokotrones
Portfolio Manager

David H. Van Slooten
Portfolio Manager

Alfred W. Mordecai
Portfolio Manager

PRIMECAP Management Company

April 20, 2010

11



PRIMECAP Fund    
 
 
Fund Profile    
As of March 31, 2010      
 
Share-Class Characteristics    
  Investor   Admiral
  Shares   Shares
Ticker Symbol VPMCX   VPMAX
Expense Ratio1 0.49%   0.37%
30-Day SEC      
Yield 0.16%   0.27%
 
Portfolio Characteristics    
      DJ
      U.S. Total
  S&P 500 Market
  Fund Index Index
Number of Stocks 112 500 4,159
Median Market Cap $33.3B $48.2B $31.4B
Price/Earnings Ratio 24.5x 20.9x 23.0x
Price/Book Ratio 2.9x 2.2x 2.2x
Return on Equity 19.9% 20.6% 19.1%
Earnings Growth Rate 8.5% 6.8% 6.9%
Dividend Yield 1.3% 1.9% 1.7%
Foreign Holdings 12.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 3%
Short-Term Reserves 2.2%

Sector Diversification (% of equity exposure)

      DJ
      U.S. Total
    S&P 500 Market
  Fund Index Index
Consumer      
Discretionary 12.8% 10.1% 11.0%
Consumer Staples 1.1 11.3 9.8
Energy 7.2 10.9 10.0
Financials 3.7 16.5 17.3
Health Care 22.3 12.1 12.4
Industrials 14.5 10.5 10.9
Information      
Technology 31.5 18.9 18.5
Materials 6.7 3.5 4.0
Telecommunication      
Services 0.1 2.8 2.6
Utilities 0.1 3.4 3.5

Volatility Measures    
    DJ
    U.S. Total
  S&P 500 Market
  Index Index
R-Squared 0.94 0.96
Beta 0.96 0.94

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Ten Largest Holdings (% of total net assets)

FedEx Corp. Air Freight &  
  Logistics 4.3%
Amgen Inc. Biotechnology 4.1
Eli Lilly & Co. Pharmaceuticals 3.6
Google Inc. Class A Internet Software &  
  Services 3.4
Oracle Corp. Systems Software 3.3
Medtronic Inc. Health Care  
  Equipment 3.3
Novartis AG ADR Pharmaceuticals 3.2
Adobe Systems Inc. Application  
  Software 2.9
DIRECTV Class A Cable & Satellite 2.9
Microsoft Corp. Systems Software 2.8
Top Ten   33.8%

The holdings listed exclude any temporary cash investments and equity index products.

Investment Focus


1 The expense ratios shown are from the prospectus dated January 26, 2010, and represent estimated costs for the current fiscal year based on the fund’s net assets as of the prospectus date. For the six months ended March 31, 2010, the annualized expense ratios were 0.47% for Investor Shares and 0.35% for Admiral Shares.

12



PRIMECAP Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): September 30, 1999, Through March 31, 2010


Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

  Inception One Five Ten
  Date Year Years Years
Investor Shares 11/1/1984 47.22% 5.88% 1.76%
Admiral Shares 11/12/2001 47.37 6.02 6.621
1 Return since inception.        

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

13



PRIMECAP Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (97.8%)    
Consumer Discretionary (12.6%)  
* DIRECTV Class A 25,022,807 846,021
1 Whirlpool Corp. 5,985,000 522,191
  Sony Corp. ADR 11,450,000 438,764
* Amazon.com Inc. 2,550,000 346,112
  TJX Cos. Inc. 7,823,500 332,655
* Kohl’s Corp. 5,172,400 283,344
  Target Corp. 5,019,000 263,999
  Walt Disney Co. 5,500,000 192,005
* Bed Bath & Beyond Inc. 3,691,000 161,518
  Mattel Inc. 4,247,800 96,595
  Best Buy Co. Inc. 1,575,000 67,001
  Lowe’s Cos. Inc. 2,450,000 59,388
  Carnival Corp. 1,358,000 52,799
* Eastman Kodak Co. 9,000,000 52,110
  Abercrombie & Fitch Co. 375,000 17,115
      3,731,617
Consumer Staples (1.1%)    
  Costco Wholesale Corp. 4,600,000 274,666
  Procter & Gamble Co. 510,000 32,268
  Kellogg Co. 278,000 14,853
  PepsiCo Inc. 44,000 2,911
  Avon Products Inc. 61,500 2,083
      326,781
Energy (7.0%)    
  Noble Energy Inc. 6,300,000 459,900
  EOG Resources Inc. 3,816,000 354,659
  Schlumberger Ltd. 5,188,500 329,262
  Peabody Energy Corp. 5,837,100 266,755
  Hess Corp. 3,250,000 203,288
* Plains Exploration &    
  Production Co. 4,000,000 119,960
  EnCana Corp. 2,285,000 70,904
  Cenovus Energy Inc. 2,285,000 59,890
  ConocoPhillips 1,000,000 51,170

      Market
      Value
    Shares ($000)
  Petroleo Brasileiro    
  SA ADR Type A 1,100,000 43,549
  National Oilwell Varco Inc. 1,038,000 42,122
  Petroleo Brasileiro    
  SA ADR 697,830 31,046
* Transocean Ltd. 250,000 21,595
* Southwestern Energy Co. 400,000 16,288
  Noble Corp. 200,000 8,364
      2,078,752
Financials (3.6%)    
  Marsh &    
  McLennan Cos. Inc. 17,000,000 415,140
* Berkshire Hathaway Inc.    
  Class B 2,680,000 217,804
  Discover Financial    
  Services 10,140,800 151,098
  Chubb Corp. 2,550,000 132,217
  Bank of New York    
  Mellon Corp. 1,900,000 58,672
  Aflac Inc. 800,000 43,432
  Progressive Corp. 1,500,000 28,635
  Wells Fargo & Co. 800,000 24,896
      1,071,894
Health Care (21.9%)    
* Amgen Inc. 20,205,000 1,207,451
  Eli Lilly & Co. 29,374,500 1,063,944
  Medtronic Inc. 21,681,652 976,325
  Novartis AG ADR 17,639,765 954,311
* Biogen Idec Inc. 12,550,400 719,891
  Roche Holding AG 3,605,000 585,490
* Boston Scientific Corp. 44,966,962 324,662
*,1 Millipore Corp. 2,820,000 297,792
* Life Technologies Corp. 3,100,000 162,037
  GlaxoSmithKline    
  PLC ADR 3,210,000 123,649
  Johnson & Johnson 1,000,000 65,200
  Sanofi-Aventis SA ADR 165,000 6,164
      6,486,916

14



PRIMECAP Fund    
 
 
 
      Market
      Value
    Shares ($000)
Industrials (14.2%)    
  FedEx Corp. 13,571,170 1,267,547
  Southwest Airlines Co. 34,521,300 456,372
  CH Robinson    
  Worldwide Inc. 8,166,000 456,071
  Honeywell    
  International Inc. 8,304,500 375,945
  Caterpillar Inc. 5,681,900 357,107
  Boeing Co. 3,140,000 227,995
  United Parcel Service Inc.    
  Class B 3,520,000 226,723
  Union Pacific Corp. 2,525,900 185,149
  Deere & Co. 2,438,700 145,005
* AMR Corp. 15,754,550 143,524
  Canadian Pacific    
  Railway Ltd. 1,841,800 103,583
*,1 Alaska Air Group Inc. 2,410,000 99,364
  Donaldson Co. Inc. 1,600,000 72,192
  Granite Construction Inc. 1,500,000 45,330
  Expeditors International of    
  Washington Inc. 830,000 30,644
  Pall Corp. 205,000 8,300
  Norfolk Southern Corp. 53,100 2,968
      4,203,819
Information Technology (30.7%)  
* Google Inc. Class A 1,789,300 1,014,551
  Oracle Corp. 38,100,600 978,804
* Adobe Systems Inc. 24,090,000 852,063
  Microsoft Corp. 28,590,000 836,829
  Texas Instruments Inc. 31,235,000 764,320
*,1 Intuit Inc. 17,300,000 594,082
  Hewlett-Packard Co. 8,305,000 441,411
  QUALCOMM Inc. 10,204,000 428,466
* EMC Corp. 21,079,200 380,269
  Corning Inc. 16,280,400 329,027
  Intel Corp. 14,550,000 323,883
* Citrix Systems Inc. 6,000,000 284,820
^ Telefonaktiebolaget LM    
  Ericsson ADR 26,000,000 271,180
* NVIDIA Corp. 15,250,000 265,045
* Micron Technology Inc. 20,000,000 207,800
* Symantec Corp. 12,009,200 203,196
  Accenture PLC Class A 4,136,200 173,514
  ASML Holding NV 3,492,500 123,635
  Applied Materials Inc. 8,894,600 119,899
1 Plantronics Inc. 3,701,500 115,783
* eBay Inc. 3,425,000 92,304
* Motorola Inc. 12,870,000 90,347
  KLA-Tencor Corp. 2,920,000 90,286
* Rambus Inc. 2,500,000 54,625
* Cisco Systems Inc. 1,625,000 42,299
* Dell Inc. 1,380,000 20,714
* Entegris Inc. 2,583,472 13,021

    Market
    Value
  Shares ($000)
* Apple Inc. 23,000 5,403
Activision Blizzard Inc. 392,000 4,728
    9,122,304
Materials (6.5%)    
Potash Corp. of    
Saskatchewan Inc. 6,300,000 751,905
Monsanto Co. 7,391,460 527,898
Praxair Inc. 3,670,867 304,682
Weyerhaeuser Co. 2,225,000 100,726
Vulcan Materials Co. 1,500,000 70,860
* Domtar Corp. 1,073,560 69,148
Alcoa Inc. 4,854,000 69,121
Freeport-McMoRan    
Copper & Gold Inc. 600,000 50,124
    1,944,464
Telecommunication Services (0.1%)  
* Sprint Nextel Corp. 10,530,000 40,014
 
Utilities (0.1%)    
* AES Corp. 2,422,600 26,649
FPL Group Inc. 179,440 8,672
    35,321
Total Common Stocks    
(Cost $20,825,066)   29,041,882
Temporary Cash Investment (2.5%)  
Money Market Fund (2.5%)    
2,3 Vanguard Market    
Liquidity Fund, 0.183%    
(Cost $726,720) 726,720,258 726,720
Total Investments (100.3%)    
(Cost $21,551,786)   29,768,602
Other Assets and Liabilities (-0.3%)  
Other Assets   71,863
Liabilities3   (155,865)
    (84,002)
Net Assets (100%)   29,684,600

15



PRIMECAP Fund  
 
 
 
  Market
  Value
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value 29,768,602
Accrued Income 34,010
Receivables for Capital Shares Issued 21,101
Other Assets 16,752
Total Assets 29,840,465
Liabilities  
Security Lending Collateral Payable  
to Brokers 72,421
Other Liabilities 83,444
Total Liabilities 155,865
Net Assets 29,684,600

At March 31, 2010, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 21,535,663
Undistributed Net Investment Income 46,203
Accumulated Net Realized Losses (114,167)
Unrealized Appreciation (Depreciation)  
Investment Securities 8,216,816
Foreign Currencies 85
Net Assets 29,684,600
 
 
Investor Shares—Net Assets  
Applicable to 317,227,938 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 19,526,014
Net Asset Value Per Share—  
Investor Shares $61.55
 
 
Admiral Shares—Net Assets  
Applicable to 159,046,870 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 10,158,586
Net Asset Value Per Share—  
Admiral Shares $63.87

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Part of security position is on loan to broker-dealers. The total value of securities on loan is $68,668,000.
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 $72,421,000 of collateral received for securities on loan.
ADR—American Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

16



PRIMECAP Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Dividends1,2 203,218
Interest2 459
Security Lending 685
Total Income 204,362
Expenses  
Investment Advisory Fees—Note B 30,227
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 21,629
Management and Administrative—Admiral Shares 5,323
Marketing and Distribution—Investor Shares 1,624
Marketing and Distribution—Admiral Shares 805
Custodian Fees 215
Shareholders’ Reports—Investor Shares 87
Shareholders’ Reports—Admiral Shares 78
Trustees’ Fees and Expenses 27
Total Expenses 60,015
Net Investment Income 144,347
Realized Net Gain (Loss)  
Investment Securities Sold2 342,580
Foreign Currencies (109)
Realized Net Gain (Loss) 342,471
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2,861,219
Foreign Currencies 107
Change in Unrealized Appreciation (Depreciation) 2,861,326
Net Increase (Decrease) in Net Assets Resulting from Operations 3,348,144

1 Dividends are net of foreign withholding taxes of $9,279,000.
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $5,517,000, $459,000, and $0, respectively.

See accompanying Notes, which are an integral part of the Financial Statements.

17



PRIMECAP Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 144,347 243,037
Realized Net Gain (Loss) 342,471 (440,539)
Change in Unrealized Appreciation (Depreciation) 2,861,326 (1,100,081)
Net Increase (Decrease) in Net Assets Resulting from Operations 3,348,144 (1,297,583)
Distributions    
Net Investment Income    
Investor Shares (142,412) (153,471)
Admiral Shares (84,477) (88,655)
Realized Capital Gain    
Investor Shares (1,106,324)
Admiral Shares (550,187)
Total Distributions (226,889) (1,898,637)
Capital Share Transactions    
Investor Shares (323,183) 709,425
Admiral Shares (130,421) 619,198
Net Increase (Decrease) from Capital Share Transactions (453,604) 1,328,623
Total Increase (Decrease) 2,667,651 (1,867,597)
Net Assets    
Beginning of Period 27,016,949 28,884,546
End of Period1 29,684,600 27,016,949
1 Net Assets—End of Period includes undistributed net investment income of $46,203,000 and $128,854,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

18



PRIMECAP Fund            
 
 
Financial Highlights            
 
 
Investor Shares            
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $55.10 $62.76 $77.82 $70.30 $64.79 $57.18
Investment Operations            
Net Investment Income .290 .500 .552 .460 .437 .511
Net Realized and Unrealized Gain (Loss)            
on Investments 6.607 (3.990) (10.913) 11.500 7.367 7.544
Total from Investment Operations 6.897 (3.490) (10.361) 11.960 7.804 8.055
Distributions            
Dividends from Net Investment Income (.447) (.508) (.476) (.440) (.386) (.445)
Distributions from Realized Capital Gains (3.662) (4.223) (4.000) (1.908)
Total Distributions (.447) (4.170) (4.699) (4.440) (2.294) (.445)
Net Asset Value, End of Period $61.55 $55.10 $62.76 $77.82 $70.30 $64.79
 
Total Return1 12.54% -4.01% -13.96% 17.77% 12.30% 14.13%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $19,526 $17,795 $19,234 $23,435 $21,828 $20,643
Ratio of Total Expenses to            
Average Net Assets 0.47%2 0.49% 0.43% 0.43% 0.46% 0.46%
Ratio of Net Investment Income to            
Average Net Assets 0.98%2 1.02% 0.76% 0.62% 0.64% 0.85%
Portfolio Turnover Rate 3%2 4% 11% 11% 10% 12%

1 Total returns do not reflect the 1% fee assessed on redemptions after March 23, 2005, of shares held for less than one year, or the 1% fee assessed until March 23, 2005, on shares purchased on or after April 23, 2001, and held for less than five years. Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
2 Annualized.

See accompanying Notes, which are an integral part of the Financial Statements.

19



PRIMECAP Fund            
 
 
Financial Highlights            
 
 
Admiral Shares            
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $57.20 $65.19 $80.82 $73.03 $67.28 $59.36
Investment Operations            
Net Investment Income .337 .580 .664 .580 .562 .636
Net Realized and Unrealized Gain (Loss)            
on Investments 6.863 (4.160) (11.327) 11.930 7.640 7.836
Total from Investment Operations 7.200 (3.580) (10.663) 12.510 8.202 8.472
Distributions            
Dividends from Net Investment Income (.530) (.612) (.586) (.570) (.472) (.552)
Distributions from Realized Capital Gains (3.798) (4.381) (4.150) (1.980)
Total Distributions (.530) (4.410) (4.967) (4.720) (2.452) (.552)
Net Asset Value, End of Period $63.87 $57.20 $65.19 $80.82 $73.03 $67.28
 
Total Return1 12.61% -3.90% -13.85% 17.91% 12.45% 14.33%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $10,159 $9,222 $9,651 $10,565 $8,542 $6,930
Ratio of Total Expenses to            
Average Net Assets 0.35%2 0.37% 0.31% 0.31% 0.31% 0.31%
Ratio of Net Investment Income to            
Average Net Assets 1.10%2 1.14% 0.88% 0.74% 0.79% 0.96%
Portfolio Turnover Rate 3%2 4% 11% 11% 10% 12%

1 Total returns do not reflect the 1% fee assessed on redemptions after March 23, 2005, of shares held for less than one year, or the 1% fee previously assessed on shares held for less than five years.
2 Annualized.

