N-CSRS 1 convertiblesecfinal.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT COMPANY


Investment Company Act file number: 811-21478

Name of Registrant: Vanguard Convertible Securities Fund

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: November 30

Date of reporting period: December 1, 2005 - May 31, 2005

Item 1: Reports to Shareholders




 

Vanguard® Convertible Securities Fund

 

 

 

 

 

> Semiannual Report

 

 

 

 

 

May 31, 2006

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

>

Vanguard Convertible Securities Fund logged an excellent half-year return of 8.4%, well ahead of its benchmark index and the average return among peer funds.

>

The fund’s gains were shaped by the advisor’s successful selection among convertible securities in a range of industries. The fund also benefited from stock and bond markets that favored small companies with low credit ratings.

>

The broad bond market was flat for the half-year; stock gains were greatest among small-capitalization and foreign stocks.

 

 

 

Contents

 

 

 

Your Fund’s Total Returns

1

Chairman’s Letter

2

Advisor’s Report

6

Fund Profile

9

Performance Summary

10

Financial Statements

11

About Your Fund’s Expenses

20

Trustees Approve Advisory Agreement

22

Glossary

23

 

 

 

 

 

 

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 cover of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 



 

 

 

Your Fund’s Total Returns

 

 

 

 

 

Six Months Ended May 31, 2006

 

 

Total

 

Return

Vanguard Convertible Securities Fund

8.4%

Merrill Lynch All US Convertibles Index

5.4

Average Convertible Securities Fund1

4.5

Dow Jones Wilshire 5000 Index

3.4

 

 

 

 

Your Fund’s Performance at a Glance

 

 

November 30, 2005–May 31, 2006

 

 

 

 

 

 

 

 

 

 

Distributions Per Share

 

Starting

Ending

Income

Capital

 

Share Price

Share Price

Dividends

Gains

Vanguard Convertible Securities Fund

$13.57

$14.08

$0.18

$0.43

 

 

 

 

 

 

 

1 Derived from data provided by Lipper Inc.

1


 

 


 

 

Chairman’s Letter

 

Dear Shareholder,

 

During the fiscal half-year ended May 31, 2006, an investment trend of embracing risk continued, with emerging-market stocks and economically sensitive smaller companies the chief beneficiaries. Vanguard Convertible Securities Fund flourished in this environment, returning 8.4%.

The fund focuses on convertible bonds issued by companies that have good growth prospects but weaker credit ratings than the market as a whole. During the recent period of strong economic growth, investors showed faith in the growth prospects of these lower-rated companies and favored their securities.

The fund’s convertible bonds were of a slightly lower credit quality than those of its index, giving it a relative performance advantage during the period. The fund also widely outdistanced the average return among peer funds, partly due to the advisor’s superior security selection and partly to a focus solely on convertible securities. Peer funds tend to include “straight” stocks and bonds that do not offer a conversion feature.

Bonds treaded water as rates continued to rise

Bond market returns were flat during the past six months, as rising interest rates put pressure on prices. The Federal Reserve Board raised its target for the federal funds rate from 4.00% to 5.00%

 

 


2


 

 

 

in four separate actions as part of its efforts to rein in inflationary pressures. Yields moved higher across the maturity spectrum, a change from the pattern in prior months when yields rose at the shorter end but fell at the longer end.

In general, short-term and municipal securities outperformed long-term taxable bonds. High-yield bonds, which are less sensitive to changes in interest rates, turned in impressive relative results.

Stocks gained ground, then stumbled late in the period

The U.S. stock market advanced through much of the fiscal half-year, with some indexes approaching a five-year high in early May. Despite ongoing concerns about high energy costs and the possibility of inflation, investors generally remained positive about the economy. In mid-May, however, worries over whether the Fed would continue to raise interest rates gave some investors pause, leading to a decline in the major indexes.

In the U.S. market, small-capitalization stocks once again outperformed their large-cap counterparts, a persistent trend over the past few years. Returns of international stocks, aided by a weak dollar, continued to surpass those of U.S. stocks. Although emerging markets experienced noteworthy losses in May, they were strong performers for the half-year.

 

 

Market Barometer

 

 

 

 

Total Returns

 

Periods Ended May 31, 2006

 

Six Months

One Year

Five Years1

Stocks

 

 

 

Russell 1000 Index (Large-caps)

2.8%

9.4%

2.6%

Russell 2000 Index (Small-caps)

7.0

18.2

9.1

Dow Jones Wilshire 5000 Index (Entire market)

3.4

10.8

3.7

MSCI All Country World Index ex USA (International)

15.4

30.9

11.0

 

 

 

 

 

 

 

 

Bonds

 

 

 

Lehman Aggregate Bond Index (Broad taxable market)

0.0%

–0.5%

5.0%

Lehman Municipal Bond Index

1.5

1.9

5.3

Citigroup 3-Month Treasury Bill Index

2.1

3.8

2.1

 

 

 

 

 

 

 

 

CPI

 

 

 

Consumer Price Index

2.5%

4.2%

2.6%

 

 

 

 

1 Annualized.

 

 


3


 

 

Advisor’s skill and market environment combined to boost fund’s return

Vanguard Convertible Securities Fund enjoyed a six-month return that significantly outdistanced broad stock and bond markets. The outsized result is attributable to several factors. The fund’s advisor, Oaktree Capital Management, did an excellent job of selecting convertible bonds and convertible preferred stocks that performed well during the period. Top performers represented a wide range of industries, including wireless telecommunications, airlines, casinos, and biotechnology. The fund’s low costs helped provide investors a leg up on funds that bear a heavier cost burden. For a more detailed discussion of the portfolio and the advisor’s strategy, please see the Advisor’s Report that begins on page 6.

 

The fund’s return also reflected the results of the fixed income markets, specifically the performance of lower-credit-quality bonds. During the half-year, the debt market embraced increased risk, resulting in higher prices (and lower yields) on lower-quality bonds. In a strong economic environment, investors believe lower-rated bonds are less likely to default; thus they bid up the prices of these potentially higher-returning securities. This trend boosted prices for the nearly 90% of the portfolio invested in convertible bonds. These bonds don’t pay as much interest as traditional bonds, but they offer the possibility of a higher total return if the company’s stock performs well.

