Vanguard Whitehall Funds CORRESP Correspondence with SEC

			P.O. Box 2600
			Valley Forge, PA 19482-2600
			610-669-1538
			Barry_a_Mendelson@vanguard.com
November 19, 2013
Amy Miller, Esq.
U.S. Securities & Exchange Commission			via electronic filing
100 F Street, N.E.
Washington, DC 20549
RE:	Vanguard Whitehall Funds; File No. 33-64845
Dear Ms. Miller,
	This letter responds to your comments provided by telephone on November 13, 2013 on the
post-effective amendment of the above-referenced registrant. You commented on Post-Effective
Amendment No. 51 that was filed on September 27, 2013 in order to register shares of Global
Minimum Volatility Fund (the “Fund”), a new series of the Trust.
Comment 1:		Prospectus – Fund Summary – Fees and Expenses (page 1)
Comment:		Please replace the phrase “Management Expenses,” which appears in the Annual
		Fund Operating Expenses (“AFOE”) table on page 1 of the Prospectus, with
		“Management Fees” to be consistent with the AFOE Instructions of Item 3 of
		Form N-1A.
Response:		For most if not all funds other than Vanguard funds, the costs associated with
		paying a manager are based on contractual fee rates applied to assets under
		management, and therefore are appropriately categorized as “fees.” By contrast,
		under Vanguard’s unique at-cost expense arrangement, Vanguard passes its actual
		out-of-pocket expenses through to the Vanguard funds, and so the amounts
		reflected on this line item of the AFOE table are more appropriately characterized
		as “management expenses” rather than “management fees.” Nevertheless in
		deference to the staff’s desire for uniformity in the presentation of the Fund
		Summary portion of the prospectus, we will replace the phrase “Management
		Expenses,” which appears in the AFOE table on page 1 of the Prospectus, with
		“Management Fees.”

Comment 2:	Prospectus – Fund Summary – Tax Information (page 4)
Comment:	As currently drafted, the prospectus states that “The Fund’s distributions may be
taxable as ordinary income or capital gain.” Please clarify that this
	characterization does not apply to investors holdings shares in tax-deferred
	accounts.
Response:	We will revise the Tax Information section to read as follows (new material in
	italics): “The Fund’s distributions may be taxed as ordinary income or capital
	gains.If you are investing through a tax-deferred retirement account, such as an
	IRA, special tax rules apply.” As we mentioned in our phone conversation,
	different language appears in the Tax Information section of the Fund Summary
	for the prospectuses that are designed specifically for the participants in
	employer-sponsored retirement plans.
Comment 3:	Prospectus – More on the Fund – Market Exposure (page 6)
Comment:	A fund that includes “global” in its name should have a policy requiring
	investment in at least three different countries. Please add disclosure clarifying
	that the Fund will invest in at least three different countries.
Response:	We have added language to the Primary Investment Strategies disclosure on page
	2 stating that the portfolio will include companies “located in many different
	countries.” We think this complies with the spirit of your comment because the
	term “many” cannot reasonably be read to mean less than three. We believe such
	disclosure is preferable to the phrasing you suggest because "at least three
	different countries” does not sufficiently convey the degree of country
	diversification that the Fund will provide.
Comment 4:	Prospectus – More on the Fund–Other Investment Policies and Risks (page 11)
Comment:	The Prospectus states that the Fund may invest a small portion of its assets in
	shares of exchange-traded funds (“ETFs”). If the aggregate expenses attributable
	to the cost of investing in ETFs exceed 0.01% of the average net assets of the
	Fund, a separate line item, Acquired Fund Fees and Expenses (“AFFE”), is
	required to be added to the fee table. Please confirm that aggregate expenses
	attributable to the cost of investing in ETFs will not exceed 0.01% of the average
	net assets of the Fund.
Response:	Aggregate expenses attributable to investing in ETFs are not expected to exceed
	0.01% of the average net assets of the Fund. Accordingly, a separate line item
	representing AFFE is not required to be included in the Fund’s fee table. In the
	future, if aggregate expenses attributable to investing in ETFs exceed 0.01% of
	the Fund’s average nets assets, a separate line item for AFFE will be added to the
	fee table.

Comment 5:	Tandy Requirements
As required by the SEC, the Fund acknowledges that:
•	The Fund is responsible for the adequacy and accuracy of the disclosure in the filing.
•	Staff comments or changes in response to staff comments in the filings reviewed by
	the staff do not foreclose the Commission from taking any action with respect to the
	filing.
•	The Fund may not assert staff comments as a defense in any proceeding initiated by
	the Commission or any person under the federal securities laws of the United States.
Please contact me at (610) 503-2398 with any questions or comments regarding the
above response. Thank you.
	Sincerely,
	Barry A. Mendelson
	Principal and Senior Counsel