See accompanying Notes, which are an integral part of the Financial Statements.

20



PRIMECAP Fund

Notes to Financial Statements

Vanguard PRIMECAP Fund is registered under the Investment Company Act of 1940 as an openend investment company, or mutual fund. The fund offers two classes of shares: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, tenure, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. 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.

2. 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).

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

5. Security Lending: The fund may lend its securities to qualified institutional borrowers to earn additional income. Security loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability for the return of the collateral, during the period the securities are on loan. Security lending income represents the income earned on investing cash collateral, less expenses associated with the loan.

21



PRIMECAP Fund

6. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold. Fees assessed on redemptions of capital shares are credited to paid-in capital.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. PRIMECAP Management Company provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. For the six months ended March 31, 2010, the investment advisory fee represented an effective annual rate of 0.21% of the fund’s average net assets.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund under methods approved by the board of trustees. The fund has committed to provide up to 0.40% of its net assets in capital contributions to Vanguard. At March 31, 2010, the fund had contributed capital of $5,531,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 2.21% of

Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

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

The following table summarizes the fund’s investments as of March 31, 2010, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 28,456,392 585,490
Temporary Cash Investments 726,720
Total 29,183,112 585,490

22



PRIMECAP Fund

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended March 31, 2010, the fund realized net foreign currency losses of $109,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to undistributed net investment income.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund realized losses of $456,486,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010.

At March 31, 2010, the cost of investment securities for tax purposes was $21,551,786,000. Net unrealized appreciation of investment securities for tax purposes was $8,216,816,000, consisting of unrealized gains of $10,481,941,000 on securities that had risen in value since their purchase and $2,265,125,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended March 31, 2010, the fund purchased $414,435,000 of investment securities and sold $1,123,008,000 of investment securities, other than temporary cash investments.

G. Capital share transactions for each class of shares were:      
  Six Months Ended   Year Ended
  March 31, 2010 September 30, 2009
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 748,789 12,786 1,793,876 38,280
Issued in Lieu of Cash Distributions 140,574 2,343 1,244,348 27,869
Redeemed1 (1,212,546) (20,855) (2,328,799) (49,652)
Net Increase (Decrease)—Investor Shares (323,183) (5,726) 709,425 16,497
Admiral Shares        
Issued 496,098 8,292 1,108,415 22,881
Issued in Lieu of Cash Distributions 76,407 1,227 594,116 12,829
Redeemed1 (702,926) (11,678) (1,083,333) (22,558)
Net Increase (Decrease)—Admiral Shares (130,421) (2,159) 619,198 13,152

1 Net of redemption fees for fiscal 2010 and 2009 of $594,000 and $2,430,000, respectively (fund totals).

23



PRIMECAP Fund

H. 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  
  Sept. 30, 2009   Proceeds from   March 31, 2010
  Market Purchases Securities Dividend Market
  Value at Cost Sold Income Value
  ($000) ($000) ($000) ($000) ($000)
Alaska Air Group Inc. 64,564 99,364
Intuit Inc. 493,050 594,082
Millipore Corp. 198,331 297,792
Plantronics Inc. 99,237 370 115,783
Whirlpool Corp. 418,711 5,147 522,191
  1,273,893     5,517 1,629,212

I. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

24



About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the 1% fee on redemptions of shares held for less than one year, nor do they include the account service fee described in the prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

25



Six Months Ended March 31, 2010      
  Beginning Ending Expenses
  Account Value Account Value Paid During
PRIMECAP Fund 9/30/2009 3/31/2010 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,125.38 $2.49
Admiral Shares 1,000.00 1,126.12 1.86
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,022.59 $2.37
Admiral Shares 1,000.00 1,023.19 1.77

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.47% for Investor Shares and 0.35% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

26



Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Foreign Holdings. The percentage of a fund represented by stocks or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

27



Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 162 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at www.vanguard.com.

Interested Trustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2
F. William McNabb III Principal Occupation(s) During the Past Five Years:
Born 1957. Trustee Since July 2009. Chairman of the Chairman and Chief Executive Officer (retired 2009)
Board. Principal Occupation(s) During the Past Five and President (2006–2008) of Rohm and Haas Co.
Years: Chairman of the Board of The Vanguard Group, (chemicals); Director of Tyco International, Ltd.
Inc., and of each of the investment companies served (diversified manufacturing and services) and Hewlett-
by The Vanguard Group, since January 2010; Director Packard Co. (electronic computer manufacturing);
of The Vanguard Group since 2008; Chief Executive Trustee of The Conference Board; Member of the
Officer and President of The Vanguard Group and of Board of Managers of Delphi Automotive LLP
each of the investment companies served by The (automotive components).
Vanguard Group since 2008; Director of Vanguard  
Marketing Corporation; Managing Director of The Amy Gutmann
Vanguard Group (1995–2008). Born 1949. Trustee Since June 2006. Principal
  Occupation(s) During the Past Five Years: President
  of the University of Pennsylvania; Christopher H.
Independent Trustees Browne Distinguished Professor of Political Science
  in the School of Arts and Sciences with secondary
Emerson U. Fullwood appointments at the Annenberg School for Commu-
Born 1948. Trustee Since January 2008. Principal nication and the Graduate School of Education of
Occupation(s) During the Past Five Years: Executive the University of Pennsylvania; Director of Carnegie
Chief Staff and Marketing Officer for North America Corporation of New York, Schuylkill River Development
and Corporate Vice President (retired 2008) of Xerox Corporation, and Greater Philadelphia Chamber of
Corporation (document management products and Commerce; Trustee of the National Constitution Center;
services); Director of SPX Corporation (multi-industry Chair of the Presidential Commission for the Study of
manufacturing), the United Way of Rochester, Bioethical Issues.
Amerigroup Corporation (managed health care),  
the University of Rochester Medical Center, and  
Monroe Community College Foundation.  



JoAnn Heffernan Heisen Executive Officers  
Born 1950. Trustee Since July 1998. Principal    
Occupation(s) During the Past Five Years: Corporate Thomas J. Higgins  
Vice President and Chief Global Diversity Officer since Born 1957. Chief Financial Officer Since September
2006 (retired 2008) and Member of the Executive 2008. Principal Occupation(s) During the Past Five
Committee (retired 2008) of Johnson & Johnson Years: Principal of The Vanguard Group, Inc.; Chief
(pharmaceuticals/consumer products); Vice President Financial Officer of each of the investment companies
and Chief Information Officer of Johnson & Johnson served by The Vanguard Group since 2008; Treasurer
(1997–2005); Director of the University Medical Center of each of the investment companies served by The
at Princeton and Women’s Research and Education Vanguard Group (1998–2008).
Institute; Member of the Advisory Board of the    
Maxwell School of Citizenship and Public Affairs Kathryn J. Hyatt  
at Syracuse University. Born 1955. Treasurer Since November 2008. Principal
  Occupation(s) During the Past Five Years: Principal
F. Joseph Loughrey of The Vanguard Group, Inc.; Treasurer of each of
Born 1949. Trustee Since October 2009. Principal the investment companies served by The Vanguard
Occupation(s) During the Past Five Years: President Group since 2008; Assistant Treasurer of each of the
and Chief Operating Officer since 2005 (retired 2009) investment companies served by The Vanguard Group
and Vice Chairman of the Board (2008–2009) of (1988–2008).  
Cummins Inc. (industrial machinery); Director of    
SKF AB (industrial machinery), Hillenbrand, Inc. Heidi Stam  
(specialized consumer services), Sauer-Danfoss Inc. Born 1956. Secretary Since July 2005. Principal
(machinery), the Lumina Foundation for Education, Occupation(s) During the Past Five Years: Managing
and Oxfam America; Chairman of the Advisory Council Director of The Vanguard Group, Inc., since 2006;
for the College of Arts and Letters at the University of General Counsel of The Vanguard Group since 2005;
Notre Dame. Secretary of The Vanguard Group and of each of the
  investment companies served by The Vanguard Group
André F. Perold since 2005; Director and Senior Vice President of
Born 1952. Trustee Since December 2004. Principal Vanguard Marketing Corporation since 2005;
Occupation(s) During the Past Five Years: George Principal of The Vanguard Group (1997–2006).
Gund Professor of Finance and Banking at the Harvard    
Business School; Chair of the Investment Committee    
of HighVista Strategies LLC (private investment firm). Vanguard Senior Management Team
 
Alfred M. Rankin, Jr. R. Gregory Barton Michael S. Miller
Born 1941. Trustee Since January 1993. Principal Mortimer J. Buckley James M. Norris
Occupation(s) During the Past Five Years: Chairman, Kathleen C. Gubanich Glenn W. Reed
President, and Chief Executive Officer of NACCO Paul A. Heller George U. Sauter
Industries, Inc. (forklift trucks/housewares/lignite);    
Director of Goodrich Corporation (industrial products/    
aircraft systems and services); Chairman of the Federal Chairman Emeritus and Senior Advisor
Reserve Bank of Cleveland; Trustee of The Cleveland    
Museum of Art. John J. Brennan  
  Chairman, 1996–2009  
Peter F. Volanakis Chief Executive Officer and President, 1996–2008
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years: President    
since 2007 and Chief Operating Officer since 2005 Founder  
of Corning Incorporated (communications equipment);    
President of Corning Technologies (2001–2005); John C. Bogle  
Director of Corning Incorporated and Dow Corning; Chairman and Chief Executive Officer, 1974–1996
Trustee of the Corning Incorporated Foundation and    
the Corning Museum of Glass; Overseer of the    
Amos Tuck School of Business Administration at    
Dartmouth College.    

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.



 

  P.O. Box 2600
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This material may be used in conjunction with the offering of shares of any Vanguard
fund only if preceded or accompanied by the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper Inc. or Morningstar, Inc., unless otherwise noted.
You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting our website, www.vanguard.com,
and searching for “proxy voting guidelines,” or by calling Vanguard at 800-662-2739. The guidelines are also
available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either
www.vanguard.com or www.sec.gov.
 
You can review and copy information about your fund at the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at 202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive copies of this information, for a fee, by sending a
request in either of two ways: via e-mail addressed to publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange Commission, Washington, DC 20549-1520.

© 2010 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
 
Q592 052010



 

Vanguard Target Retirement Funds
Semiannual Report
March 31, 2010
 
Vanguard Target Retirement Income Fund
Vanguard Target Retirement 2005 Fund
Vanguard Target Retirement 2010 Fund
Vanguard Target Retirement 2015 Fund
Vanguard Target Retirement 2020 Fund
Vanguard Target Retirement 2025 Fund

 


> For the six months ended March 31, 2010, the returns of the six Target Retirement Funds in this report ranged from about 4% for the Income Fund to more than 8% for the 2025 Fund, which has the highest allocation to equities.

> U.S. stocks registered double-digit returns for the period. Results were more modest for international stocks and U.S. bonds.

> Among the underlying Vanguard funds held in these Target Retirement portfolios, the Total Stock Market Index Fund posted the highest six-month return, about 12%. At the other end, the Prime Money Market Fund returned less than 1%.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Target Retirement Income Fund. 8
Target Retirement 2005 Fund. 17
Target Retirement 2010 Fund. 26
Target Retirement 2015 Fund. 35
Target Retirement 2020 Fund. 44
Target Retirement 2025 Fund. 53
About Your Fund’s Expenses. 62
Trustees Approve Advisory Arrangement. 64
Glossary. 65

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

See the Glossary for definitions of investment terms used in this report.

Cover photograph: Veronica Coia.



Your Fund’s Total Returns  
 
 
 
 
Six Months Ended March 31, 2010  
  Total
  Returns
Vanguard Target Retirement Income Fund 4.55%
Target Income Composite Index 4.66
Target Income Composite Average 5.57
Vanguard Target Retirement 2005 Fund 5.31%
Target 2005 Composite Index 5.35
Target 2005 Composite Average 6.21
Vanguard Target Retirement 2010 Fund 6.52%
Target 2010 Composite Index 6.59
Target 2010 Composite Average 7.38
Vanguard Target Retirement 2015 Fund 7.27%
Target 2015 Composite Index 7.41
Target 2015 Composite Average 8.17
Vanguard Target Retirement 2020 Fund 7.96%
Target 2020 Composite Index 8.05
Target 2020 Composite Average 8.65
Vanguard Target Retirement 2025 Fund 8.65%
Target 2025 Composite Index 8.71
Target 2025 Composite Average 9.14

Returns for the composite indexes are derived by applying the funds' target allocations to the results of the following benchmarks: for U.S. stocks, the MSCI US Broad Market Index; for international stocks, the MSCI EAFE Index and the MSCI Emerging Markets Index; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter, as well as the Barclays Capital U.S. Treasury Inflation Protected Securities Index; and for short-term reserves, the Citigroup Three-Month Treasury Bill Index.

Returns for the composite averages are derived by applying the funds' target allocations to the average returns of the following mutual fund peer groups: fixed income funds, Treasury inflation-protected securities funds, money market funds, general equity funds, international funds, and emerging markets funds. These groups’ average returns are derived from data provided by Lipper Inc

Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

1




Chairman’s Letter

Dear Shareholder,

The financial markets stretched their impressive recovery through the six months ended March 31, 2010. The broad U.S. stock market returned about 12% for the period, while international stocks posted a gain of about 5% amid a myriad of economic challenges. The broad U.S. bond market returned about 2%, with investors favoring corporate issues over Treasuries.

All six Target Retirement Funds included in this report recorded positive returns consistent with their respective asset allocations (the funds dated 2030 through 2050 are discussed in a separate report). In a reversal from the pattern we saw just six months ago, the funds most heavily invested in stocks outperformed those with greater bond holdings. The Target Retirement 2025 Fund, which holds the highest equity allocation, advanced the most through the period, while the Target Retirement Income Fund, with the lowest equity allocation, produced a more modest return consistent with its conservative, income-oriented strategy.

2



Stock market rally continued despite a few minor setbacks
After a steep but short-lived decline, stocks resumed their uphill trek in February. Since the broad U.S. stock market began its historic recovery in March 2009, domestic equities have risen more than 70%.

During the six months just ended, small-capitalization companies outperformed larger-cap companies, while growth stocks led their value counterparts, although the differences weren’t all that significant.

Foreign stocks didn’t fare as well as domestic stocks, but still ended the period on a positive note. Investors’ concerns about Greece’s creditworthiness, as well as that of smaller economies such as Portugal and Ireland, weighed on the European markets. In Asia, possible changes to China’s monetary policies and weakness in the Japanese market hindered the region’s results. Emerging-market stocks, which made a quick and substantial recovery from the global financial crisis, continued to outperform developed-market stocks.

Investors still favored riskier bond options
Bond investors’ appetite for risk remained strong in the period, with corporate bonds in greater demand than government issues. The broad U.S. taxable bond market returned 1.99% for the six months, and the broad municipal market returned 0.28%. During the period, the yields of

Market Barometer      
 
      Total Returns
    Periods Ended March 31, 2010
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 12.11% 51.60% 2.31%
Russell 2000 Index (Small-caps) 13.07 62.76 3.36
Dow Jones U.S. Total Stock Market Index 12.48 52.88 2.82
MSCI All Country World Index ex USA (International) 5.51 61.67 6.59
 
Bonds      
Barclays Capital U.S. Aggregate Bond Index (Broad      
taxable market) 1.99% 7.69% 5.44%
Barclays Capital Municipal Bond Index 0.28 9.69 4.58
Citigroup Three-Month U.S. Treasury Bill Index 0.05 0.13 2.76
 
CPI      
Consumer Price Index 0.77% 2.31% 2.40%

3



longer-term U.S. Treasury bonds rose while those of the shortest-term securities remained near 0%.

The Federal Reserve Board has kept its target for short-term interest rates unchanged at 0% to 0.25% since December 2008 and has said that it expects to maintain that rate for “an extended period.” In late February, Fed Chairman Ben Bernanke said that low interest rates were still necessary to help the economy recover, but that the central bank would be ready to tighten credit “at the appropriate time.” The Fed has, however, begun to wind down credit programs established during the financial crisis.