 

 

Annualized Expense Ratios1

 

 

Your fund compared with its peer group

 

 

 

 

Average

 

 

Convertible

 

Fund

Securities Fund

Convertible Securities Fund

0.89%

1.51%

 

 

 

 

 

1

Fund expense ratio reflects the six months ended May 31, 2006. Peer-group expense ratio is derived from data provided by Lipper Inc. and captures information through year-end 2005.

 

 

 


4


 

 

Maintain realistic expectations as market cycles wane

Your fund has benefited from two extended rallies—the run-up in prices of lower-quality bonds and the outperformance of equities for small- and mid-sized companies, providing a boost to the potential payoff for investing in convertible bonds. Both trends won’t continue forever; markets cycle through preferences for one segment over another. The portfolio’s lower-quality bonds are very sensitive to the performance of the overall economy. If the economy softens and the threat of defaults increases, investors could lose their appetite for the portfolio’s lower-rated names, reversing the trend of the past six months.

It is important to remember the Convertible Securities Fund’s goal: to provide returns comparable to those of stocks over the long term, but with less risk. The fund’s fixed income component provides more protection than an all-equity portfolio, while the bonds’ link to stock performance provides the potential for higher returns than an all-bond portfolio—an unusual combination that can help diversify a portfolio made up of traditional stock or bond investments.

We hope you keep the fund’s long-term outlook in mind and that you use the fund in a portfolio that provides exposure to multiple asset classes and investment styles.

Thank you for entrusting your assets to Vanguard.

Sincerely,

 


 

John J. Brennan

Chairman and Chief Executive Officer

 

June 12, 2006

 

 


5


 

 

Advisor’s Report

 

The 2006 fiscal year for Vanguard Convertible Securities Fund started strongly as a combination of rising underlying equity prices and tighter credit spreads for non-investment-grade securities pushed convertible prices substantially higher.

Mid-cap stocks were particularly strong, with the Russell 2000 Index advancing to all-time highs and easily outpacing the larger-cap equity indexes. However, concerns about inflation and rising interest rates weighed on investors late in the period and curtailed the gains of both equities and convertibles.

In this generally positive environment, we are pleased to report that the fund far outperformed its primary benchmark, the Merrill Lynch All US Convertibles Index. Our outperformance was attributable to specific security selection, with a wide variety of names contributing to our advantage.

The investment environment

Although the convertible market achieved a reasonable return over the past several months, the period was basically uneventful in most respects. Redemptions from convertible hedge funds were not the negative factor they were in early 2005, and overall demand was quite strong most of the time.

The energy sector was by far the most volatile part of the convertible market. It began the period with stellar gains but then fell substantially early in calendar 2006 as oil and gas prices retreated from their elevated levels. However, toward the end of the fiscal half-year, energy prices climbed again and so did prices for most energy-related investments.

The metals and materials groups also were fertile areas for above-average gains and were among the top contributors to the index’s return. Airlines, certain health care names, and several telecommunications issues delivered above-average returns as well. Detracting from performance were convertibles from the media, utilities, and consumer staples sectors. Auto issues remained under particular pressure, reflecting the industry’s well-known challenges. The overall creditworthiness of the convertible market was unchanged during the period.

Helped by the two-tranche, $5 billion Amgen deal, new issuance during the period was reasonable, although somewhat lighter than expected, given the surge in late 2005. Nearly all of the issues were convertible bonds (almost 90%), and most were reasonably priced. Other major deals came from SanDisk, Gilead Sciences, Medtronic, Teva Pharmaceutical, and Nabors Industries.

We remain optimistic about prospects for a more vibrant calendar going forward. Convertible issuance should get a boost from rising interest rates (which make convertibles a relatively cheap way to finance) as well as from increased equity

 

 


6


 

 

volatility. Issuance in 2006 is expected to total $50 billion to $60 billion, well above 2005’s $37.5 billion.

Our successes

As mentioned above, the fund enjoyed good performance from a wide variety of names in several sectors. Top contributors included convertibles from AMR, American Tower, Commscope, RF Micro Devices, PDL BioPharma, and Scientific Games.

We used the opportunity to steadily scale out of holdings that had risen enough in price to become pure equity substitutes and no longer offered the downside protection we require. We substantially reduced our positions in AMR, Cephalon, and Commscope and eliminated our stakes in American Tower, Amylin Pharmaceuticals, The Pantry, and PDL BioPharma. Many of the convertibles we sold were backed by small- to mid-capitalization equities and, by definition, from lower-credit-quality issuers.

We are finding value now across the entire credit spectrum in the convertibles market, but somewhat more than usual in the investment-grade segment. While we used some of the proceeds from our sales to purchase new issues (including Amgen’s), we allocated a large portion to secondary purchases of mid- to large-capitalization names that we deemed both statistically and fundamentally attractive. These include convertibles from American Express, Electronic Data Systems, Fisher Scientific, Hilton Hotels,

L-3 Communications, Wyeth, and Vornado Realty. All had attractive yields, low-to-moderate conversion premiums, and above-average credit quality, and therefore offered a favorable imbalance of upside potential to downside risk.

Our shortfalls

Detractors from our six-month performance were holdings in CV Therapeutics, Genzyme, Intel, and Sepracor. We have sold Intel and substantially reduced our positions in CV Therapeutics and Sepracor.

Disappointing results also came from Hutchinson Technology and MeriStar Hospitality.

Compared with the benchmark index, we were underweighted in metals and materials issues, which performed very strongly for most of the period. Many of the securities in these groups had undesirable structures or were priced well beyond our normal purchase level. None of our holdings experienced a significant negative credit development.