Stock market strength contributed to the funds’ gains
The Vanguard Target Retirement Funds are “funds of funds” that combine stock, bond, and money market holdings in proportions suited to the different stages of a shareholder’s progress toward his or her retirement date. With the exception of the Income Fund, the funds automatically become more conservative as this target date approaches. The asset allocation gradually shifts from stocks to bonds, and the focus on long-term growth of capital shifts to an emphasis on income and stability.

Given the ongoing rally in the U.S. stock market and in many markets abroad, it is not surprising that the top-performing

Expense Ratios    
Your Fund Compared With Its Peer Group    
  Acquired Fund Fees Peer Group
  and Expenses Average
Target Retirement Income Fund 0.18% 1.07%
Target Retirement 2005 Fund 0.18 1.11
Target Retirement 2010 Fund 0.17 1.19
Target Retirement 2015 Fund 0.17 1.24
Target Retirement 2020 Fund 0.18 1.27
Target Retirement 2025 Fund 0.19 1.30

The fund expense figures shown—drawn from the prospectus dated January 26, 2010—represent an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Funds invest. The Target Retirement Funds do not charge any expenses or fees of their own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.17% for the Target Retirement Income Fund, 0.17% for the 2005 Fund, 0.17% for the 2010 Fund, 0.17% for the 2015 Fund, 0.18% for the 2020 Fund, and 0.18% for the 2025 Fund.

Peer groups are the composite averages listed on page 1. Their expense figures are derived by applying the funds’ target allocations to the average expense ratios of the following mutual fund peer groups: fixed income funds, Treasury inflation-protected securities funds, money market funds, general equity funds, international funds, and emerging markets funds. Average expense ratios for these groups are derived from data provided by Lipper Inc. and capture information through year-end 2009.

4



Target Retirement Funds in the past six months were those with the heaviest allocation to stocks. The 2025 Fund, which has the most distant retirement date among the funds in this report, returned 8.65%. It is the most growth-oriented of the six, with about 60% of its assets in U.S. stocks, 15% in international stocks, and 25% in bonds as of March 31. The 2020 Fund returned 7.96% and the 2015 Fund 7.27%, while the 2010 Fund, with a portfolio divided almost evenly between stocks and bonds, returned 6.52%.

Returns for the underlying Vanguard funds held in the Target Retirement portfolios also reflected the dominance of stocks. Vanguard Total Stock Market Index Fund, with a return of about 12%, had the best results among the underlying funds. Vanguard Emerging Markets Stock Index Fund (with a return of about 11%) and Vanguard Pacific Stock Index Fund (about 7%) also helped lift the Target Retirement Funds’ returns. The performance of Vanguard European Stock Index Fund (about 1%) was notably weaker.

The investment environment was less favorable for bonds than for stocks, broadly speaking. Although corporate bonds returned to favor as investors became more comfortable with risk, U.S. Treasury securities were shunned as a result. These trends affected the returns of those Target Retirement Funds with larger allocations to fixed income securities. For example, Vanguard Total Bond Market II Index Fund, which represents about 45% of the Target Retirement Income Fund and more than 43% of the 2005 Fund, returned about 2%. The Income and 2005 Funds returned 4.55% and 5.31%, respectively.

Both the Income and 2005 Funds also invest in Vanguard Inflation-Protected Securities Fund and Vanguard Prime Money Market Fund. As investors lost some of their concern about inflation during the period, the Inflation-Protected Securities Fund returned about 2%. The Prime Money Market Fund’s return was less than 1%, in line with short-term interest rates set by the Federal Reserve.

An uncluttered approach to retirement investing
Despite a pause in February, over the past six months the stock market has continued the powerful rally that began more than a year ago. We’d all like to know whether the market will keep climbing; unfortunately, the one thing we do know is that we can’t count on it. The market’s short-term direction is almost impossible to consistently predict with accuracy. Just as panic proved unproductive during the depths of the financial crisis, blind optimism is unlikely to be prudent today.

At Vanguard, we believe that a well-balanced and diversified portfolio can be an effective investment approach in all market environments, both periods of

5



weakness and seasons of strength. Such a portfolio would include stock, bond, and short-term investments in proportions suited to the investor’s goals, life stage, and risk tolerance. The Vanguard Target Retirement Funds were created with these tenets in mind, and they offer a streamlined investment option for investors who seek diversification, balance, and low costs in one portfolio.

On another matter, I would like to inform you that as of January 1, 2010, we completed a leadership transition that began in March 2008. I succeeded Jack Brennan as chairman of Vanguard and each of the funds. Jack has agreed to serve as chairman emeritus and senior advisor. Under Jack’s leadership, Vanguard has grown to become a preeminent firm in the mutual fund industry. Jack’s energy, his relentless pursuit of perfection, and his unwavering focus on always doing the right thing for our clients are evident in every facet of Vanguard policy today.

Thank you for investing with Vanguard.


F. William McNabb III
Chairman and Chief Executive Officer
April 14, 2010

6



Your Fund’s Performance at a Glance          
September 30, 2009 , Through March 31, 2010          
        Distributions Per Share
  Starting Ending   Income Capital
  Share Price Share Price   Dividends Gains
Target Retirement Income Fund $10.49 $10.79   $0.175 $0.000
Target Retirement 2005 Fund $10.98 $11.28   $0.277 $0.000
Target Retirement 2010 Fund $20.39 $21.21   $0.495 $0.000
Target Retirement 2015 Fund $11.21 $11.74   $0.276 $0.000
Target Retirement 2020 Fund $19.66 $20.77   $0.440 $0.000
Target Retirement 2025 Fund $11.11 $11.81   $0.252 $0.000
 
 
Asset Allocation on March 31, 2010          
          Short-Term
  Stocks   Bonds   Reserves
Target Retirement Income Fund 29.9%   65.2%   4.9%
Target Retirement 2005 Fund 36.7%   60.0%   3.3%
Target Retirement 2010 Fund 50.4%   49.6%   0.0%
Target Retirement 2015 Fund 60.4%   39.6%   0.0%
Target Retirement 2020 Fund 67.7%   32.3%   0.0%
Target Retirement 2025 Fund 75.3%   24.7%   0.0%

Note: The Income Fund’s allocations do not change. As of March 31, 2010, international stock weightings for the Income, 2005, 2010, 2015, 2020, and 2025 Funds were 6%, 8%, 10%, 12%, 14%, and 15% of assets, respectively.

7



Target Retirement Income Fund

Fund Profile  
As of March 31, 2010  
 
Total Fund Characteristics  
 
Ticker Symbol VTINX
30-Day SEC Yield 1.90%
Acquired Fund Fees and Expenses1 0.18%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II Index Fund  
Investor Shares 45.2%
Vanguard Total Stock Market Index Fund  
Investor Shares 23.9
Vanguard Inflation-Protected Securities  
Fund Investor Shares 20.0
Vanguard Prime Money Market Fund  
Investor Shares 4.9
Vanguard European Stock Index Fund  
Investor Shares 2.9
Vanguard Pacific Stock Index Fund  
Investor Shares 1.6
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 1.5

Total Fund Volatility Measures  
  Target  
  Income Barclays
  Composite Aggregate
  Index Bond Index
R-Squared 1.00 0.39
Beta 1.00 1.25

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Income Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.17%.

8



Target Retirement Income Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target Income Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Treasury Inflation Protected Securities Index and the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, after which the Barclays Capital U.S. Aggregate Bond Index was replaced by the Barclays Capital U.S. Aggregate Float Adjusted Index; for short-term reserves, the Citigroup Three-Month Treasury Bill Index; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement Income            
Fund 10/27/2003 19.35% 4.55% 3.63% 1.24% 4.87%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

9



Target Retirement Income Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.9%)    
U.S. Stock Fund (23.9%)    
Vanguard Total Stock Market Index Fund Investor Shares 25,434,423 737,344
 
International Stock Funds (6.0%)    
Vanguard European Stock Index Fund Investor Shares 3,545,980 90,706
Vanguard Pacific Stock Index Fund Investor Shares 4,743,551 48,858
Vanguard Emerging Markets Stock Index Fund Investor Shares 1,736,049 46,075
    185,639
Bond Funds (65.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 134,858,567 1,394,438
Vanguard Inflation-Protected Securities Fund Investor Shares 49,428,098 619,334
    2,013,772
Money Market Fund (4.9%)    
Vanguard Prime Money Market Fund Investor Shares 152,431,391 152,431
Total Investment Companies (Cost $3,002,360)   3,089,186
Other Assets and Liabilities (0.1%)    
Other Assets   43,593
Liabilities   (41,374)
    2,219
Net Assets (100%)    
Applicable to 286,460,738 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   3,091,405
Net Asset Value Per Share   $10.79

10



Target Retirement Income Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 3,046,758
Undistributed Net Investment Income 626
Accumulated Net Realized Losses (42,805)
Unrealized Appreciation (Depreciation) 86,826
Net Assets 3,091,405

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard.
See accompanying Notes, which are an integral part of the Financial Statements.

11



Target Retirement Income Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 45,766
Net Investment Income—Note B 45,766
Realized Net Gain (Loss) on Investment Securities Sold (1,778)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 81,123
Net Increase (Decrease) in Net Assets Resulting from Operations 125,111

See accompanying Notes, which are an integral part of the Financial Statements.

12



Target Retirement Income Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 45,766 55,500
Realized Net Gain (Loss) (1,778) (31,945)
Change in Unrealized Appreciation (Depreciation) 81,123 108,639
Net Increase (Decrease) in Net Assets Resulting from Operations 125,111 132,194
Distributions    
Net Investment Income (46,523) (55,814)
Realized Capital Gain
Total Distributions (46,523) (55,814)
Capital Share Transactions    
Issued 850,229 930,456
Issued in Lieu of Cash Distributions 44,240 52,709
Redeemed (344,381) (643,011)
Net Increase (Decrease) from Capital Share Transactions 550,088 340,154
Total Increase (Decrease) 628,676 416,534
Net Assets    
Beginning of Period 2,462,729 2,046,195
End of Period1 3,091,405 2,462,729
1 Net Assets—End of Period includes undistributed net investment income of $626,000 and $1,383,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

13



Target Retirement Income Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $10.49 $10.19 $11.08 $10.52 $10.52 $10.31
Investment Operations            
Net Investment Income .171 .268 .427 .4301 .4391 .3991
Capital Gain Distributions Received .0031 .0221
Net Realized and Unrealized Gain (Loss)            
on Investments .304 .302 (.878) .540 .003 .163
Total from Investment Operations .475 .570 (.451) .970 .445 .584
Distributions            
Dividends from Net Investment Income (.175) (.270) (.439) (.410) (.430) (.370)
Distributions from Realized Capital Gains (.015) (.004)
Total Distributions (.175) (.270) (.439) (.410) (.445) (.374)
Net Asset Value, End of Period $10.79 $10.49 $10.19 $11.08 $10.52 $10.52
 
Total Return2 4.55% 5.84% -4.23% 9.36% 4.36% 5.73%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,091 $2,463 $2,046 $1,336 $822 $677
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 3.13%4 2.78% 4.11% 4.03% 4.21% 3.80%
Portfolio Turnover Rate 8%4 29%5 14% 3% 22% 0%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.17% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from
Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in
kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

14



Target Retirement Income Fund

Notes to Financial Statements

Vanguard Target Retirement Income Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, bonds, and short-term reserves.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

15



Target Retirement Income Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $10,331,000 to offset future net capital gains of $4,560,000 through September 30, 2015, and $5,771,000 through September 30, 2017. In addition, the fund realized losses of $22,860,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $3,002,360,000. Net unrealized appreciation of investment securities for tax purposes was $86,826,000, consisting of unrealized gains of $90,110,000 on securities that had risen in value since their purchase and $3,284,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $656,103,000 of investment securities and sold $106,988,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 79,707 96,222
Issued in Lieu of Cash Distributions 4,141 5,415
Redeemed (32,253) (67,527)
Net Increase (Decrease) in Shares Outstanding 51,595 34,110

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

16



Target Retirement 2005 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTOVX
30-Day SEC Yield 1.94%
Acquired Fund Fees and Expenses1 0.18%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II Index Fund  
Investor Shares 43.3%
Vanguard Total Stock Market Index Fund  
Investor Shares 29.2
Vanguard Inflation-Protected Securities  
Fund Investor Shares 16.7
Vanguard European Stock Index Fund  
Investor Shares 3.7
Vanguard Prime Money Market Fund  
Investor Shares 3.3
Vanguard Pacific Stock Index Fund  
Investor Shares 2.0
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 1.8

Total Fund Volatility Measures  
    DJ
  Target 2005 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.90
Beta 1.00 0.46

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2005 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.17%.

17



Target Retirement 2005 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target 2005 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Treasury Inflation Protected Securities Index and the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, after which the Barclays Capital U.S. Aggregate Index was replaced by the Barclays Capital U.S. Aggregate Float Adjusted Index; for short-term reserves, the Citigroup Three-Month Treasury Bill Index; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement 2005            
Fund 10/27/2003 23.54% 4.25% 2.98% 1.93% 4.91%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

18



Target Retirement 2005 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (100.0%)    
U.S. Stock Fund (29.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 21,003,545 608,893
 
International Stock Funds (7.5%)    
Vanguard European Stock Index Fund Investor Shares 3,030,698 77,525
Vanguard Pacific Stock Index Fund Investor Shares 3,969,969 40,891
Vanguard Emerging Markets Stock Index Fund Investor Shares 1,431,726 37,998
    156,414
Bond Funds (60.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 87,534,745 905,109
Vanguard Inflation-Protected Securities Fund Investor Shares 27,888,203 349,439
    1,254,548
Money Market Funds (3.3%)    
Vanguard Prime Money Market Fund Investor Shares 68,891,562 68,892
1 Vanguard Market Liquidity Fund, 0.183% 244,904 245
    69,137
Total Investment Companies (Cost $2,036,423)   2,088,992
Other Assets and Liabilities (0.0%)    
Other Assets   5,857
Liabilities   (6,124)
    (267)
Net Assets (100%)    
Applicable to 185,226,895 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   2,088,725
Net Asset Value Per Share   $11.28

19



Target Retirement 2005 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 2,095,370
Undistributed Net Investment Income 11,651
Accumulated Net Realized Losses (70,865)
Unrealized Appreciation (Depreciation) 52,569
Net Assets 2,088,725

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

20



Target Retirement 2005 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 32,104
Net Investment Income—Note B 32,104
Realized Net Gain (Loss) on Investment Securities Sold (440)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 69,574
Net Increase (Decrease) in Net Assets Resulting from Operations 101,238

See accompanying Notes, which are an integral part of the Financial Statements.

21



Target Retirement 2005 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 32,104 46,436
Realized Net Gain (Loss) (440) (59,610)
Change in Unrealized Appreciation (Depreciation) 69,574 75,118
Net Increase (Decrease) in Net Assets Resulting from Operations 101,238 61,944
Distributions    
Net Investment Income (48,354) (65,673)
Realized Capital Gain
Total Distributions (48,354) (65,673)
Capital Share Transactions    
Issued 396,870 489,989
Issued in Lieu of Cash Distributions 47,561 64,712
Redeemed (223,316) (503,197)
Net Increase (Decrease) from Capital Share Transactions 221,115 51,504
Total Increase (Decrease) 273,999 47,775
Net Assets    
Beginning of Period 1,814,726 1,766,951
End of Period1 2,088,725 1,814,726
1 Net Assets—End of Period includes undistributed net investment income of $11,651,000 and $27,901,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

22



Target Retirement 2005 Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $10.98 $10.99 $12.31 $11.38 $11.14 $10.65
Investment Operations            
Net Investment Income .171 .303 .4391 .4201 .4081 .3881
Capital Gain Distributions Received .0021 .0151
Net Realized and Unrealized Gain (Loss)            
on Investments .406 .114 (1.379) .870 .149 .331
Total from Investment Operations .577 .417 (.940) 1.290 .559 .734
Distributions            
Dividends from Net Investment Income (.277) (.427) (.380) (.360) (.310) (.240)
Distributions from Realized Capital Gains (.009) (.004)
Total Distributions (.277) (.427) (.380) (.360) (.319) (.244)
Net Asset Value, End of Period $11.28 $10.98 $10.99 $12.31 $11.38 $11.14
 
Total Return2 5.31% 4.33% -7.89% 11.56% 5.13% 6.96%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $2,089 $1,815 $1,767 $1,473 $957 $651
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 3.07%4 2.95% 3.71% 3.56% 3.68% 3.57%
Portfolio Turnover Rate 14%4 44%5 21% 6% 19% 4%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.17% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

23



Target Retirement 2005 Fund

Notes to Financial Statements

Vanguard Target Retirement 2005 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, bonds, and short-term reserves.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

24



Target Retirement 2005 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $9,220,000 to offset future net capital gains of $4,418,000 through September 30, 2015, and $4,802,000 through September 30, 2017. In addition, the fund realized losses of $57,197,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $2,036,423,000. Net unrealized appreciation of investment securities for tax purposes was $52,569,000, consisting of unrealized gains of $59,532,000 on securities that had risen in value since their purchase and $6,963,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $344,757,000 of investment securities and sold $139,391,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 35,774 49,211
Issued in Lieu of Cash Distributions 4,316 6,706
Redeemed (20,070) (51,532)
Net Increase (Decrease) in Shares Outstanding 20,020 4,385

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

25



Target Retirement 2010 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTENX
30-Day SEC Yield 2.04%
Acquired Fund Fees and Expenses1 0.17%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 40.4%
Vanguard Total Bond Market II Index Fund  
Investor Shares 40.1
Vanguard Inflation-Protected Securities  
Fund Investor Shares 9.5
Vanguard European Stock Index Fund  
Investor Shares 5.0
Vanguard Pacific Stock Index Fund  
Investor Shares 2.6
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 2.4

Total Fund Volatility Measures  
    DJ
  Target 2010 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.95
Beta 1.00 0.58

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2010 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.17%.