The fund’s positioning

We continue to pursue a balanced strategy and continue to take profits in order to keep the portfolio correctly positioned. We are very comfortable with the overall credit quality of the portfolio and are fully invested in convertible securities, with a mix of about 90% convertible bonds and 10% convertible preferreds. As usual, the fund has no direct exposure to common stocks. We believe that the convertible securities market is reasonably cheap and

 

 


7


 

 

that convertibles remain an attractive long-term investment. We remain confident that our portfolio can do reasonably well in a wide variety of market environments.

 

Larry Keele, Portfolio Manager

 

Oaktree Capital Management, LLC

June 16, 2006

 

 

 

 

Major Portfolio Changes

 

 

 

Additions

Comments

Hilton Hotels

Attractive convertible and common-stock price.

Fisher Scientific International

Very attractive convertible characteristics with a strong

 

fundamental equity story.

Electronic Data Systems

Improving fundamentals; convertible has very

 

favorable balance of upside/downside characteristics.

Gilead Sciences

Five-year-maturity bond with relatively low conversion

 

premium and non-call status for life.

 

 

Deletions

Comments

American Tower

Reached our price target.

PDL BioPharma

Substantial appreciation led to sale.

The Pantry

Reached our price target.

 

 

 


8


 

 

Fund Profile

As of May 31, 2006

 

 

Portfolio Characteristics

 

 

 

Number of Securities

99

Yield

3.4%

Conversion Premium

28.9%

Average Weighted Maturity

4.2 years

Average Coupon

2.6%

Average Quality1

Ba3/BB

Average Duration

4.8 years

Foreign Holdings

7.8%

Turnover Rate

162%2

Expense Ratio

0.89%2

Short-Term Reserves

4%

 

 

Sector Diversification (% of portfolio)

 

 

Consumer Discretionary

12%

Consumer Staples

1

Energy

8

Financials

7

Health Care

30

Industrials

7

Information Technology

26

Materials

2

Telecommunication Services

1

Utilities

2

Short-Term Reserves

4%

 

Distribution by Maturity

 

(% of fixed income portfolio)

 

 

 

Under 1 Year

2%

1–5 Years

83

5–10 Years

14

10–20 Years

0

20–30 Years

1

 

Distribution by Credit Quality1

 

(% of fixed income portfolio)

 

 

 

Aaa/AAA

0%

Aa/AA

0

A/A

4

Baa/BBB

13

Ba/BB

14

B/B

31

Below B/B

6

Not Rated

32

 

 

 



 

 

 

Volatility Measures

 

 

 

 

Broad

 

Fund

Index3

R-Squared

0.69

1.00

Beta

0.77

1.00

 

 

Ten Largest Holdings4 (% of total net assets)

 

 

 

Fisher Scientific

health care

 

International Inc.

equipment

3.7%

Teva Pharmaceutical

pharmaceuticals

2.8

Chesapeake Energy Corp.

oil and gas

 

 

exploration and

 

 

production

2.7

Manor Care, Inc.

health care facilities

2.6

Electronic Data Systems

data processing

 

 

and outsourced

 

 

services

2.6

Genzyme Corp.

biotechnology

2.5

Hilton Hotels Corp.

hotels, resorts,

 

 

and cruise lines

2.4

General Motors Corp.

automobile

 

 

manufacturers

2.2

Andrew Corp.

communications

 

 

equipment

2.1

L-3 Communications Corp.

aerospace and

 

 

defense

2.1

Top Ten

 

25.7%

 

 

 

 

 

1

Ratings: Moody’s Investors Service, Standard & Poor’s.

   

2

Annualized.

   

3

Dow Jones Wilshire 5000 Index.

   

4

“Ten Largest Holdings” excludes any temporary cash investments and equity index products. See page 23 for a glossary of investment terms.

 

 

 


9


 

 

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.) 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 (%): November 30, 1995–May 31, 2006

 


 

Average Annual Total Returns: Periods Ended March 31, 2006

This table presents average annual total returns through the latest calendar quarter—rather than through the end of the fiscal period. Securities and Exchange Commission rules require that we provide this information.

 

 

 

 

 

 

Ten Years

 

Inception Date

One Year

Five Years

Capital

Income

Total

Convertible Securities Fund3

6/17/1986

20.32%

8.60%

5.63%

4.09%

9.72%

 

 

 

1

Six months ended May 31, 2006.

   

2

CS First Boston Convertibles Index through November 30, 2004; Merrill Lynch All US Convertibles Index thereafter.

   

3

Total return figures do not reflect the 1% fee assessed on redemptions of shares purchased on or after September 15, 2005, and held for less than one year.

 

Note: See Financial Highlights table on page 17 for dividend and capital gains information.

 

 


10


 

 

Financial Statements (unaudited)

 

Statement of Net Assets

As of May 31, 2006

 

The fund provides a complete list of its holdings 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).

 

 

 

 

Face

Market

 

 

Amount

Value•

 

 

($000)

($000)

 

Convertible Bonds (87.1%)

 

 

 

Consumer Discretionary (9.9%)

 

 

 

Arvinmeritor Inc.

 

 

1

4.625%, 3/1/26

1,985

2,089

 

Caesars Entertainment, Inc.

 

 

 

4.150%, 4/15/24

5,220

6,867

 

Carnival Corp.

 

 

 

1.132%, 4/29/33

4,380

2,831

 

Dick’s Sporting Goods, Inc.

 

 

^

1.606%, 2/18/24

9,390

7,042

 

Hilton Hotels Corp.

 

 

 

3.375%, 4/15/23

11,935

15,381

 

Liberty Media Corp.

 

 

 

0.750%, 3/30/08

795

841

 

Scientific Games Corp.

 

 

1

0.750%, 12/1/24

5,555

7,617

 

Shuffle Master, Inc.

 

 

1

1.250%, 4/15/09

785

1,071

 

The Interpublic Group of

 

 

 

Companies, Inc.

 

 

 

4.500%, 3/15/23

9,960

10,209

 

The Walt Disney Co.

 

 

 

2.125%, 4/15/08

5,835

6,528

 

United Auto Group, Inc.

 

 

1

3.500%, 4/1/26

1,860

1,990

 

 

 

62,466

 

Consumer Staples (1.1%)

 

 

 

Vector Group Ltd.

 

 

 

6.250%, 7/15/08

2,740

2,740

 

Wild Oats Markets, Inc.

 

 

 

3.250%, 5/15/34

3,890

4,172

 

 

 

6,912

 

Energy (4.0%)

 

 

 

Cooper Cameron Corp.

 

 

 

1.500%, 5/15/09

2,115

3,077

 

Hanover Compressor Co.

 

 

 

4.750%, 1/15/14

805

1,089

 

McMoRan Exploration Co.

 

 

1

5.250%, 10/6/11

4,920

5,763

 

5.250%, 10/6/11

405

474

 

Nabors Industries Ltd.

 

 

1

0.940%, 5/15/11

12,090

12,053

 

SEACOR Holdings Inc.

 

 

 

2.875%, 12/15/24

2,125

2,640

 

 

 

25,096

 

Financials (4.5%)

 

 

 

American Express Credit Corp.

 

 

 

1.850%, 12/1/33

5,690

5,854

 

American Financial Realty Trust

 

 

 

4.375%, 7/15/24

3,420

3,031

 

BankUnited Capital Trust

 

 

 

3.125%, 3/1/34

4,260

4,244

 

Conseco Inc.

 

 

1

3.500%, 9/30/35

8,840

9,625

 

Vornado Realty L.P.

 

 

 

3.875%, 4/15/25

5,440

5,902

 

 

 

28,656

 

Health Care (30.4%)

 

 

 

Allergan, Inc.

 

 

1

1.500%, 4/1/26

4,915

4,651

 

Amgen Inc.

 

 

1

0.125%, 2/1/11

9,140

8,763

 

Biomartin Pharmaceutical Inc.

 

 

 

2.500%, 3/29/13

1,975

2,056

 

Cephalon Inc.

 

 

 

0.000%, 6/15/33

4,905

5,481

 

 

 


11


 

 

 

 

Face

Market

 

 

Amount

Value•

 

 

($000)

($000)

 

Cubist Pharmaceuticals, Inc.

 

 

 

2.250%, 6/15/13

2,245

2,245

 

CV Therapeutics

 

 

 

3.250%, 8/16/13

715

654

 

Cytyc Corp.

 

 

 

2.250%, 3/15/24

1,890

1,961

 

Emdeon (WebMD) Corp.

 

 

^

3.125%, 9/1/25

8,545

8,470

 

First Horizon

 

 

 

Pharmaceutical Corp.

 

 

 

1.750%, 3/8/24

10,090

10,733

 

Fisher Scientific

 

 

 

International Inc.

 

 

^

3.250%, 3/1/11

20,775

23,424

 

Genzyme Corp.

 

 

 

1.250%, 12/1/08

14,960

15,484

 

Gilead Sciences Inc.

 

 

1 ^

0.500%, 5/1/11

11,265

10,772

 

Invitrogen Corp.

 

 

 

2.000%, 8/1/23

6,675

7,092

 

JDS Uniphase Corp.

 

 

1

1.000%, 5/15/26

3,270

3,282

 

Manor Care, Inc.

 

 

 

2.125%, 8/1/35

515

574

1 ^

2.125%, 8/1/35

13,995

15,587

 

Medarex Inc.

 

 

1

2.250%, 5/15/11

5,555

5,562

 

2.250%, 5/15/11

1,465

1,467

 

Medicis Pharmaceutical Corp.

 

 

 

1.500%, 6/4/33

4,945

4,772

 

Medtronic Inc.

 

 

1

1.500%, 4/15/11

10,460

10,499

 

MGI Pharma Inc.

 

 

 

1.682%, 3/2/11

9,760

6,280

 

Omnicare, Inc.

 

 

 

3.250%, 12/15/35

9,425

8,494

 

SFBC International, Inc.

 

 

 

2.250%, 8/15/24

2,750

2,324

 

Teva Pharmaceutical Financial

 

 

 

1.750%, 2/1/26

18,340

17,492

 

Wyeth

 

 

 

4.238%, 7/15/06

12,650

13,172

 

 

 

191,291

 

Industrials (7.5%)

 

 

 

Alliant Techsystems Inc.

 

 

 

2.750%, 2/15/24

3,000

3,262

 

AMR Corp.

 

 

 

4.500%, 2/15/24

2,090

2,717

 

C&D Technologies Inc.

 

 

1

5.250%, 11/1/25

3,485

3,581

 

Continental Airlines, Inc.

 

 

^

4.500%, 2/1/07

3,475

3,405

 

DRS Technologies Inc.

 

 

1

2.000%, 2/1/26

8,685

9,000

 

FTI Consulting

 

 

1 ^

3.750%, 7/15/12

3,215

3,549

 

3.750%, 7/15/12

450

497

 

L-3 Communications Corp.

 

 

 

3.000%, 8/1/35

13,610

13,202

 

Waste Connections Inc.

 

 

 

3.750%, 4/1/26

595

590

1

3.750%, 4/1/26

7,280

7,216

 

 

 

47,019

 

Information Technology (26.5%)

 

 

 

Amdocs Ltd.

 

 

 

0.500%, 3/15/24

10,530

10,688

 

Andrew Corp.

 

 

 

3.250%, 8/15/13

13,075

13,255

 

Avnet Inc.

 

 

 

2.000%, 3/15/34

7,820

7,331

 

Cadence Design

 

 

 

0.000%, 8/15/23

4,175

4,973

 

Coherent, Inc.

 

 

1

2.750%, 3/1/11

8,200

8,743

 

Commscope Inc.

 

 

 

1.000%, 3/15/24

610

854

 

Conexant Systems Inc.

 

 

1

4.000%, 3/1/26

9,020

8,670

 

Digital River, Inc.

 

 

 

1.250%, 1/1/24

5,860

6,864

 

Electronic Data Systems

 

 

 

3.875%, 7/15/23

16,115

16,115

 

Euronet Worldwide, Inc.