26



Target Retirement 2010 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): June 7, 2006, Through March 31, 2010


Target 2010 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Treasury Inflation Protected Securities Index and the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, after which the Barclays Capital U.S. Aggregate Index was replaced by the Barclays Capital U.S. Aggregate Float Adjusted Index and for U.S. stocks, the MSCI US Broad Market Index. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Income Capital Total
Target Retirement 2010          
Fund 6/7/2006 30.13% 2.42% 1.55% 3.97%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

27



Target Retirement 2010 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (100.0%)    
U.S. Stock Fund (40.4%)    
Vanguard Total Stock Market Index Fund Investor Shares 53,544,276 1,552,249
 
International Stock Funds (10.1%)    
Vanguard European Stock Index Fund Investor Shares 7,536,478 192,783
Vanguard Pacific Stock Index Fund Investor Shares 9,827,038 101,219
Vanguard Emerging Markets Stock Index Fund Investor Shares 3,501,021 92,917
    386,919
Bond Funds (49.5%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 148,927,000 1,539,905
Vanguard Inflation-Protected Securities Fund Investor Shares 29,095,936 364,572
    1,904,477
Total Investment Companies (Cost $3,924,930)   3,843,645
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $1,123) 1,123,426 1,123
Total Investments (100.0%) (Cost $3,926,053)   3,844,768
Other Assets and Liabilities (0.0%)    
Other Assets   55,151
Liabilities   (56,346)
    (1,195)
Net Assets (100%)    
Applicable to 181,211,149 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   3,843,573
Net Asset Value Per Share   $21.21

28



Target Retirement 2010 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 3,938,952
Undistributed Net Investment Income 20,041
Accumulated Net Realized Losses (34,135)
Unrealized Appreciation (Depreciation) (81,285)
Net Assets 3,843,573

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

29



Target Retirement 2010 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 55,331
Net Investment Income—Note B 55,331
Realized Net Gain (Loss) on Investment Securities Sold 8,280
Change in Unrealized Appreciation (Depreciation) of Investment Securities 156,494
Net Increase (Decrease) in Net Assets Resulting from Operations 220,105

See accompanying Notes, which are an integral part of the Financial Statements.

30



Target Retirement 2010 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 55,331 76,525
Realized Net Gain (Loss) 8,280 (33,417)
Change in Unrealized Appreciation (Depreciation) 156,494 72,719
Net Increase (Decrease) in Net Assets Resulting from Operations 220,105 115,827
Distributions    
Net Investment Income (80,921) (84,814)
Realized Capital Gain
Total Distributions (80,921) (84,814)
Capital Share Transactions    
Issued 976,159 1,116,594
Issued in Lieu of Cash Distributions 80,378 84,413
Redeemed (416,724) (734,153)
Net Increase (Decrease) from Capital Share Transactions 639,813 466,854
Total Increase (Decrease) 778,997 497,867
Net Assets    
Beginning of Period 3,064,576 2,566,709
End of Period1 3,843,573 3,064,576
1 Net Assets—End of Period includes undistributed net investment income of $20,041,000 and $45,631,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

31



Target Retirement 2010 Fund          
 
 
Financial Highlights          
 
 
  Six Months       June 7,
  Ended       20061 to
  March 31, Year Ended September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2010 2009 2008 2007 2006
Net Asset Value, Beginning of Period $20.39 $20.47 $23.54 $21.01 $20.00
Investment Operations          
Net Investment Income .302 .553 .7442 .7302 .2302
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)          
on Investments 1.013 .046 (3.354) 1.980 .780
Total from Investment Operations 1.315 .599 (2.610) 2.710 1.010
Distributions          
Dividends from Net Investment Income (.495) (.679) (.460) (.180)
Distributions from Realized Capital Gains
Total Distributions (.495) (.679) (.460) (.180)
Net Asset Value, End of Period $21.21 $20.39 $20.47 $23.54 $21.01
 
Total Return3 6.52% 3.47% -11.30% 12.96% 5.05%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,844 $3,065 $2,567 $1,297 $75
Ratio of Total Expenses to          
Average Net Assets 0%4 0% 0% 0% 0%
Ratio of Net Investment Income to          
Average Net Assets 2.94%5 3.15% 3.34% 3.26% 2.89%5
Portfolio Turnover Rate 10%5 41%6 18% 4% 4%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
4 The acquired fund fees and expenses were 0.17% (annualized).
5 Annualized.
6 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

32



Target Retirement 2010 Fund

Notes to Financial Statements

Vanguard Target Retirement 2010 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

33



Target Retirement 2010 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $5,639,000 to offset future net capital gains through September 30, 2017. In addition, the fund realized losses of $26,057,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At March 31, 2010, the cost of investment securities for tax purposes was $3,926,053,000. Net unrealized depreciation of investment securities for tax purposes was $81,285,000, consisting of unrealized gains of $51,369,000 on securities that had risen in value since their purchase and $132,654,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $789,985,000 of investment securities and sold $174,716,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 47,094 61,637
Issued in Lieu of Cash Distributions 3,896 4,824
Redeemed (20,056) (41,592)
Net Increase (Decrease) in Shares Outstanding 30,934 24,869

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

34



Target Retirement 2015 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTXVX
30-Day SEC Yield 2.08%
Acquired Fund Fees and Expenses1 0.17%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 48.3%
Vanguard Total Bond Market II Index Fund  
Investor Shares 39.6
Vanguard European Stock Index Fund  
Investor Shares 6.0
Vanguard Pacific Stock Index Fund  
Investor Shares 3.2
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 2.9

Total Fund Volatility Measures  
    DJ
  Target 2015 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.97
Beta 1.00 0.66

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2015 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.17%.

35



Target Retirement 2015 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target 2015 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement 2015            
Fund 10/27/2003 34.66% 4.00% 2.56% 2.53% 5.09%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

36



Target Retirement 2015 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (100.0%)    
U.S. Stock Fund (48.3%)    
Vanguard Total Stock Market Index Fund Investor Shares 191,153,652 5,541,544
 
International Stock Funds (12.1%)    
Vanguard European Stock Index Fund Investor Shares 27,044,497 691,799
Vanguard Pacific Stock Index Fund Investor Shares 35,219,136 362,757
Vanguard Emerging Markets Stock Index Fund Investor Shares 12,578,678 333,838
    1,388,394
Bond Fund (39.6%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 439,934,054 4,548,918
Total Investment Companies (Cost $11,337,628)   11,478,856
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $1,052) 1,052,137 1,052
Total Investments (100.0%) (Cost $11,338,680)   11,479,908
Other Assets and Liabilities (0.0%)    
Other Assets   63,323
Liabilities   (57,803)
    5,520
Net Assets (100%)    
Applicable to 977,934,005 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   11,485,428
Net Asset Value Per Share   $11.74

37



Target Retirement 2015 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 11,414,124
Undistributed Net Investment Income 57,513
Accumulated Net Realized Losses (127,437)
Unrealized Appreciation (Depreciation) 141,228
Net Assets 11,485,428

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

38



Target Retirement 2015 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 159,362
Net Investment Income—Note B 159,362
Realized Net Gain (Loss) on Investment Securities Sold 16,660
Change in Unrealized Appreciation (Depreciation) of Investment Securities 574,299
Net Increase (Decrease) in Net Assets Resulting from Operations 750,321

See accompanying Notes, which are an integral part of the Financial Statements.

39



Target Retirement 2015 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 159,362 246,540
Realized Net Gain (Loss) 16,660 (91,822)
Change in Unrealized Appreciation (Depreciation) 574,299 219,284
Net Increase (Decrease) in Net Assets Resulting from Operations 750,321 374,002
Distributions    
Net Investment Income (247,231) (258,747)
Realized Capital Gain
Total Distributions (247,231) (258,747)
Capital Share Transactions    
Issued 1,981,561 2,786,028
Issued in Lieu of Cash Distributions 246,252 257,600
Redeemed (752,967) (1,454,916)
Net Increase (Decrease) from Capital Share Transactions 1,474,846 1,588,712
Total Increase (Decrease) 1,977,936 1,703,967
Net Assets    
Beginning of Period 9,507,492 7,803,525
End of Period1 11,485,428 9,507,492
1 Net Assets—End of Period includes undistributed net investment income of $57,513,000 and $145,382,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

40



Target Retirement 2015 Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $11.21 $11.34 $13.49 $12.10 $11.54 $10.74
Investment Operations            
Net Investment Income .164 .307 .3801 .3801 .3561 .3461
Capital Gain Distributions Received .0041
Net Realized and Unrealized Gain (Loss)            
on Investments .642 (.072) (2.190) 1.320 .466 .652
Total from Investment Operations .806 .235 (1.810) 1.700 .822 1.002
Distributions            
Dividends from Net Investment Income (.276) (.365) (.340) (.310) (.260) (.200)
Distributions from Realized Capital Gains (.002) (.002)
Total Distributions (.276) (.365) (.340) (.310) (.262) (.202)
Net Asset Value, End of Period $11.74 $11.21 $11.34 $13.49 $12.10 $11.54
 
Total Return2 7.27% 2.66% -13.75% 14.25% 7.25% 9.40%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $11,485 $9,507 $7,804 $6,619 $3,720 $1,804
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 2.72%4 3.31% 3.02% 2.93% 3.04% 3.11%
Portfolio Turnover Rate 10%4 37%5 24% 5% 15% 1%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.17% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

41



Target Retirement 2015 Fund

Notes to Financial Statements

Vanguard Target Retirement 2015 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

42



Target Retirement 2015 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $32,329,000 to offset future net capital gains of $15,574,000 through September 30, 2015, and $16,755,000 through September 30, 2017. In addition, the fund realized losses of $75,769,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $11,338,680,000. Net unrealized appreciation of investment securities for tax purposes was $141,228,000, consisting of unrealized gains of $185,440,000 on securities that had risen in value since their purchase and $44,212,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $1,893,868,000 of investment securities and sold $505,380,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 173,802 285,886
Issued in Lieu of Cash Distributions 21,639 27,202
Redeemed (65,860) (152,578)
Net Increase (Decrease) in Shares Outstanding 129,581 160,510

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

43



Target Retirement 2020 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTWNX
30-Day SEC Yield 2.10%
Acquired Fund Fees and Expenses1 0.18%
 
Allocation to Underlying Vanguard Funds
Vanguard Total Stock Market Index Fund  
Investor Shares 54.1%
Vanguard Total Bond Market II Index Fund  
Investor Shares 32.3
Vanguard European Stock Index Fund  
Investor Shares 6.7
Vanguard Pacific Stock Index Fund  
Investor Shares 3.6
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 3.3

Total Fund Volatility Measures  
    DJ
  Target 2020 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.98
Beta 1.00 0.74

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2020 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.18%.

44



Target Retirement 2020 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): June 7, 2006, Through March 31, 2010


Target 2020 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the MSCI US Broad Market Index. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Income Capital Total
Target Retirement 2020          
Fund 6/7/2006 38.36% 2.15% 1.00% 3.15%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

45



Target Retirement 2020 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.9%)    
U.S. Stock Fund (54.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 142,007,877 4,116,808
 
International Stock Funds (13.6%)    
Vanguard European Stock Index Fund Investor Shares 19,795,036 506,357
Vanguard Pacific Stock Index Fund Investor Shares 26,465,695 272,597
Vanguard Emerging Markets Stock Index Fund Investor Shares 9,576,015 254,147
    1,033,101
Bond Fund (32.2%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 237,255,982 2,453,227
Total Investment Companies (Cost $7,562,580)   7,603,136
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $3,420) 3,419,836 3,420
Total Investments (100.0%) (Cost $7,566,000)   7,606,556
Other Assets and Liabilities (0.0%)    
Other Assets   104,840
Liabilities   (101,858)
    2,982
Net Assets (100%)    
Applicable to 366,349,814 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   7,609,538
Net Asset Value Per Share   $20.77

46



Target Retirement 2020 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 7,589,297
Undistributed Net Investment Income 34,603
Accumulated Net Realized Losses (54,918)
Unrealized Appreciation (Depreciation) 40,556
Net Assets 7,609,538

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Money Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

47



Target Retirement 2020 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 99,085
Net Investment Income—Note B 99,085
Realized Net Gain (Loss) on Investment Securities Sold (23,357)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 445,086
Net Increase (Decrease) in Net Assets Resulting from Operations 520,814

See accompanying Notes, which are an integral part of the Financial Statements.

48



Target Retirement 2020 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 99,085 129,443
Realized Net Gain (Loss) (23,357) (22,122)
Change in Unrealized Appreciation (Depreciation) 445,086 168,763
Net Increase (Decrease) in Net Assets Resulting from Operations 520,814 276,084
Distributions    
Net Investment Income (141,068) (114,758)
Realized Capital Gain
Total Distributions (141,068) (114,758)
Capital Share Transactions    
Issued 1,851,662 2,336,391
Issued in Lieu of Cash Distributions 140,580 114,502
Redeemed (468,161) (765,505)
Net Increase (Decrease) from Capital Share Transactions 1,524,081 1,685,388
Total Increase (Decrease) 1,903,827 1,846,714
Net Assets    
Beginning of Period 5,705,711 3,858,997
End of Period1 7,609,538 5,705,711
1 Net Assets—End of Period includes undistributed net investment income of $34,603,000 and $76,586,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

49



Target Retirement 2020 Fund          
 
 
Financial Highlights          
 
 
       
  Six Months       June 7,
   Ended  20061 to
  March 31, Year Ended September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2010 2009 2008 2007 2006
Net Asset Value, Beginning of Period $19.66 $20.03 $24.15 $21.14 $20.00
Investment Operations          
Net Investment Income .270 .5392 .6192 .6002 .1902
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)          
on Investments 1.280 (.360) (4.329) 2.600 .950
Total from Investment Operations 1.550 .179 (3.710) 3.200 1.140
Distributions          
Dividends from Net Investment Income (.440) (.549) (.410) (.190)
Distributions from Realized Capital Gains
Total Distributions (.440) (.549) (.410) (.190)
Net Asset Value, End of Period $20.77 $19.66 $20.03 $24.15 $21.14
 
Total Return3 7.96% 1.44% -15.61% 15.21% 5.70%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $7,610 $5,706 $3,859 $1,719 $117
Ratio of Total Expenses to          
Average Net Assets 0%4 0% 0% 0% 0%
Ratio of Net Investment Income to          
Average Net Assets 2.63%5 3.19% 2.79% 2.61% 2.24%5
Portfolio Turnover Rate 7%5 27%6 15% 4% 2%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
4 The acquired fund fees and expenses were 0.18% (annualized).
5 Annualized.
6 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

50



Target Retirement 2020 Fund

Notes to Financial Statements

Vanguard Target Retirement 2020 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

51



Target Retirement 2020 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $6,167,000 to offset future net capital gains through September 30, 2017. In addition, the fund realized losses of $21,264,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At March 31, 2010, the cost of investment securities for tax purposes was $7,566,000,000. Net unrealized appreciation of investment securities for tax purposes was $40,556,000, consisting of unrealized gains of $96,813,000 on securities that had risen in value since their purchase and $56,257,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $1,723,480,000 of investment securities and sold $242,103,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 92,284 136,945
Issued in Lieu of Cash Distributions 6,998 6,978
Redeemed (23,172) (46,344)
Net Increase (Decrease) in Shares Outstanding 76,110 97,579

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

52



Target Retirement 2025 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTTVX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.19%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 60.2%
Vanguard Total Bond Market II Index Fund  
Investor Shares 24.7
Vanguard European Stock Index Fund  
Investor Shares 7.4
Vanguard Pacific Stock Index Fund  
Investor Shares 4.0
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 3.7

Total Fund Volatility Measures  
    DJ
  Target 2025 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.01 0.81

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2025 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.18%.

53



Target Retirement 2025 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target 2025 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement 2025            
Fund 10/27/2003 42.18% 3.47% 2.30% 2.63% 4.93%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

54



Target Retirement 2025 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.9%)    
U.S. Stock Fund (60.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 255,110,729 7,395,660
 
International Stock Funds (15.1%)    
Vanguard European Stock Index Fund Investor Shares 35,663,209 912,265
Vanguard Pacific Stock Index Fund Investor Shares 47,484,224 489,088
Vanguard Emerging Markets Stock Index Fund Investor Shares 17,177,824 455,899
    1,857,252
Bond Fund (24.7%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 294,140,585 3,041,413
Total Investment Companies (Cost $12,169,098)   12,294,325
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $4,146) 4,145,743 4,146
Total Investments (100.0%) (Cost $12,173,244)   12,298,471
Other Assets and Liabilities (0.0%)    
Other Assets   105,927
Liabilities   (103,912)
    2,015
Net Assets (100%)    
Applicable to 1,041,553,985 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   12,300,486
Net Asset Value Per Share   $11.81

55



Target Retirement 2025 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 12,208,215
Undistributed Net Investment Income 50,952
Accumulated Net Realized Losses (83,908)
Unrealized Appreciation (Depreciation) 125,227
Net Assets 12,300,486

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

56



Target Retirement 2025 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 160,770
Net Investment Income—Note B 160,770
Realized Net Gain (Loss) on Investment Securities Sold 4,599
Change in Unrealized Appreciation (Depreciation) of Investment Securities 759,223
Net Increase (Decrease) in Net Assets Resulting from Operations 924,592

See accompanying Notes, which are an integral part of the Financial Statements.

57



Target Retirement 2025 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 160,770 229,825
Realized Net Gain (Loss) 4,599 (38,499)
Change in Unrealized Appreciation (Depreciation) 759,223 128,992
Net Increase (Decrease) in Net Assets Resulting from Operations 924,592 320,318
Distributions    
Net Investment Income (237,666) (228,472)
Realized Capital Gain
Total Distributions (237,666) (228,472)
Capital Share Transactions    
Issued 2,078,782 2,825,666
Issued in Lieu of Cash Distributions 236,844 227,487
Redeemed (633,678) (982,865)
Net Increase (Decrease) from Capital Share Transactions 1,681,948 2,070,288
Total Increase (Decrease) 2,368,874 2,162,134
Net Assets    
Beginning of Period 9,931,612 7,769,478
End of Period1 12,300,486 9,931,612
1 Net Assets—End of Period includes undistributed net investment income of $50,952,000 and $127,848,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

58



Target Retirement 2025 Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $11.11 $11.49 $14.26 $12.51 $11.80 $10.82
Investment Operations            
Net Investment Income .158 .279 .307 .300 .3211 .3201
Capital Gain Distributions Received .0031
Net Realized and Unrealized Gain (Loss)            
on Investments .794 (.336) (2.767) 1.740 .630 .839
Total from Investment Operations .952 (.057) (2.460) 2.040 .951 1.162
Distributions            
Dividends from Net Investment Income (.252) (.323) (.310) (.290) (.240) (.180)
Distributions from Realized Capital Gains (.001) (.002)
Total Distributions (.252) (.323) (.310) (.290) (.241) (.182)
Net Asset Value, End of Period $11.81 $11.11 $11.49 $14.26 $12.51 $11.80
 
Total Return2 8.65% 0.10% -17.61% 16.51% 8.18% 10.80%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $12,300 $9,932 $7,769 $6,721 $3,957 $1,968
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 2.52%4 3.09% 2.59% 2.43% 2.66% 2.84%
Portfolio Turnover Rate 6%4 21%5 17% 4% 22% 2%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.18% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

59



Target Retirement 2025 Fund

Notes to Financial Statements

Vanguard Target Retirement 2025 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

60



Target Retirement 2025 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $44,727,000 to offset future net capital gains of $27,716,000 through September 30, 2015, and $17,011,000 through September 30, 2017. In addition, the fund realized losses of $37,395,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $12,173,244,000. Net unrealized appreciation of investment securities for tax purposes was $125,227,000, consisting of unrealized gains of $180,153,000 on securities that had risen in value since their purchase and $54,926,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $1,905,833,000 of investment securities and sold $298,793,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 182,563 298,327
Issued in Lieu of Cash Distributions 20,776 24,835
Redeemed (55,589) (105,351)
Net Increase (Decrease) in Shares Outstanding 147,750 217,811

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

61



About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A typical fund’s expenses are expressed as a percentage of its average net assets. The Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period. The costs were calculated using the acquired fund fees and expenses for each Target Retirement Fund. The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the account service fee described in the prospectus. If such a fee were applied to your account, your costs would be higher. Your fund does not charge transaction fees, such as purchase or redemption fees, nor does it carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

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Six Months Ended March 31, 2010      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  9/30/2009 3/31/2010 Period
Based on Actual Fund Return      
Target Retirement Income Fund $1,000.00 $1,045.52 $0.87
Target Retirement 2005 Fund $1,000.00 $1,053.15 $0.87
Target Retirement 2010 Fund $1,000.00 $1,065.17 $0.88
Target Retirement 2015 Fund $1,000.00 $1,072.68 $0.88
Target Retirement 2020 Fund $1,000.00 $1,079.60 $0.93
Target Retirement 2025 Fund $1,000.00 $1,086.50 $0.94
Based on Hypothetical 5% Yearly Return      
Target Retirement Income Fund $1,000.00 $1,024.08 $0.86
Target Retirement 2005 Fund $1,000.00 $1,024.08 $0.86
Target Retirement 2010 Fund $1,000.00 $1,024.08 $0.86
Target Retirement 2015 Fund $1,000.00 $1,024.08 $0.86
Target Retirement 2020 Fund $1,000.00 $1,024.03 $0.91
Target Retirement 2025 Fund $1,000.00 $1,024.03 $0.91

The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for that period are (in order as listed from top to bottom above) 0.17%, 0.17%, 0.17%, 0.17%, 0.18%, and 0.18%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized expense figures, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

63



Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Target Retirement Funds has renewed the funds’ investment advisory arrangement with The Vanguard Group, Inc. Vanguard—through its Quantitative Equity Group—serves as the investment advisor to the funds. The board determined that continuing the funds’ internalized management structure was in the best interests of the funds and their shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services
The board considered the quality of the funds’ investment management over both the short and long term, and took into account the organizational depth and stability of the advisor. The board noted that Vanguard has been managing investments for more than three decades. The Quantitative Equity Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

The board concluded that Vanguard’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

Investment performance
The board considered the performance of the funds, including any periods of outperformance or underperformance compared with relevant benchmarks and peer groups. The board concluded that the funds have performed in line with expectations, and that their results have been consistent with their investment strategies. Information about each fund’s most recent performance can be found in the Performance Summary pages of this report.

Cost
The board concluded that the funds’ acquired fund fees and expenses were well below the average expense ratios charged by funds in their respective peer groups. The funds do not incur advisory expenses directly; however, the board noted that each of the underlying funds in which the funds invest has advisory expenses well below the relevant peer-group average. Information about the funds’ acquired fund fees and expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements sections.

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees, and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale
The board concluded that Vanguard’s low-cost arrangement with the Target Retirement Funds and their underlying funds ensures that the funds will realize economies of scale as they grow, with the cost to shareholders declining as fund assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

64



Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another fund.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 162 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at www.vanguard.com.

Interested Trustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2
F. William McNabb III Principal Occupation(s) During the Past Five Years:
Born 1957. Trustee Since July 2009. Chairman of the Chairman and Chief Executive Officer (retired 2009)
Board. Principal Occupation(s) During the Past Five and President (2006–2008) of Rohm and Haas Co.
Years: Chairman of the Board of The Vanguard Group, (chemicals); Director of Tyco International, Ltd.
Inc., and of each of the investment companies served (diversified manufacturing and services) and Hewlett-
by The Vanguard Group, since January 2010; Director Packard Co. (electronic computer manufacturing);
of The Vanguard Group since 2008; Chief Executive Trustee of The Conference Board; Member of the
Officer and President of The Vanguard Group and of Board of Managers of Delphi Automotive LLP
each of the investment companies served by The (automotive components).
Vanguard Group since 2008; Director of Vanguard  
Marketing Corporation; Managing Director of The Amy Gutmann
Vanguard Group (1995–2008). Born 1949. Trustee Since June 2006. Principal
  Occupation(s) During the Past Five Years: President
  of the University of Pennsylvania; Christopher H.
Independent Trustees Browne Distinguished Professor of Political Science
  in the School of Arts and Sciences with secondary
Emerson U. Fullwood appointments at the Annenberg School for Commu-
Born 1948. Trustee Since January 2008. Principal nication and the Graduate School of Education of
Occupation(s) During the Past Five Years: Executive the University of Pennsylvania; Director of Carnegie
Chief Staff and Marketing Officer for North America Corporation of New York, Schuylkill River Development
and Corporate Vice President (retired 2008) of Xerox Corporation, and Greater Philadelphia Chamber of
Corporation (document management products and Commerce; Trustee of the National Constitution Center;
services); Director of SPX Corporation (multi-industry Chair of the Presidential Commission for the Study of
manufacturing), the United Way of Rochester, Bioethical Issues.
Amerigroup Corporation (managed health care),  
the University of Rochester Medical Center, and  
Monroe Community College Foundation.  



JoAnn Heffernan Heisen Executive Officers  
Born 1950. Trustee Since July 1998. Principal    
Occupation(s) During the Past Five Years: Corporate Thomas J. Higgins  
Vice President and Chief Global Diversity Officer since Born 1957. Chief Financial Officer Since September
2006 (retired 2008) and Member of the Executive 2008. Principal Occupation(s) During the Past Five
Committee (retired 2008) of Johnson & Johnson Years: Principal of The Vanguard Group, Inc.; Chief
(pharmaceuticals/consumer products); Vice President Financial Officer of each of the investment companies
and Chief Information Officer of Johnson & Johnson served by The Vanguard Group since 2008; Treasurer
(1997–2005); Director of the University Medical Center of each of the investment companies served by The
at Princeton and Women’s Research and Education Vanguard Group (1998–2008).
Institute; Member of the Advisory Board of the    
Maxwell School of Citizenship and Public Affairs Kathryn J. Hyatt  
at Syracuse University. Born 1955. Treasurer Since November 2008. Principal
  Occupation(s) During the Past Five Years: Principal
F. Joseph Loughrey of The Vanguard Group, Inc.; Treasurer of each of
Born 1949. Trustee Since October 2009. Principal the investment companies served by The Vanguard
Occupation(s) During the Past Five Years: President Group since 2008; Assistant Treasurer of each of the
and Chief Operating Officer since 2005 (retired 2009) investment companies served by The Vanguard Group
and Vice Chairman of the Board (2008–2009) of (1988–2008).  
Cummins Inc. (industrial machinery); Director of    
SKF AB (industrial machinery), Hillenbrand, Inc. Heidi Stam  
(specialized consumer services), Sauer-Danfoss Inc. Born 1956. Secretary Since July 2005. Principal
(machinery), the Lumina Foundation for Education, Occupation(s) During the Past Five Years: Managing
and Oxfam America; Chairman of the Advisory Council Director of The Vanguard Group, Inc., since 2006;
for the College of Arts and Letters at the University of General Counsel of The Vanguard Group since 2005;
Notre Dame. Secretary of The Vanguard Group and of each of the
  investment companies served by The Vanguard Group
André F. Perold since 2005; Director and Senior Vice President of
Born 1952. Trustee Since December 2004. Principal Vanguard Marketing Corporation since 2005;
Occupation(s) During the Past Five Years: George Principal of The Vanguard Group (1997–2006).
Gund Professor of Finance and Banking at the Harvard    
Business School; Chair of the Investment Committee    
of HighVista Strategies LLC (private investment firm). Vanguard Senior Management Team
 
Alfred M. Rankin, Jr. R. Gregory Barton Michael S. Miller
Born 1941. Trustee Since January 1993. Principal Mortimer J. Buckley James M. Norris
Occupation(s) During the Past Five Years: Chairman, Kathleen C. Gubanich Glenn W. Reed
President, and Chief Executive Officer of NACCO Paul A. Heller George U. Sauter
Industries, Inc. (forklift trucks/housewares/lignite);    
Director of Goodrich Corporation (industrial products/    
aircraft systems and services); Chairman of the Federal Chairman Emeritus and Senior Advisor
Reserve Bank of Cleveland; Trustee of The Cleveland    
Museum of Art. John J. Brennan  
  Chairman, 1996–2009  
Peter F. Volanakis Chief Executive Officer and President, 1996–2008
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years: President    
since 2007 and Chief Operating Officer since 2005 Founder  
of Corning Incorporated (communications equipment);    
President of Corning Technologies (2001–2005); John C. Bogle  
Director of Corning Incorporated and Dow Corning; Chairman and Chief Executive Officer, 1974–1996
Trustee of the Corning Incorporated Foundation and    
the Corning Museum of Glass; Overseer of the    
Amos Tuck School of Business Administration at    
Dartmouth College.    

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.



 

 
P.O. Box 2600
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Text Telephone for People With Hearing Impairment > 800-749-7273
 
This material may be used in conjunction with the offering of shares of any Vanguard
fund only if preceded or accompanied by the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper Inc. or Morningstar, Inc., unless otherwise noted.
You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting our website, www.vanguard.com,
and searching for “proxy voting guidelines,” or by calling Vanguard at 800-662-2739. The guidelines are also
available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either
www.vanguard.com or www.sec.gov.
 
You can review and copy information about your fund at the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at 202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive copies of this information, for a fee, by sending a
request in either of two ways: via e-mail addressed to publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange Commission, Washington, DC 20549-1520.

 © 2010 The Vanguard Group, Inc.
 All rights reserved.
 Vanguard Marketing Corporation, Distributor.
 
 Q3082 052010



 

Vanguard Target Retirement Funds
Semiannual Report
March 31, 2010
 
Vanguard Target Retirement 2030 Fund
Vanguard Target Retirement 2035 Fund
Vanguard Target Retirement 2040 Fund
Vanguard Target Retirement 2045 Fund
Vanguard Target Retirement 2050 Fund

 


> For the six months ended March 31, 2010, the returns of the five Target Retirement Funds in this report ranged from 9.29% for the 2030 Fund to 9.88% for the 2035 and 2045 Funds.

> U.S. stocks registered double-digit returns for the period. Returns were more modest for international stocks and U.S. bonds.

> Among the underlying Vanguard funds held in these Target Retirement portfolios, the Total Stock Market Index Fund posted the highest six-month return, about 12%.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Target Retirement 2030 Fund. 8
Target Retirement 2035 Fund. 17
Target Retirement 2040 Fund. 26
Target Retirement 2045 Fund. 35
Target Retirement 2050 Fund. 44
About Your Fund’s Expenses. 53
Trustees Approve Advisory Arrangement. 55
Glossary. 56

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.

Cover photograph: Veronica Coia.



Your Fund’s Total Returns  
 
 
 
 
Six Months Ended March 31, 2010  
  Total
  Returns
Vanguard Target Retirement 2030 Fund 9.29%
Target 2030 Composite Index 9.36
Target 2030 Composite Average 9.62
Vanguard Target Retirement 2035 Fund 9.88%
Target 2035 Composite Index 9.92
Target 2035 Composite Average 10.04
Vanguard Target Retirement 2040 Fund 9.79%
Target 2040 Composite Index 9.92
Target 2040 Composite Average 10.04
Vanguard Target Retirement 2045 Fund 9.88%
Target 2045 Composite Index 9.92
Target 2045 Composite Average 10.04
Vanguard Target Retirement 2050 Fund 9.83%
Target 2050 Composite Index 9.92
Target 2050 Composite Average 10.04

Returns for the composite indexes are derived by applying the funds' target allocations to the results of the following benchmarks: for U.S. stocks, the MSCI US Broad Market Index; for international stocks, the MSCI EAFE Index and the MSCI Emerging Markets Index; and for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter.