 

 

^

1.625%, 12/15/24

1,860

2,188

 

3.500%, 10/15/25

5,650

6,321

 

FEI Co.

 

 

1

2.875%, 6/1/13

3,150

3,284

 

Flextronics International Ltd.

 

 

 

1.000%, 8/1/10

8,490

8,065

 

Hutchinson Technology Inc.

 

 

 

2.250%, 3/15/10

5,945

5,633

 

3.250%, 1/15/26

1,075

973

 

Kulicke & Soffa Industries, Inc.

 

 

 

0.500%, 11/30/08

8,545

7,114

 

LSI Logic

 

 

 

4.000%, 5/15/10

12,470

12,969

 

 

 


12


 

 

 

 

 

Face

Market

 

 

Amount

Value•

 

 

($000)

($000)

 

Lucent Technologies, Inc.

 

 

 

2.750%, 6/15/23

4,135

4,099

 

Novell Inc.

 

 

 

0.500%, 7/15/24

7,815

7,131

 

Openwave Systems Inc.

 

 

 

2.750%, 9/9/08

3,215

3,400

 

Powerwave Technologies Inc.

 

 

 

1.250%, 7/15/08

2,895

3,134

 

1.875%, 11/15/24

3,015

3,256

 

Quantum Corp.

 

 

 

4.375%, 8/1/10

1,375

1,286

 

Red Hat, Inc.

 

 

 

0.500%, 1/15/24

1,100

1,284

 

RF Micro Devices Inc.

 

 

 

1.500%, 7/1/10

11,840

13,024

 

Vishay Intertechnology

 

 

 

3.625%, 8/1/23

5,415

5,665

 

 

 

166,319

 

Materials (0.7%)

 

 

 

Apex Silver Mines Ltd.

 

 

 

4.000%, 9/15/24

4,535

3,481

 

Coeur D’Alene

 

 

 

1.250%, 1/15/24

1,025

933

 

 

 

4,414

 

Telecommunication Services (1.2%)

 

 

 

Qwest Communications

 

 

 

International, Inc.

 

 

 

3.500%, 11/15/25

5,470

7,419

 

 

 

 

 

 

 

 

 

Utilities (1.3%)

 

 

 

CMS Energy Corp.

 

 

 

2.875%, 12/1/24

7,535

8,025

 

Total Convertible Bonds

 

 

 

(Cost $541,421)

 

547,617

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Convertible Preferred Stocks (10.4%)

 

 

 

Consumer Discretionary (2.2%)

 

 

 

General Motors Corp.

 

 

 

6.250% Cvt. Pfd.

679,500

13,590

 

 

 

 

 

 

 

 

 

Energy (3.6%)

 

 

 

Chesapeake Energy Corp.

 

 

 

4.500% Cvt. Pfd.

20,700

1,925

1

5.000% Cvt. Pfd.

147,400

15,311

 

Goodrich Petroleum Corp.

 

 

1

5.375% Cvt. Pfd.

111,900

5,525

 

 

 

22,761

 

Financials (2.0%)

 

 

 

Aspen Insurance

 

 

 

Holdings, Ltd.

 

 

 

5.625% Cvt. Pfd.

132,400

6,355

 

Conseco Inc.

 

 

 

5.500% Cvt. Pfd.

46,500

1,331

 

Travelers Property

 

 

 

Casualty Corp.

 

 

 

4.500% Cvt. Pfd.

197,925

4,920

 

 

 

12,606

 

Materials (1.4%)

 

 

 

Celanese Corp. Series A

 

 

 

4.250% Cvt. Pfd.

238,800

7,045

 

Freeport-McMoRan

 

 

 

Copper & Gold, Inc.

 

 

 

5.500% Cvt. Pfd.

1,410

1,768

 

 

 

8,813

 

Utilities (1.2%)

 

 

 

NRG Energy, Inc.

 

 

 

4.000% Cvt. Pfd.

710

963

 

5.750% Cvt. Pfd.

25,200

6,347

 

 

 

7,310

 

Total Convertible Preferred Stocks

 

 

 

(Cost $63,618)

 

65,080

 

Temporary Cash Investments (11.4%)

 

 

2

Vanguard Market Liquidity

 

 

 

Fund, 5.010%

22,352,278

22,352

2

Vanguard Market Liquidity

 

 

 

Fund, 5.010%—Note F

49,337,452

49,337

 

Total Temporary Cash Investments

 

 

 

(Cost $71,689)

 

71,689

 

Total Investments (108.9%)

 

 

 

(Cost $676,728)

 

684,386

 

Other Assets and Liabilities (–8.9%)

 

 

 

Other Assets—Note C

 

11,598

 

Security Lending Collateral

 

 

 

Payable to Brokers—Note F

 

(49,337)

 

Other Liabilities

 

(18,408)

 

 

 

(56,147)

 

Net Assets (100%)

 

 

 

Applicable to 44,635,016 outstanding

 

 

 

$.001 par value shares of beneficial

 

 

 

interest (unlimited authorization)

 

628,239

 

Net Asset Value Per Share

 

$14.08

 

 

 


13


 

 

At May 31, 2006, net assets consisted of:3

 

 

 

Amount

Per

 

($000)

Share

Paid-in Capital

567,397

$12.72

Undistributed Net

 

 

Investment Income

2,788

.06

Accumulated Net

 

 

Realized Gains

50,396

1.13

Unrealized Appreciation

7,658

.17

Net Assets

628,239

$14.08

 

 

 

See Note A in Notes to Financial Statements.

   

^

Part of security position is on loan to broker/dealers. See Note F in Notes to Financial Statements.

   

1

Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At May 31, 2006, the aggregate value of these securities was $164,203,000, representing 26.1% of net assets.

   

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

See Note D in Notes to Financial Statements for the tax-basis components of net assets.