Returns for the composite averages are derived by applying the funds' target allocations to the average returns of the following mutual fund peer groups: fixed income funds, general equity funds, international funds, and emerging markets funds. These groups’ average returns are derived from data provided by Lipper Inc. Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

1




Chairman’s Letter

Dear Shareholder,

The financial markets stretched their impressive recovery through the six months ended March 31, 2010. The broad U.S. stock market returned about 12% for the period, while international stocks posted a gain of about 5% amid a myriad of economic challenges. The broad U.S. bond market returned about 2%, with investors favoring corporate issues over Treasuries.

The five Target Retirement Funds included in this report posted returns within 1 percentage point of each other (funds with nearer target dates are discussed in a separate report). The stock market’s resurgence was the primary driver of the funds’ six-month gains, as all five are dominated by equity holdings. The Target Retirement 2030 Fund, which includes a heavier bond allocation, slightly trailed the others in the group.

Stock market rally continued despite a few minor setbacks
After a steep but short-lived decline, stocks resumed their uphill trek in February. Since the broad U.S. stock market began its historic recovery in March 2009, domestic equities have risen more than 70%.

2



During the six months just ended, small-capitalization companies outperformed larger-cap companies, while growth stocks led their value counterparts, although the differences weren’t all that significant.

Foreign stocks didn’t fare as well as domestic stocks, but still ended the period on a positive note. Investors’ concerns about Greece’s creditworthiness, as well as that of economies such as Spain and Portugal, weighed on the European markets. In Asia, possible changes to China’s monetary policies and weakness in the Japanese market hindered the region’s results. Emerging-market stocks, which made a quick and substantial recovery from the global financial crisis, continued to outperform developed-market stocks.

Investors still favored riskier bond options
Bond investors’ appetite for risk remained strong in the period, with corporate bonds in greater demand than government issues. The broad U.S. taxable bond market returned 1.99% for the six months, and the broad municipal market returned 0.28%. During the period, the yields of longer-term U.S. Treasury bonds rose while those of the shortest-term securities remained near 0%.

The Federal Reserve Board has kept its target for short-term interest rates unchanged at 0% to 0.25% since December 2008 and has said that it expects to maintain that rate for “an extended period.” In late February, Fed

Market Barometer      
 
      Total Returns
    Periods Ended March 31, 2010
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 12.11% 51.60% 2.31%
Russell 2000 Index (Small-caps) 13.07 62.76 3.36
Dow Jones U.S. Total Stock Market Index 12.48 52.88 2.82
MSCI All Country World Index ex USA (International) 5.51 61.67 6.59
 
Bonds      
Barclays Capital U.S. Aggregate Bond Index (Broad      
taxable market) 1.99% 7.69% 5.44%
Barclays Capital Municipal Bond Index 0.28 9.69 4.58
Citigroup Three-Month U.S. Treasury Bill Index 0.05 0.13 2.76
 
CPI      
Consumer Price Index 0.77% 2.31% 2.40%

3



Chairman Ben Bernanke said that low interest rates were still necessary to help the economy recover, but that the central bank would be ready to tighten credit “at the appropriate time.” The Fed has, however, begun to wind down credit programs established during the financial crisis.

Stock market strength contributed to the funds’ gains
The Vanguard Target Retirement Funds are “funds of funds” that combine stock and fixed income holdings in proportions suited to the different stages of a shareholder’s progress toward his or her retirement date. The funds automatically become more conservative as this target date approaches. The asset allocation gradually shifts from stocks to bonds, and the focus on long-term growth of capital shifts to an emphasis on income and stability.

Given the ongoing rally in the U.S. stock market and in many markets abroad, it is not surprising that the equity-dominated Target Retirement Funds in this report produced solid six-month returns. These funds are designed for investors whose retirement is 20 years or more in the future, and their significant allocations to stocks are intended to provide long-term growth.

The four funds with target dates from 2035 to 2050 each allocated about 90% of their assets to stocks, and their half-year returns fell within a tight range: 9.79% to

Expense Ratios    
Your Fund Compared With Its Peer Group    
  Acquired Fund Fees Peer Group
  and Expenses Average
Target Retirement 2030 Fund 0.19% 1.33%
Target Retirement 2035 Fund 0.20 1.35
Target Retirement 2040 Fund 0.20 1.35
Target Retirement 2045 Fund 0.20 1.35
Target Retirement 2050 Fund 0.20 1.35

The fund expense figures shown—drawn from the prospectus dated January 26, 2010—represent an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Funds invest. The Target Retirement Funds do not charge any expenses or fees of their own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.19% for the 2030 Fund, 0.20% for the 2035 Fund, 0.20% for the 2040 Fund, 0.20% for the 2045 Fund, and 0.20% for the 2050 Fund.

Peer groups are the composite averages listed on page 1. Their expense figures are derived by applying the funds’ target allocations to the average expense ratios of the following mutual fund peer groups: fixed income funds, general equity funds, international funds, and emerging markets funds. Average expense ratios for these groups are derived from data provided by Lipper Inc. and capture information through year-end 2009.

4



9.88% Small differences in their regional equity market allocations resulted in minor performance disparities. As of March 31, the four funds held about 72% of their assets in U.S. stocks, 18% in international stocks, and 10% in bonds. The Target Retirement 2030 Fund allocated somewhat more to bonds—17% in the period—and its return of 9.29% slightly trailed the other funds’ returns. The 2030 Fund held about 66% of its assets in U.S. stocks and about 17% in stocks abroad at the end of March.

Returns for the underlying Vanguard funds held in the Target Retirement portfolios also reflected the dominance of stocks. Vanguard Total Stock Market Index Fund, with a return of about 12%, had the best results among the underlying funds. Vanguard Emerging Markets Stock Index Fund (with a return of about 11%) and Vanguard Pacific Stock Index Fund (about 7%) also delivered solid performance. The performance of Vanguard European Stock Index Fund (about 1%) was notably weaker.

The investment environment was less favorable for bonds than for stocks, broadly speaking. Although corporate bonds returned to favor as investors became more comfortable with risk, U.S. Treasury securities were shunned as a result. Vanguard Total Bond Market II Index Fund, the fixed income holding in each of the five funds, returned about 2% for the six-month period.

An uncluttered approach to retirement investing
Despite a pause earlier this year, over the past six months the stock market has continued the powerful rally that began more than a year ago. We’d all like to know whether the market will keep climbing; unfortunately, the one thing we do know is that we can’t count on it. The market’s short-term direction is almost impossible to consistently predict with accuracy. Just as panic proved unproductive during the depths of the financial crisis, blind optimism is unlikely to be prudent today.

At Vanguard, we believe that a well-balanced and diversified portfolio can be an effective investment approach in all market environments, both periods of weakness and seasons of strength. Such a portfolio would include stock, bond, and short-term investments in proportions suited to the investor’s goals, life stage, and risk tolerance. The Vanguard Target Retirement Funds were created with these tenets in mind, and they offer a streamlined investment option for investors who seek diversification, balance, and low costs in one portfolio.

5



On another matter, I would like to inform you that as of January 1, 2010, we completed a leadership transition that began in March 2008. I succeeded Jack Brennan as chairman of Vanguard and each of the funds. Jack has agreed to serve as chairman emeritus and senior advisor. Under Jack’s leadership, Vanguard has grown to become a preeminent firm in the mutual fund industry. Jack’s energy, his relentless pursuit of perfection, and his unwavering focus on always doing the right thing for our clients are evident in every facet of Vanguard policy today.

Thank you for investing with Vanguard

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
April 16, 2010

6



Your Fund’s Performance at a Glance          
September 30, 2009 , Through March 31, 2010          
        Distributions Per Share
  Starting Ending   Income Capital
  Share Price Share Price   Dividends Gains
Target Retirement 2030 Fund $18.84 $20.19   $0.386 $0.000
Target Retirement 2035 Fund $11.31 $12.18   $0.238 $0.000
Target Retirement 2040 Fund $18.52 $19.95   $0.368 $0.000
Target Retirement 2045 Fund $11.70 $12.60   $0.246 $0.000
Target Retirement 2050 Fund $18.58 $20.02   $0.371 $0.000
 
 
Asset Allocation on March 31, 2010          
          Short-Term
  Stocks   Bonds   Reserves
Target Retirement 2030 Fund 82.8%   17.2%   0.0%
Target Retirement 2035 Fund 90.0%   10.0%   0.0%
Target Retirement 2040 Fund 89.9%   10.1%   0.0%
Target Retirement 2045 Fund 90.0%   10.0%   0.0%
Target Retirement 2050 Fund 89.9%   10.1%   0.0%

Note: As of March 31, 2010, international stock weightings for the 2030, 2035, 2040, 2045, and 2050 Funds were 17%, 18%, 18%, 18%, and 18% of assets, respectively.

7



Target Retirement 2030 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTHRX
30-Day SEC Yield 2.14%
Acquired Fund Fees and Expenses1 0.19%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 66.2%
Vanguard Total Bond Market II Index Fund  
Investor Shares 17.2
Vanguard European Stock Index Fund  
Investor Shares 8.1
Vanguard Pacific Stock Index Fund  
Investor Shares 4.4
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 4.1

Total Fund Volatility Measures  
    DJ
  Target 2030 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.00 0.89

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2030 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.19%.

8



Target Retirement 2030 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): June 7, 2006, Through March 31, 2010


Target 2030 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the MSCI US Broad Market Index. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Income Capital Total
Target Retirement 2030          
Fund 6/7/2006 45.93% 1.94% 0.25% 2.19%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.

See Financial Highlights for dividend and capital gains information.

9



Target Retirement 2030 Fund

Financial Statements (unaudited)

Statement of Net Assets
As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.8%)    
U.S. Stock Fund (66.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 125,872,489 3,649,044
 
International Stock Funds (16.5%)    
Vanguard European Stock Index Fund Investor Shares 17,545,877 448,824
Vanguard Pacific Stock Index Fund Investor Shares 23,458,939 241,627
Vanguard Emerging Markets Stock Index Fund Investor Shares 8,487,946 225,270
    915,721
Bond Fund (17.2%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 91,813,753 949,354
Total Investment Companies (Cost $5,394,448)   5,514,119
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $3,484) 3,484,446 3,484
Total Investments (99.9%) (Cost $5,397,932)   5,517,603
Other Assets and Liabilities (0.1%)    
Other Assets   82,126
Liabilities   (78,453)
    3,673
Net Assets (100%)    
Applicable to 273,489,425 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   5,521,276
Net Asset Value Per Share   $20.19

10



Target Retirement 2030 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 5,401,498
Undistributed Net Investment Income 20,959
Accumulated Net Realized Losses (20,852)
Unrealized Appreciation (Depreciation) 119,671
Net Assets 5,521,276

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

11



Target Retirement 2030 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 68,234
Net Investment Income—Note B 68,234
Realized Net Gain (Loss) on Investment Securities Sold (20,327)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 384,667
Net Increase (Decrease) in Net Assets Resulting from Operations 432,574

See accompanying Notes, which are an integral part of the Financial Statements.

12



Target Retirement 2030 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 68,234 77,794
Realized Net Gain (Loss) (20,327) 3,788
Change in Unrealized Appreciation (Depreciation) 384,667 154,208
Net Increase (Decrease) in Net Assets Resulting from Operations 432,574 235,790
Distributions    
Net Investment Income (91,755) (63,644)
Realized Capital Gain
Total Distributions (91,755) (63,644)
Capital Share Transactions    
Issued 1,408,038 1,793,675
Issued in Lieu of Cash Distributions 91,300 63,446
Redeemed (322,107) (385,086)
Net Increase (Decrease) from Capital Share Transactions 1,177,231 1,472,035
Total Increase (Decrease) 1,518,050 1,644,181
Net Assets    
Beginning of Period 4,003,226 2,359,045
End of Period1 5,521,276 4,003,226
1 Net Assets—End of Period includes undistributed net investment income of $20,959,000 and $44,480,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

13



Target Retirement 2030 Fund          
 
 
Financial Highlights          
 
 
       
  Six Months       June 7,
   Ended  20061 to
  March 31, Year Ended September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2010 2009 2008 2007 2006
Net Asset Value, Beginning of Period $18.84 $19.63 $24.74 $21.25 $20.00
Investment Operations          
Net Investment Income .254 .4662 .5222 .4902 .1702
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)          
on Investments 1.482 (.793) (5.262) 3.190 1.080
Total from Investment Operations 1.736 (.327) (4.740) 3.680 1.250
Distributions          
Dividends from Net Investment Income (.386) (.463) (.370) (.190)
Distributions from Realized Capital Gains
Total Distributions (.386) (.463) (.370) (.190)
Net Asset Value, End of Period $20.19 $18.84 $19.63 $24.74 $21.25
 
Total Return3 9.29% -1.13% -19.43% 17.40% 6.25%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $5,521 $4,003 $2,359 $1,103 $69
Ratio of Total Expenses to          
Average Net Assets 0%4 0% 0% 0% 0%
Ratio of Net Investment Income to          
Average Net Assets 2.44%5 2.92% 2.35% 2.10% 1.81%5
Portfolio Turnover Rate 6%5 13%6 6% 4% 13%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
4 The acquired fund fees and expenses were 0.19% (annualized).
5 Annualized.
6 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

14



Target Retirement 2030 Fund

Notes to Financial Statements

Vanguard Target Retirement 2030 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

15



Target Retirement 2030 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $541,000 to offset future net capital gains through September 30, 2017. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At March 31, 2010, the cost of investment securities for tax purposes was $5,397,932,000. Net unrealized appreciation of investment securities for tax purposes was $119,671,000, consisting of unrealized gains of $165,554,000 on securities that had risen in value since their purchase and $45,883,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $1,285,555,000 of investment securities and sold $132,198,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 72,844 112,709
Issued in Lieu of Cash Distributions 4,692 4,133
Redeemed (16,495) (24,572)
Net Increase (Decrease) in Shares Outstanding 61,041 92,270

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

16



Target Retirement 2035 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTTHX
30-Day SEC Yield 2.15%
Acquired Fund Fees and Expenses1 0.20%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 71.8%
Vanguard Total Bond Market II Index Fund  
Investor Shares 10.0
Vanguard European Stock Index Fund  
Investor Shares 8.9
Vanguard Pacific Stock Index Fund  
Investor Shares 4.8
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 4.5

Total Fund Volatility Measures  
    DJ
  Target 2035 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.01 0.94

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2035 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.20%.

17



Target Retirement 2035 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target 2035 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement 2035            
Fund 10/27/2003 49.01% 3.28% 2.07% 3.12% 5.19%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.
See Financial Highlights for dividend and capital gains information.

18



Target Retirement 2035 Fund

Financial Statements (unaudited)

Statement of Net Assets
As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.9%)    
U.S. Stock Fund (71.8%)    
Vanguard Total Stock Market Index Fund Investor Shares 210,382,453 6,098,987
 
International Stock Funds (18.1%)    
Vanguard European Stock Index Fund Investor Shares 29,447,626 753,270
Vanguard Pacific Stock Index Fund Investor Shares 39,508,723 406,940
Vanguard Emerging Markets Stock Index Fund Investor Shares 14,230,886 377,688
    1,537,898
Bond Fund (10.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 82,030,329 848,194
Total Investment Companies (Cost $8,355,315)   8,485,079
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $1,001) 1,001,203 1,001
Total Investments (99.9%) (Cost $8,356,316)   8,486,080
Other Assets and Liabilities (0.1%)    
Other Assets   34,528
Liabilities   (25,615)
    8,913
Net Assets (100%)    
Applicable to 697,536,376 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   8,494,993
Net Asset Value Per Share   $12.18

19



Target Retirement 2035 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 8,371,113
Undistributed Net Investment Income 29,111
Accumulated Net Realized Losses (34,995)
Unrealized Appreciation (Depreciation) 129,764
Net Assets 8,494,993

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

20



Target Retirement 2035 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 106,353
Net Investment Income—Note B 106,353
Realized Net Gain (Loss) on Investment Securities Sold (2,975)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 618,279
Net Increase (Decrease) in Net Assets Resulting from Operations 721,657

See accompanying Notes, which are an integral part of the Financial Statements.

21



Target Retirement 2035 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 106,353 140,445
Realized Net Gain (Loss) (2,975) (12,432)
Change in Unrealized Appreciation (Depreciation) 618,279 99,154
Net Increase (Decrease) in Net Assets Resulting from Operations 721,657 227,167
Distributions    
Net Investment Income (151,112) (135,526)
Realized Capital Gain
Total Distributions (151,112) (135,526)
Capital Share Transactions    
Issued 1,446,474 2,112,231
Issued in Lieu of Cash Distributions 150,664 135,056
Redeemed (452,938) (588,457)
Net Increase (Decrease) from Capital Share Transactions 1,144,200 1,658,830
Total Increase (Decrease) 1,714,745 1,750,471
Net Assets    
Beginning of Period 6,780,248 5,029,777
End of Period1 8,494,993 6,780,248
1 Net Assets—End of Period includes undistributed net investment income of $29,111,000 and $73,870,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

22



Target Retirement 2035 Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $11.31 $11.90 $15.25 $13.18 $12.22 $10.92
Investment Operations            
Net Investment Income .157 .2731 .293 .270 .2801 .2701
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)            
on Investments .951 (.564) (3.353) 2.060 .890 1.200
Total from Investment Operations 1.108 (.291) (3.060) 2.330 1.170 1.470
Distributions            
Dividends from Net Investment Income (.238) (.299) (.290) (.260) (.210) (.170)
Distributions from Realized Capital Gains
Total Distributions (.238) (.299) (.290) (.260) (.210) (.170)
Net Asset Value, End of Period $12.18 $11.31 $11.90 $15.25 $13.18 $12.22
 
Total Return2 9.88% -1.85% -20.42% 17.87% 9.70% 13.53%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $8,495 $6,780 $5,030 $4,553 $2,562 $1,092
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 2.33%4 2.88% 2.28% 2.09% 2.21% 2.33%
Portfolio Turnover Rate 2%4 9%5 10% 1% 14% 0%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.20% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

23



Target Retirement 2035 Fund

Notes to Financial Statements

Vanguard Target Retirement 2035 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

24



Target Retirement 2035 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $19,114,000 to offset future net capital gains of $9,886,000 through September 30, 2015, and $9,228,000 through September 30, 2017. In addition, the fund realized losses of $13,026,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $8,356,316,000. Net unrealized appreciation of investment securities for tax purposes was $129,764,000, consisting of unrealized gains of $178,734,000 on securities that had risen in value since their purchase and $48,970,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $1,161,444,000 of investment securities and sold $63,258,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 124,229 224,509
Issued in Lieu of Cash Distributions 12,855 14,793
Redeemed (38,839) (62,583)
Net Increase (Decrease) in Shares Outstanding 98,245 176,719

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

25



Target Retirement 2040 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VFORX
30-Day SEC Yield 2.15%
Acquired Fund Fees and Expenses1 0.20%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 71.9%
Vanguard Total Bond Market II Index Fund  
Investor Shares 10.1
Vanguard European Stock Index Fund  
Investor Shares 8.8
Vanguard Pacific Stock Index Fund  
Investor Shares 4.8
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 4.4

Total Fund Volatility Measures  
    DJ
  Target 2040 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.00 0.93

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2040 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.20%.

26



Target Retirement 2040 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): June 7, 2006, Through March 31, 2010


Target 2040 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the MSCI US Broad Market Index. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Income Capital Total
Target Retirement 2040          
Fund 6/7/2006 48.85% 1.87% -0.07% 1.80%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.
See Financial Highlights for dividend and capital gains information.

27



Target Retirement 2040 Fund

Financial Statements (unaudited)

Statement of Net Assets
As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.8%)    
U.S. Stock Fund (71.8%)    
Vanguard Total Stock Market Index Fund Investor Shares 81,629,757 2,366,446
 
International Stock Funds (18.0%)    
Vanguard European Stock Index Fund Investor Shares 11,378,497 291,062
Vanguard Pacific Stock Index Fund Investor Shares 15,213,460 156,699
Vanguard Emerging Markets Stock Index Fund Investor Shares 5,504,491 146,089
    593,850
Bond Fund (10.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 32,016,069 331,046
Total Investment Companies (Cost $3,131,387)   3,291,342
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $2,132) 2,131,775 2,132
Total Investments (99.9%) (Cost $3,133,519)   3,293,474
Other Assets and Liabilities (0.1%)    
Other Assets   48,767
Liabilities   (45,595)
    3,172
Net Assets (100%)    
Applicable to 165,215,365 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   3,296,646
Net Asset Value Per Share   $19.95

28



Target Retirement 2040 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 3,137,644
Undistributed Net Investment Income 11,104
Accumulated Net Realized Losses (12,057)
Unrealized Appreciation (Depreciation) 159,955
Net Assets 3,296,646

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

29



Target Retirement 2040 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 39,379
Net Investment Income—Note B 39,379
Realized Net Gain (Loss) on Investment Securities Sold (12,057)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 242,559
Net Increase (Decrease) in Net Assets Resulting from Operations 269,881

See accompanying Notes, which are an integral part of the Financial Statements.

30



Target Retirement 2040 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 39,379 41,269
Realized Net Gain (Loss) (12,057) 5,132
Change in Unrealized Appreciation (Depreciation) 242,559 134,533
Net Increase (Decrease) in Net Assets Resulting from Operations 269,881 180,934
Distributions    
Net Investment Income (52,010) (31,267)
Realized Capital Gain
Total Distributions (52,010) (31,267)
Capital Share Transactions    
Issued 903,463 1,184,150
Issued in Lieu of Cash Distributions 51,808 31,205
Redeemed (206,527) (234,075)
Net Increase (Decrease) from Capital Share Transactions 748,744 981,280
Total Increase (Decrease) 966,615 1,130,947
Net Assets    
Beginning of Period 2,330,031 1,199,084
End of Period1 3,296,646 2,330,031
1 Net Assets—End of Period includes undistributed net investment income of $11,104,000 and $23,735,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

31



Target Retirement 2040 Fund          
 
 
Financial Highlights          
 
 
       
  Six Months       June 7,
   Ended  20061 to
  March 31, Year Ended September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2010 2009 2008 2007 2006
Net Asset Value, Beginning of Period $18.52 $19.36 $24.70 $21.13 $20.00
Investment Operations          
Net Investment Income .246 .4352 .4942 .4602 .1602
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)          
on Investments 1.552 (.849) (5.464) 3.290 .970
Total from Investment Operations 1.798 (.414) (4.970) 3.750 1.130
Distributions          
Dividends from Net Investment Income (.368) (.426) (.370) (.180)
Distributions from Realized Capital Gains
Total Distributions (.368) (.426) (.370) (.180)
Net Asset Value, End of Period $19.95 $18.52 $19.36 $24.70 $21.13
 
Total Return3 9.79% -1.61% -20.40% 17.83% 5.65%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,297 $2,330 $1,199 $513 $32
Ratio of Total Expenses to          
Average Net Assets 0%4 0% 0% 0% 0%
Ratio of Net Investment Income to          
Average Net Assets 2.35%5 2.78% 2.24% 1.99% 1.72%5
Portfolio Turnover Rate 4%5 9%6 4% 4% 0%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
4 The acquired fund fees and expenses were 0.20% (annualized).
5 Annualized.
6 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

32



Target Retirement 2040 Fund

Notes to Financial Statements

Vanguard Target Retirement 2040 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes. The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year.

33



Target Retirement 2040 Fund

At March 31, 2010, the cost of investment securities for tax purposes was $3,133,519,000. Net unrealized appreciation of investment securities for tax purposes was $159,955,000, consisting of unrealized gains of $179,124,000 on securities that had risen in value since their purchase and $19,169,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $785,328,000 of investment securities and sold $50,078,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 47,423 77,026
Issued in Lieu of Cash Distributions 2,698 2,090
Redeemed (10,736) (15,227)
Net Increase (Decrease) in Shares Outstanding 39,385 63,889

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

34



Target Retirement 2045 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VTIVX
30-Day SEC Yield 2.15%
Acquired Fund Fees and Expenses1 0.20%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 71.8%
Vanguard Total Bond Market II Index Fund  
Investor Shares 10.0
Vanguard European Stock Index Fund  
Investor Shares 8.9
Vanguard Pacific Stock Index Fund  
Investor Shares 4.8
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 4.5

Total Fund Volatility Measures  
    DJ
  Target 2045 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.00 0.93

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2045 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.20%.

35



Target Retirement 2045 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): October 27, 2003, Through March 31, 2010


Target 2045 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the Dow Jones Wilshire 5000 Index from inception through April 22, 2005, and the MSCI US Broad Market Index thereafter. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Five Years Income Capital Total
Target Retirement 2045            
Fund 10/27/2003 48.97% 3.59% 2.01% 3.67% 5.68%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.
See Financial Highlights for dividend and capital gains information.

36



Target Retirement 2045 Fund

Financial Statements (unaudited)

Statement of Net Assets

As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.9%)    
U.S. Stock Fund (71.8%)    
Vanguard Total Stock Market Index Fund Investor Shares 111,471,013 3,231,545
 
International Stock Funds (18.1%)    
Vanguard European Stock Index Fund Investor Shares 15,568,742 398,248
Vanguard Pacific Stock Index Fund Investor Shares 20,845,231 214,706
Vanguard Emerging Markets Stock Index Fund Investor Shares 7,548,157 200,328
    813,282
Bond Fund (10.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 43,482,227 449,606
Total Investment Companies (Cost $4,385,370)   4,494,433
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $1,904) 1,903,990 1,904
Total Investments (99.9%) (Cost $4,387,274)   4,496,337
Other Assets and Liabilities (0.1%)    
Other Assets   17,642
Liabilities   (12,435)
    5,207
Net Assets (100%)    
Applicable to 357,377,926 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   4,501,544
Net Asset Value Per Share   $12.60

37



Target Retirement 2045 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 4,385,581
Undistributed Net Investment Income 15,265
Accumulated Net Realized Losses (8,365)
Unrealized Appreciation (Depreciation) 109,063
Net Assets 4,501,544

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

38



Target Retirement 2045 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 56,120
Net Investment Income—Note B 56,120
Realized Net Gain (Loss) on Investment Securities Sold (5,449)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 328,703
Net Increase (Decrease) in Net Assets Resulting from Operations 379,374

See accompanying Notes, which are an integral part of the Financial Statements.

39



Target Retirement 2045 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 56,120 71,941
Realized Net Gain (Loss) (5,449) 5,006
Change in Unrealized Appreciation (Depreciation) 328,703 79,123
Net Increase (Decrease) in Net Assets Resulting from Operations 379,374 156,070
Distributions    
Net Investment Income (79,438) (66,481)
Realized Capital Gain
Total Distributions (79,438) (66,481)
Capital Share Transactions    
Issued 827,909 1,270,551
Issued in Lieu of Cash Distributions 79,240 66,252
Redeemed (265,371) (359,392)
Net Increase (Decrease) from Capital Share Transactions 641,778 977,411
Total Increase (Decrease) 941,714 1,067,000
Net Assets    
Beginning of Period 3,559,830 2,492,830
End of Period1 4,501,544 3,559,830
1 Net Assets—End of Period includes undistributed net investment income of $15,265,000 and $38,583,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

40



Target Retirement 2045 Fund            
 
 
Financial Highlights            
 
 
  Six Months          
  Ended          
For a Share Outstanding March 31,     Year Ended September 30,
Throughout Each Period 2010 2009 2008 2007 2006 2005
Net Asset Value, Beginning of Period $11.70 $12.29 $15.75 $13.60 $12.47 $10.98
Investment Operations            
Net Investment Income .162 .2811 .303 .280 .2701 .2401
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)            
on Investments .984 (.570) (3.463) 2.130 1.050 1.410
Total from Investment Operations 1.146 (.289) (3.160) 2.410 1.320 1.650
Distributions            
Dividends from Net Investment Income (.246) (.301) (.300) (.250) (.190) (.160)
Distributions from Realized Capital Gains (.010)
Total Distributions (.246) (.301) (.300) (.260) (.190) (.160)
Net Asset Value, End of Period $12.60 $11.70 $12.29 $15.75 $13.60 $12.47
 
Total Return2 9.88% -1.77% -20.42% 17.90% 10.70% 15.09%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,502 $3,560 $2,493 $2,204 $1,186 $492
Ratio of Total Expenses to            
Average Net Assets 0%3 0% 0% 0% 0% 0%
Ratio of Net Investment Income to            
Average Net Assets 2.34%4 2.86% 2.28% 2.08% 2.03% 2.07%
Portfolio Turnover Rate 2%4 10%5 9% 1% 3% 7%

1 Calculated based on average shares outstanding.
2 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
3 The acquired fund fees and expenses were 0.20% (annualized).
4 Annualized.
5 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

41



Target Retirement 2045 Fund

Notes to Financial Statements

Vanguard Target Retirement 2045 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

42



Target Retirement 2045 Fund

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at September 30, 2009, the fund had available capital loss carryforwards totaling $2,203,000 to offset future net capital gains through September 30, 2017. In addition, the fund realized losses of $864,000 during the period from November 1, 2008, through September 30, 2009, which are deferred and will be treated as realized for tax purposes in fiscal 2010. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending September 30, 2010; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.

At March 31, 2010, the cost of investment securities for tax purposes was $4,387,274,000. Net unrealized appreciation of investment securities for tax purposes was $109,063,000, consisting of unrealized gains of $135,813,000 on securities that had risen in value since their purchase and $26,750,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $663,434,000 of investment securities and sold $46,637,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 68,666 131,286
Issued in Lieu of Cash Distributions 6,538 7,018
Redeemed (21,986) (36,910)
Net Increase (Decrease) in Shares Outstanding 53,218 101,394

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

43



Target Retirement 2050 Fund

Fund Profile
As of March 31, 2010

Total Fund Characteristics  
 
Ticker Symbol VFIFX
30-Day SEC Yield 2.15%
Acquired Fund Fees and Expenses1 0.20%
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index Fund  
Investor Shares 71.9%
Vanguard Total Bond Market II Index Fund  
Investor Shares 10.1
Vanguard European Stock Index Fund  
Investor Shares 8.8
Vanguard Pacific Stock Index Fund  
Investor Shares 4.8
Vanguard Emerging Markets Stock Index  
Fund Investor Shares 4.4

Total Fund Volatility Measures  
    DJ
  Target 2050 U.S. Total
  Composite Market
  Index Index
R-Squared 1.00 0.99
Beta 1.00 0.93

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Fund Asset Allocation


1 This figure—drawn from the prospectus dated January 26, 2010—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2050 Fund invests. The fund does not charge any expenses or fees of its own. For the six months ended March 31, 2010, the annualized acquired fund fees and expenses were 0.20%.

44



Target Retirement 2050 Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at www.vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): June 7, 2006, Through March 31, 2010


Target 2050 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index; for emerging markets stocks, the Select Emerging Markets Index from inception through August 23, 2006, and the MSCI Emerging Markets Index thereafter; for bonds, the Barclays Capital U.S. Aggregate Bond Index through December 31, 2009, and the Barclays Capital U.S. Aggregate Float Adjusted Index thereafter; and for U.S. stocks, the MSCI US Broad Market Index. MSCI EAFE Index returns are adjusted for withholding taxes applicable to Luxembourg holding companies.

Note: For 2010, performance data reflect the six months ended March 31, 2010.

Average Annual Total Returns: Periods Ended March 31, 2010

          Since Inception
  Inception Date One Year Income Capital Total
Target Retirement 2050          
Fund 6/7/2006 48.95% 1.89% 0.03% 1.92%

Vanguard fund total returns do not include any transaction or account fees that applied in the periods shown. Fund prospectuses provide information about current fees.
See Financial Highlights for dividend and capital gains information.