 

 

 


14


 

 

 

Statement of Operations

 

 

Six Months Ended

 

May 31, 2006

 

($000)

Investment Income

 

Income

 

Dividends

1,495

Interest1

9,376

Security Lending

106

Total Income

10,977

Expenses

 

Investment Advisory Fees—Note B

 

Basic Fee

1,103

Performance Adjustment

683

The Vanguard Group—Note C

 

Management and Administrative

769

Marketing and Distribution

84

Custodian Fees

10

Shareholders’ Reports

9

Total Expenses

2,658

Net Investment Income

8,319

Realized Net Gain (Loss) on Investment Securities Sold

50,435

Change in Unrealized Appreciation (Depreciation) of Investment Securities

(13,528)

Net Increase (Decrease) in Net Assets Resulting from Operations

45,226

 

 

 

 

1

Interest income from an affiliated company of the fund was $494,000.

 

 

 


15


 

 

Statement of Changes in Net Assets

 

 

Six Months Ended

Year Ended

 

May 31,

Nov. 30,

 

2006

2005

 

($000)

($000)

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net Investment Income

8,319

14,691

Realized Net Gain (Loss)

50,435

21,903

Change in Unrealized Appreciation (Depreciation)

(13,528)

(12,213)

Net Increase (Decrease) in Net Assets Resulting from Operations

45,226

24,381

Distributions

 

 

Net Investment Income

(7,418)

(17,976)

Realized Capital Gain1

(17,355)

(34,225)

Total Distributions

(24,773)

(52,201)

Capital Share Transactions—Note G

 

 

Issued

83,925

47,507

Issued in Lieu of Cash Distributions

21,587

45,081

Redeemed2

(49,948)

(471,096)

Net Increase (Decrease) from Capital Share Transactions

55,564

(378,508)

Total Increase (Decrease)

76,017

(406,328)

Net Assets

 

 

Beginning of Period

552,222

958,550

End of Period3

628,239

552,222

 

 

 

1

Includes fiscal 2006 and 2005 short-term gain distributions totaling $2,825,000 and $9,035,000,

 

respectively. Short-term gain distributions are treated as ordinary income dividends for tax

purposes.

 

2

Net of redemption fees of $21,000 and $0.

   

3

Net Assets—End of Period includes undistributed net investment income of $2,788,000 and $1,846,000.

 

 

 


16


 

 

Financial Highlights

 

 

 

 

 

 

 

 

 

Six Months

 

 

 

 

 

 

Ended

Year Ended November 30,

For a Share Outstanding

May 31,

 

 

 

 

 

Throughout Each Period

2006

2005

2004

2003

2002

2001

Net Asset Value, Beginning of Period

$13.57

$13.62

$13.05

$10.57

$12.12

$12.68

Investment Operations

 

 

 

 

 

 

Net Investment Income

.19

.29

.39

.41

.47

.53

Net Realized and Unrealized Gain (Loss)

 

 

 

 

 

 

on Investments

.93

.48

.60

2.48

(1.53)

(.04)

Total from Investment Operations

1.12

.77

.99

2.89

(1.06)

.49

Distributions

 

 

 

 

 

 

Dividends from Net Investment Income

(.18)

(.32)

(.42)

(.41)

(.49)

(.54)

Distributions from Realized Capital Gains

(.43)

(.50)

(.51)

Total Distributions

(.61)

(.82)

(.42)

(.41)

(.49)

(1.05)

Net Asset Value, End of Period

$14.08

$13.57

$13.62

$13.05

$10.57

$12.12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Return1

8.44%

5.92%

7.71%

28.07%

–8.88%

3.98%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios/Supplemental Data

 

 

 

 

 

 

Net Assets, End of Period (Millions)

$628

$552

$959

$817

$291

$300

Ratio of Total Expenses to

 

 

 

 

 

 

Average Net Assets2

0.89%3

0.86%

0.68%

0.84%

0.95%

0.71%

Ratio of Net Investment Income to

 

 

 

 

 

 

Average Net Assets

2.79%3

2.18%

2.94%

3.82%

4.27%

4.21%

Portfolio Turnover Rate

162%3

86%

123%

127%

118%

156%

 

 

 

1

Total returns do not reflect the 1% fee assessed on redemptions of shares purchased on or after

 

September 15, 2005, and held for less than one year.

 

2

Includes performance-based investment advisory fee increases (decreases) of 0.23%, 0.20%, 0.06%, 0.13%, 0.21%, and 0.01%.

   

3

Annualized.

 

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

 

 


17


 

 

Notes to Financial Statements

 

Vanguard Convertible Securities Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund.

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 4:00 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. Bonds, and temporary cash investments acquired over 60 days to maturity, are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value.

2. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Accordingly, no provision for federal income taxes is required in the financial statements.

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

4. 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.

5. 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. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. 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.

B. Oaktree Capital Management, LLC, provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to the Credit Suisse First Boston Convertible Securities Index for periods prior to December 1, 2004, and the Merrill Lynch All US Convertibles Index beginning December 1, 2004. The benchmark change will be fully phased in by November 30, 2007. For the six months ended May 31, 2006, the investment advisory fee represented an effective annual basic rate of 0.37% of the fund’s average net assets before an increase of $683,000 (0.23%) based on performance.

 

 


18


 

 

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 May 31, 2006, the fund had contributed capital of $68,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.07% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

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.

Certain of the fund’s convertible preferred stock investments are treated as debt securities for tax purposes. During the six months ended May 31, 2006, the fund realized gains of $41,000 from the sale of these securities, which are included in distributable net investment income for tax purposes; accordingly, such gains have been reclassified from accumulated net realized gains to undistributed net investment income.

At May 31, 2006, net unrealized appreciation of investment securities for tax purposes was $7,658,000, consisting of unrealized gains of $23,501,000 on securities that had risen in value since their purchase and $15,843,000 in unrealized losses on securities that had fallen in value since their purchase.

E. During the six months ended May 31, 2006, the fund purchased $494,813,000 of investment securities and sold $455,406,000 of investment securities, other than temporary cash investments.

F. The market value of securities on loan to broker/dealers at May 31, 2006, was $48,325,000, for which the fund received cash collateral of $49,337,000.

G. Capital shares issued and redeemed were:

 

 

 

Six Months Ended

Year Ended

 

May 31, 2006

November 30, 2005

 

Shares

Shares

 

(000)

(000)

Issued

5,914

3,643

Issued in Lieu of Cash Distributions

1,590

3,418

Redeemed

(3,556)

(36,767)

Net Increase (Decrease) in Shares Outstanding

3,948

(29,706)

 

 

 


19


 

 

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 table below 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.

 

Six Months Ended May 31, 2006

 

 

 

 

Beginning

Ending

Expenses

 

Account Value

Account Value

Paid During

Convertible Securities Fund

11/30/2005

5/31/2006

Period1

Based on Actual Fund Return

$1,000.00

$1,084.41

$4.63

Based on Hypothetical 5% Yearly Return

1,000.00

1,020.49

4.48

 

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect any transactional costs or account maintenance fees. They do not include your fund’s low-balance fee or the 1% fee assessed on redemptions of shares held less than one year. These fees are fully described in the prospectus. If these fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

 

 

1

These calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.89%. 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.

 

 

 


20


 

 

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 the appropriate fund prospectus.

 

 


21


 

 

Trustees Approve Advisory Agreement

 

The board of trustees of Vanguard Convertible Securities Fund has renewed the fund’s investment advisory agreement with Oaktree Capital Management, LLC. The board determined that the retention of Oaktree was in the best interests of the fund and its shareholders.

The board decided to approve the agreement based upon its evaluation of Oaktree’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 agreement. 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 fund’s investment management over both short- and long-term periods and took into account the organizational depth and stability of the firm. Founded in 1995, Oaktree Capital Management specializes in managing convertible securities. The advisor uses a bottom-up investment approach to select convertibles considered to have the best balance of upside potential and downside protection. Discipline is key to the fund’s management; Oaktree invests predominantly in convertibles possessing an attractive combination of conversion and income features—true hybrid securities—and sells the issues when their characteristics become too similar to those of conventional bonds or common stocks. Oaktree is a deep and stable firm, and has advised the fund since 1996.

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

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance of relevant benchmarks and peer groups. The board concluded that the advisor has carried out the fund’s investment strategy in disciplined fashion, and that the performance provided by Oaktree has been favorable compared with that of the fund’s benchmark and peer group. Information about the fund’s performance, including some of the data considered by the board, can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was far below the average expense ratio charged by funds in its peer group. The fund’s advisory fee was also well below the peer-group average. Information about the fund’s expense ratio appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the advisory fee rate.

The board did not consider profitability of Oaktree in determining whether to approve the advisory fee, because Oaktree is independent of Vanguard and the advisory fee is the result of arm’slength negotiations.

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule. The breakpoints reduce the effective rate of the fee as the fund’s assets increase.

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

 

 


22


 

 

 

Glossary

 

Average Coupon. The average interest rate paid on the fixed income securities held by a fund. It is expressed as a percentage of face value.

Average Duration. An estimate of how much the value of the bonds held by a fund will fluctuate in response to a change in interest rates. To see how the value could change, multiply the average duration by the change in rates. If interest rates rise by 1 percentage point, the value of the bonds in a fund with an average duration of five years would decline by about 5%. If rates decrease by a percentage point, the value would rise by 5%.

Average Quality. An indicator of credit risk, this figure is the average of the ratings assigned to a fund’s holdings by credit-rating agencies. The agencies make their judgment after appraising an issuer’s ability to meet its obligations. Quality is graded on a scale, with Aaa or AAA indicating the most creditworthy bond issuers.

Average Weighted Maturity. The average length of time until fixed income securities held by a fund reach maturity and are repaid. The figure reflects the proportion of fund assets represented by each security.

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%. A fund’s beta should be reviewed in conjunction with its R-squared (see definition below). 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.

Conversion Premium. The average percentage by which the weighted average market price of the convertible securities held by a fund exceeds the weighted average market price of their underlying common stocks. For example, if a stock is trading at $25 per share and a bond convertible into the stock is trading at a price equivalent to $30 per share of stock, the conversion premium is 20% ($5 ÷ $25 = 20%).

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’s net assets represented by securities of companies based outside the United States.

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.

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.

Yield. A snapshot of a fund’s income from interest and dividends. The yield, expressed as a percentage of the fund’s net asset value, is based on income earned over the past 30 days and is annualized, or projected forward for the coming year.

 

 


23


 

 

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 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.

Our independent board members bring distinguished backgrounds in business, academia, and public service to their task of working with Vanguard officers to establish the policies and oversee the activities of the funds. Among board members’ responsibilities are selecting investment advisors for the funds; monitoring fund operations, performance, and costs; reviewing contracts; nominating and selecting new trustees/directors; and electing Vanguard officers.

Each trustee serves a fund until its termination; or until the trustee’s retirement, resignation, or death; or otherwise as specified in the fund’s organizational documents. Any trustee may be removed at a shareholders’ meeting by a vote representing two-thirds of the net asset value of all shares of the fund together with shares of other Vanguard funds organized within the same trust. The table on these two pages shows information for each trustee and executive officer of the fund. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482.

 

 

Chairman of the Board, Chief Executive Officer, and Trustee

 

 

John J. Brennan1

 

Born 1954

Principal Occupation(s) During the Past Five Years: Chairman of the Board, Chief

Trustee since May 1987;

Executive Officer, and Director/Trustee of The Vanguard Group, Inc., and of each

Chairman of the Board and

of the investment companies served by The Vanguard Group.

Chief Executive Officer

 

136 Vanguard Funds Overseen

 

 

 

Independent Trustees

 

 

 

Charles D. Ellis

 

Born 1937

Principal Occupation(s) During the Past Five Years: Applecore Partners (pro bono ventures

Trustee since January 2001

in education); Senior Advisor to Greenwich Associates (international business strategy

136 Vanguard Funds Overseen

consulting); Successor Trustee of Yale University; Overseer of the Stern School of

 

Business at New York University; Trustee of the Whitehead Institute for Biomedical

 

Research.