45



Target Retirement 2050 Fund

Financial Statements (unaudited)

Statement of Net Assets
As of March 31, 2010

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at www.sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market
    Value
  Shares ($000)
Investment Companies (99.8%)    
U.S. Stock Fund (71.8%)    
Vanguard Total Stock Market Index Fund Investor Shares 32,690,971 947,711
 
International Stock Funds (18.0%)    
Vanguard European Stock Index Fund Investor Shares 4,556,379 116,552
Vanguard Pacific Stock Index Fund Investor Shares 6,093,658 62,765
Vanguard Emerging Markets Stock Index Fund Investor Shares 2,204,366 58,504
    237,821
Bond Fund (10.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 12,820,914 132,568
Total Investment Companies (Cost $1,232,227)   1,318,100
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 0.183% (Cost $387) 387,000 387
Total Investments (99.8%) (Cost $1,232,614)   1,318,487
Other Assets and Liabilities (0.2%)    
Other Assets   7,551
Liabilities   (5,097)
    2,454
Net Assets (100%)    
Applicable to 65,992,849 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   1,320,941
Net Asset Value Per Share   $20.02

46



Target Retirement 2050 Fund  
 
 
 
At March 31, 2010, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 1,231,580
Undistributed Net Investment Income 4,252
Accumulated Net Realized Losses (764)
Unrealized Appreciation (Depreciation) 85,873
Net Assets 1,320,941

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.
See accompanying Notes, which are an integral part of the Financial Statements.

47



Target Retirement 2050 Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  March 31, 2010
  ($000)
Investment Income  
Income  
Income Distributions Received 15,344
Net Investment Income—Note B 15,344
Realized Net Gain (Loss) on Investment Securities Sold (142)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 90,109
Net Increase (Decrease) in Net Assets Resulting from Operations 105,311

See accompanying Notes, which are an integral part of the Financial Statements.

48



Target Retirement 2050 Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  March 31, September 30,
  2010 2009
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 15,344 15,677
Realized Net Gain (Loss) (142) 1,753
Change in Unrealized Appreciation (Depreciation) 90,109 68,983
Net Increase (Decrease) in Net Assets Resulting from Operations 105,311 86,413
Distributions    
Net Investment Income (20,292) (11,083)
Realized Capital Gain
Total Distributions (20,292) (11,083)
Capital Share Transactions    
Issued 400,058 561,043
Issued in Lieu of Cash Distributions 20,210 11,001
Redeemed (108,091) (132,211)
Net Increase (Decrease) from Capital Share Transactions 312,177 439,833
Total Increase (Decrease) 397,196 515,163
Net Assets    
Beginning of Period 923,745 408,582
End of Period1 1,320,941 923,745
1 Net Assets—End of Period includes undistributed net investment income of $4,252,000 and $9,200,000.  

See accompanying Notes, which are an integral part of the Financial Statements.

49



Target Retirement 2050 Fund          
 
 
Financial Highlights          
 
 
       
  Six Months       June 7,
   Ended  20061 to
  March 31, Year Ended September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2010 2009 2008 2007 2006
Net Asset Value, Beginning of Period $18.58 $19.43 $24.79 $21.24 $20.00
Investment Operations          
Net Investment Income .250 .4312 .5032 .4802 .1702
Capital Gain Distributions Received
Net Realized and Unrealized Gain (Loss)          
on Investments 1.561 (.866) (5.493) 3.290 1.070
Total from Investment Operations 1.811 (.435) (4.990) 3.770 1.240
Distributions          
Dividends from Net Investment Income (.371) (.415) (.370) (.220)
Distributions from Realized Capital Gains
Total Distributions (.371) (.415) (.370) (.220)
Net Asset Value, End of Period $20.02 $18.58 $19.43 $24.79 $21.24
 
Total Return3 9.83% -1.73% -20.41% 17.85% 6.20%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $1,321 $924 $409 $192 $12
Ratio of Total Expenses to          
Average Net Assets 0%4 0% 0% 0% 0%
Ratio of Net Investment Income to          
Average Net Assets 2.35%5 2.74% 2.27% 2.04% 1.88%5
Portfolio Turnover Rate 3%5 8%6 4% 2% 0%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include the account service fee that may be applicable to certain accounts with balances below $10,000.
4 The acquired fund fees and expenses were 0.20% (annualized).
5 Annualized.
6 Excludes the value of mutual fund shares delivered and received in connection with a change in the fund’s bond investments from Vanguard Total Bond Market Index Fund to Vanguard Total Bond Market II Index Fund because those transactions were effected in kind and did not cause the fund to incur transaction costs.

See accompanying Notes, which are an integral part of the Financial Statements.

50



Target Retirement 2050 Fund

Notes to Financial Statements

Vanguard Target Retirement 2050 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. stocks, international stocks, and bonds.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. mutual funds. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (September 30, 2006–2009), and for the period ended March 31, 2010, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

3. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. Under a service agreement, The Vanguard Group furnishes investment advisory, corporate management, administrative, marketing, and distribution services to the fund. The service agreement provides that the fund’s expenses may be reduced or eliminated to the extent of savings realized by the Vanguard funds by the operation of the fund. Accordingly, all incremental expenses for services provided by Vanguard and all other expenses incurred by the fund during the period ended March 31, 2010, were borne by the funds in which the fund invests. The fund’s trustees and officers are also directors and officers of Vanguard and the funds in which the fund invests.

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

At March 31, 2010, 100% of the fund’s investments were valued based on Level 1 inputs.

D. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes. The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year.

51



Target Retirement 2050 Fund

At March 31, 2010, the cost of investment securities for tax purposes was $1,232,614,000. Net unrealized appreciation of investment securities for tax purposes was $85,873,000, consisting of unrealized gains of $90,032,000 on securities that had risen in value since their purchase and $4,159,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended March 31, 2010, the fund purchased $324,805,000 of investment securities and sold $17,721,000 of investment securities, other than temporary cash investments.

F. Capital shares issued and redeemed were:    
  Six Months Ended Year Ended
  March 31, 2010 September 30, 2009
  Shares Shares
  (000) (000)
Issued 20,880 36,496
Issued in Lieu of Cash Distributions 1,049 734
Redeemed (5,651) (8,548)
Net Increase (Decrease) in Shares Outstanding 16,278 28,682

G. In preparing the financial statements as of March 31, 2010, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements.

52



About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A typical fund’s expenses are expressed as a percentage of its average net assets. The Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period. The costs were calculated using the acquired fund fees and expenses for each Target Retirement Fund. The accompanying table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include the account service fee described in the prospectus. If such a fee were applied to your account, your costs would be higher. Your fund does not charge transaction fees, such as purchase or redemption fees, nor does it carry a “sales load.” The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

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Six Months Ended March 31, 2010      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  9/30/2009 3/31/2010 Period
Based on Actual Fund Return      
Target Retirement 2030 Fund $1,000.00 $1,092.91 $0.99
Target Retirement 2035 Fund $1,000.00 $1,098.79 $1.05
Target Retirement 2040 Fund $1,000.00 $1,097.86 $1.05
Target Retirement 2045 Fund $1,000.00 $1,098.78 $1.05
Target Retirement 2050 Fund $1,000.00 $1,098.26 $1.05
Based on Hypothetical 5% Yearly Return      
Target Retirement 2030 Fund $1,000.00 $1,023.98 $0.96
Target Retirement 2035 Fund $1,000.00 $1,023.93 $1.01
Target Retirement 2040 Fund $1,000.00 $1,023.93 $1.01
Target Retirement 2045 Fund $1,000.00 $1,023.93 $1.01
Target Retirement 2050 Fund $1,000.00 $1,023.93 $1.01

The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for that period are (in order as listed from top to bottom above) 0.19%, 0.20%, 0.20%, 0.20%, and 0.20%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized average expense figures multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

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Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Target Retirement Funds has renewed the funds’ investment advisory arrangement with The Vanguard Group, Inc. Vanguard—through its Quantitative Equity Group—serves as the investment advisor to the funds. The board determined that continuing the funds’ internalized management structure was in the best interests of the funds and their shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services
The board considered the quality of the funds’ investment management over both the short and long term, and took into account the organizational depth and stability of the advisor. The board noted that Vanguard has been managing investments for more than three decades. The Quantitative Equity Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

The board concluded that Vanguard’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

Investment performance
The board considered the performance of the funds, including any periods of outperformance or underperformance compared with relevant benchmarks and peer groups. The board concluded that the funds have performed in line with expectations, and that their results have been consistent with their investment strategies. Information about each fund’s most recent performance can be found in the Performance Summary pages of this report.

Cost
The board concluded that the funds’ acquired fund fees and expenses were well below the average expense ratios charged by funds in their respective peer groups. The funds do not incur advisory expenses directly; however, the board noted that each of the underlying funds in which the funds invest has advisory expenses well below the relevant peer-group average. Information about the funds’ acquired fund fees and expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements sections.

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees, and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale
The board concluded that Vanguard’s low-cost arrangement with the Target Retirement Funds and their underlying funds ensures that the funds will realize economies of scale as they grow, with the cost to shareholders declining as fund assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

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Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (in the case of bonds) or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another fund.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Expense Ratio. The percentage of a fund’s average net assets used to pay its annual administrative and advisory expenses. These expenses directly reduce returns to investors.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

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The People Who Govern Your Fund

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them on an at-cost basis.

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 162 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at www.vanguard.com.

Interested Trustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2
F. William McNabb III Principal Occupation(s) During the Past Five Years:
Born 1957. Trustee Since July 2009. Chairman of the Chairman and Chief Executive Officer (retired 2009)
Board. Principal Occupation(s) During the Past Five and President (2006–2008) of Rohm and Haas Co.
Years: Chairman of the Board of The Vanguard Group, (chemicals); Director of Tyco International, Ltd.
Inc., and of each of the investment companies served (diversified manufacturing and services) and Hewlett-
by The Vanguard Group, since January 2010; Director Packard Co. (electronic computer manufacturing);
of The Vanguard Group since 2008; Chief Executive Trustee of The Conference Board; Member of the
Officer and President of The Vanguard Group and of Board of Managers of Delphi Automotive LLP
each of the investment companies served by The (automotive components).
Vanguard Group since 2008; Director of Vanguard  
Marketing Corporation; Managing Director of The Amy Gutmann
Vanguard Group (1995–2008). Born 1949. Trustee Since June 2006. Principal
  Occupation(s) During the Past Five Years: President
  of the University of Pennsylvania; Christopher H.
Independent Trustees Browne Distinguished Professor of Political Science
  in the School of Arts and Sciences with secondary
Emerson U. Fullwood appointments at the Annenberg School for Commu-
Born 1948. Trustee Since January 2008. Principal nication and the Graduate School of Education of
Occupation(s) During the Past Five Years: Executive the University of Pennsylvania; Director of Carnegie
Chief Staff and Marketing Officer for North America Corporation of New York, Schuylkill River Development
and Corporate Vice President (retired 2008) of Xerox Corporation, and Greater Philadelphia Chamber of
Corporation (document management products and Commerce; Trustee of the National Constitution Center;
services); Director of SPX Corporation (multi-industry Chair of the Presidential Commission for the Study of
manufacturing), the United Way of Rochester, Bioethical Issues.
Amerigroup Corporation (managed health care),  
the University of Rochester Medical Center, and  
Monroe Community College Foundation.  



JoAnn Heffernan Heisen Executive Officers  
Born 1950. Trustee Since July 1998. Principal    
Occupation(s) During the Past Five Years: Corporate Thomas J. Higgins  
Vice President and Chief Global Diversity Officer since Born 1957. Chief Financial Officer Since September
2006 (retired 2008) and Member of the Executive 2008. Principal Occupation(s) During the Past Five
Committee (retired 2008) of Johnson & Johnson Years: Principal of The Vanguard Group, Inc.; Chief
(pharmaceuticals/consumer products); Vice President Financial Officer of each of the investment companies
and Chief Information Officer of Johnson & Johnson served by The Vanguard Group since 2008; Treasurer
(1997–2005); Director of the University Medical Center of each of the investment companies served by The
at Princeton and Women’s Research and Education Vanguard Group (1998–2008).
Institute; Member of the Advisory Board of the    
Maxwell School of Citizenship and Public Affairs Kathryn J. Hyatt  
at Syracuse University. Born 1955. Treasurer Since November 2008. Principal
  Occupation(s) During the Past Five Years: Principal
F. Joseph Loughrey of The Vanguard Group, Inc.; Treasurer of each of
Born 1949. Trustee Since October 2009. Principal the investment companies served by The Vanguard
Occupation(s) During the Past Five Years: President Group since 2008; Assistant Treasurer of each of the
and Chief Operating Officer since 2005 (retired 2009) investment companies served by The Vanguard Group
and Vice Chairman of the Board (2008–2009) of (1988–2008).  
Cummins Inc. (industrial machinery); Director of    
SKF AB (industrial machinery), Hillenbrand, Inc. Heidi Stam  
(specialized consumer services), Sauer-Danfoss Inc. Born 1956. Secretary Since July 2005. Principal
(machinery), the Lumina Foundation for Education, Occupation(s) During the Past Five Years: Managing
and Oxfam America; Chairman of the Advisory Council Director of The Vanguard Group, Inc., since 2006;
for the College of Arts and Letters at the University of General Counsel of The Vanguard Group since 2005;
Notre Dame. Secretary of The Vanguard Group and of each of the
  investment companies served by The Vanguard Group
André F. Perold since 2005; Director and Senior Vice President of
Born 1952. Trustee Since December 2004. Principal Vanguard Marketing Corporation since 2005;
Occupation(s) During the Past Five Years: George Principal of The Vanguard Group (1997–2006).
Gund Professor of Finance and Banking at the Harvard    
Business School; Chair of the Investment Committee    
of HighVista Strategies LLC (private investment firm). Vanguard Senior Management Team
 
Alfred M. Rankin, Jr. R. Gregory Barton Michael S. Miller
Born 1941. Trustee Since January 1993. Principal Mortimer J. Buckley James M. Norris
Occupation(s) During the Past Five Years: Chairman, Kathleen C. Gubanich Glenn W. Reed
President, and Chief Executive Officer of NACCO Paul A. Heller George U. Sauter
Industries, Inc. (forklift trucks/housewares/lignite);    
Director of Goodrich Corporation (industrial products/    
aircraft systems and services); Chairman of the Federal Chairman Emeritus and Senior Advisor
Reserve Bank of Cleveland; Trustee of The Cleveland    
Museum of Art. John J. Brennan  
  Chairman, 1996–2009  
Peter F. Volanakis Chief Executive Officer and President, 1996–2008
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years: President    
since 2007 and Chief Operating Officer since 2005 Founder  
of Corning Incorporated (communications equipment);    
President of Corning Technologies (2001–2005); John C. Bogle  
Director of Corning Incorporated and Dow Corning; Chairman and Chief Executive Officer, 1974–1996
Trustee of the Corning Incorporated Foundation and    
the Corning Museum of Glass; Overseer of the    
Amos Tuck School of Business Administration at    
Dartmouth College.    

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

2 December 2002 for Vanguard Equity Income Fund, Vanguard Growth Equity Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.



 

 
P.O. Box 2600
Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > www.vanguard.com
 
 
 
Fund Information > 800-662-7447
Direct Investor Account Services > 800-662-2739
Institutional Investor Services > 800-523-1036
Text Telephone for People With Hearing Impairment > 800-749-7273
 
This material may be used in conjunction with the offering of shares of any Vanguard
fund only if preceded or accompanied by the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper Inc. or Morningstar, Inc., unless otherwise noted.
You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting our website, www.vanguard.com,
and searching for “proxy voting guidelines,” or by calling Vanguard at 800-662-2739. The guidelines are also
available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either
www.vanguard.com or www.sec.gov.
 
You can review and copy information about your fund at the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at 202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive copies of this information, for a fee, by sending a
request in either of two ways: via e-mail addressed to publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange Commission, Washington, DC 20549-1520.

© 2010 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
 
Q3082B 052010



Item 2: Not Applicable.

Item 3: Not Applicable.

Item 4: Not Applicable.

Item 5: Not Applicable.

Item 6: Not Applicable.

Item 7: Not Applicable.

Item 8: Not Applicable.

Item 9: Not Applicable.

Item 10: Not Applicable.

Item 11: 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. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.



Item 12: Exhibits.

(a) Code of Ethics.
(b) Certifications.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  VANGUARD CHESTER FUNDS
 
By: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: May 21, 2010  

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 CHESTER FUNDS
 
By: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: May 21, 2010  
 
 
  VANGUARD CHESTER FUNDS
 
By: /s/ THOMAS J. HIGGINS*
  THOMAS J. HIGGINS
  CHIEF FINANCIAL OFFICER

Date: May 21, 2010

* By: /s/ Heidi Stam

Heidi Stam, pursuant to a Power of Attorney filed on April 26, 2010, see file Number 33-53683, is Incorporated by Reference.