 

 

Rajiv L. Gupta

 

Born 1945

Principal Occupation(s) During the Past Five Years: Chairman and Chief Executive Officer

Trustee since December 20012

of Rohm and Haas Co. (chemicals); Board Member of the American Chemistry Council;

136 Vanguard Funds Overseen

Director of Tyco International, Ltd. (diversified manufacturing and services) (since 2005);

 

Trustee of Drexel University and of the Chemical Heritage Foundation.

 

 

JoAnn Heffernan Heisen

 

Born 1950

Principal Occupation(s) During the Past Five Years: Corporate Vice President and Chief

Trustee since July 1998

Global Diversity Officer (since January 2006), Vice President and Chief Information

136 Vanguard Funds Overseen

Officer (1997–2005), and Member of the Executive Committee of Johnson & Johnson

 

(pharmaceuticals/consumer products); Director of the University Medical Center

 

at Princeton and Women’s Research and Education Institute.

 

 

 



 

 

 

André F. Perold

 

Born 1952

Principal Occupation(s) During the Past Five Years: George Gund Professor of Finance

Trustee since December 2004

and Banking, Harvard Business School (since 2000); Senior Associate Dean, Director

136 Vanguard Funds Overseen

of Faculty Recruiting, and Chair of Finance Faculty, Harvard Business School; Director

 

and Chairman of UNX, Inc. (equities trading firm) (since 2003); Director of registered

 

investment companies advised by Merrill Lynch Investment Managers and affiliates

 

(1985–2004), Genbel Securities Limited (South African financial services firm)

 

(1999–2003), Gensec Bank (1999–2003), Sanlam, Ltd. (South African insurance

 

company) (2001–2003), and Stockback, Inc. (credit card firm) (2000–2002).

 

 

Alfred M. Rankin, Jr.

 

Born 1941

Principal Occupation(s) During the Past Five Years: Chairman, President, Chief

Trustee since January 1993

Executive Officer, and Director of NACCO Industries, Inc. (forklift trucks/housewares/

136 Vanguard Funds Overseen

lignite); Director of Goodrich Corporation (industrial products/aircraft systems and

 

services); Director of Standard Products Company (supplier for the automotive

 

industry) until 1998.

 

 

J. Lawrence Wilson

 

Born 1936

Principal Occupation(s) During the Past Five Years: Retired Chairman and Chief

Trustee since April 1985

Executive Officer of Rohm and Haas Co. (chemicals); Director of Cummins Inc.

136 Vanguard Funds Overseen

(diesel engines), MeadWestvaco Corp. (packaging products), and AmerisourceBergen

 

Corp. (pharmaceutical distribution); Trustee of Vanderbilt University and of Culver

 

Educational Foundation.

 

 

Executive Officers1

 

 

 

Heidi Stam

 

Born 1956

Principal Occupation(s) During the Past Five Years: Principal of The Vanguard Group, Inc.,

Secretary since July 2005

since November 1997; General Counsel of The Vanguard Group since July 2005;

136 Vanguard Funds Overseen

Secretary of The Vanguard Group and of each of the investment companies served

 

by The Vanguard Group since July 2005.

 

 

Thomas J. Higgins

 

Born 1957

Principal Occupation(s) During the Past Five Years: Principal of The Vanguard Group, Inc.;

Treasurer since July 1998

Treasurer of each of the investment companies served by The Vanguard Group.

136 Vanguard Funds Overseen

 

 

 

Vanguard Senior Management Team

 

 

 

R. Gregory Barton

 

Mortimer J. Buckley

 

James H. Gately

 

Kathleen C. Gubanich

 

F. William McNabb, III

 

Michael S. Miller

 

Ralph K. Packard

 

George U. Sauter

 

 

 

Founder

 

 

 

John C. Bogle

 

Chairman and Chief Executive Officer, 1974–1996

 

1

Officers of the funds are “interested persons” as defined in the Investment Company Act of 1940.

2

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

More information about the trustees is in the Statement of Additional Information, available from The Vanguard Group.

 

 



 

 


 

P.O. Box 2600

Valley Forge, PA 19482-2600

 

Connect with Vanguard™ > www.vanguard.com

 

 

Fund Information > 800-662-7447

Vanguard, Connect with Vanguard, and the ship logo are

 

trademarks of The Vanguard Group, Inc.

Direct Investor Account Services > 800-662-2739

 

 

All other marks are the exclusive property

 

of their respective owners.

Institutional Investor Services > 800-523-1036

 

 

 

Text Telephone > 800-952-3335

All comparative mutual fund data are

 

from Lipper Inc. or Morningstar, Inc.,

 

unless otherwise noted.

 

 

This material may be used in conjunction

You can obtain a free copy of Vanguard’s

with the offering of shares of any

proxy voting guidelines by visiting

Vanguard

our website, www.vanguard.com,

fund only if preceded or accompanied by

and searching for “proxy voting

the fund’s current prospectus.

guidelines,” or by calling

 

Vanguard at 800-662-2739. They 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

 

20549-0102.

 

 

 

© 2006 The Vanguard Group, Inc.

 

All rights reserved.

 

Vanguard Marketing

 

Corporation, Distributor.

 

Q822 072006

 

 

 

 

 




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.

        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 CONVERTIBLE SECURITIES FUND

BY: (signature)
(HEIDI STAM)
JOHN J. BRENNAN*
CHIEF EXECUTIVE OFFICER

Date:   July 20, 2006

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 CONVERTIBLE SECURITIES FUND

BY: (signature)
(HEIDI STAM)
JOHN J. BRENNAN*
CHIEF EXECUTIVE OFFICER

Date:   July 20, 2006

VANGUARD CONVERTIBLE SECURITIES FUND

BY: (signature)
(HEIDI STAM)
THOMAS J. HIGGINS*
TREASURER

Date:   July 20, 2006

*By Power of Attorney. See File Number 2-31333, filed on January 23, 2006. Incorporated by Reference.