1Total 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.
Massachusetts Tax-Exempt Fund
Notes to Financial Statements
Vanguard Massachusetts Tax-Exempt Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in debt instruments of municipal issuers whose ability to meet their obligations may be affected by economic and political developments in the Commonwealth of Massachusetts.
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: 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. Other temporary cash investments are valued at amortized cost, which approximates market value. 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 by methods deemed by the board of trustees to represent fair value.
2. Futures Contracts: The fund uses futures contracts to invest in fixed income asset classes with greater efficiency and lower cost than is possible through direct investment, to add value when these instruments are attractively priced, or to adjust sensitivity to changes in interest rates. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of bonds held by the fund and the prices of futures contracts, and the possibility of an illiquid market.
Futures contracts are valued based upon their quoted daily settlement prices. The aggregate principal amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).
3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its income. Management has analyzed the fund’s tax positions taken on federal income tax returns for all open tax years (tax years ended November 30, 2005–2008) and for the period ended May 31, 2009, and has concluded that no provision for federal income tax is required in the fund’s financial statements.
4. Distributions: Distributions from net investment income are declared daily and paid on the first business day of the following month. Annual distributions from realized capital gains, if any, are recorded on the ex-dividend date.
5. Other: Interest income 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.
B. The Vanguard Group furnishes at cost investment advisory, 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, 2009, the fund had contributed capital of $204,000 to Vanguard (included in Other Assets), representing 0.02% of the fund’s net assets and 0.08% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.
23
Massachusetts Tax-Exempt Fund
C. Capital gain distributions are determined on a tax basis and may differ from 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 gains or losses are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future.
The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at November 30, 2008, the fund had available realized losses of $9,381,000 to offset future net capital gains of $99,000 through November 30, 2014, $1,612,000 through November 30, 2015, and $7,670,000 through November 30, 2016. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending November 30, 2009; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balances above.
The fund had realized losses totaling $1,873,000 through November 30, 2008, which are deferred for tax purposes and reduce the amount of tax-basis unrealized appreciation on investment securities.
At May 31, 2009, the cost of investment securities for tax purposes was $815,536,000. Net unrealized appreciation of investment securities for tax purposes was $10,994,000, consisting of unrealized gains of $22,748,000 on securities that had risen in value since their purchase and $11,754,000 in unrealized losses on securities that had fallen in value since their purchase.
At May 31, 2009, the aggregate settlement value of open futures contracts expiring in September 2009 and the related unrealized appreciation (depreciation) were:
| | ($000) |
| Number of | Aggregate | Unrealized |
| Long (Short) | Settlement | Appreciation |
Futures Contracts | Contracts | Value | (Depreciation) |
30-Year U.S. Treasury Bond | (26) | 3,059 | (8) |
Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.
D. During the six months ended May 31, 2009, the fund purchased $110,924,000 of investment securities and sold $29,226,000 of investment securities, other than temporary cash investments.
E. Capital shares issued and redeemed were:
| Six Months Ended | Year Ended |
| May 31, 2009 | November 30, 2008 |
| Shares | Shares |
| (000) | (000) |
Issued | 13,712 | 30,292 |
Issued in Lieu of Cash Distributions | 1,214 | 2,333 |
Redeemed | (7,079) | (24,982) |
Net Increase (Decrease) in Shares Outstanding | 7,847 | 7,643 |
24
Massachusetts Tax-Exempt Fund
F. In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157 (“FAS 157”), “Fair Value Measurements.” FAS 157 establishes a framework for measuring fair value and expands disclosures about fair value measurements in financial statements.
The various inputs that may be used to determine the value of the fund’s investments are summarized in three broad levels. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).
The following table summarizes the fund’s investments as of May 31, 2009, based on the inputs used to value them:
| Investments | Futures |
| in Securities | Contracts |
Valuation Inputs | ($000) | ($000) |
Level 1—Quoted prices | — | (8) |
Level 2—Other significant observable inputs | 826,530 | — |
Level 3—Significant unobservable inputs | — | — |
Total | 826,530 | (8) |
25
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.
Six Months Ended May 31, 2009 | | | |
| Beginning | Ending | Expenses |
| Account Value | Account Value | Paid During |
Massachusetts Tax Exempt Fund | 11/30/2008 | 5/31/2009 | Period1 |
Based on Actual Fund Return | $1,000.00 | $1,082.35 | $0.88 |
Based on Hypothetical 5% Yearly Return | 1,000.00 | 1,024.08 | 0.86 |
1 The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period was 0.17%. 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
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.
27
Trustees Approve Advisory Arrangement
The board of trustees of Vanguard Massachusetts Tax-Exempt Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. Vanguard—through its Fixed Income Group—serves as the investment advisor for the fund. The board determined that continuing the fund’s internalized management structure was in the best interests of the fund and its 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 fund’s 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 Fixed Income 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 short- and long-term performance of the fund, including any periods of outperformance or underperformance of a relevant benchmark and peer group. The board concluded that the fund has performed in line with expectations and has outperformed the average Massachusetts municipal debt fund, and that its results have been consistent with its investment strategies. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.
Cost
The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group. The board noted that the fund’s advisory expense ratio was also well below its 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.
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 the fund’s low-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as the fund’s assets increase.
The board will consider whether to renew the advisory arrangement again after a one-year period.
28
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 Effective Maturity. The average length of time until fixed income securities held by a fund reach maturity and are repaid, taking into consideration the possibility that the issuer may call the bond before its maturity date. The figure reflects the proportion of fund assets represented by each security; it also reflects any futures contracts held. In general, the longer the average effective maturity, the more a fund’s share price will fluctuate in response to changes in market interest rates.
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.
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.
Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.
29
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.
Yield to Maturity. The rate of return an investor would receive if the fixed income securities held by a fund were held to their maturity dates.
30
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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 157 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.
Chairman of the Board and Interested Trustee | Rajiv L. Gupta |
| Born 1945. Trustee Since December 2001.2 Principal |
| Occupation(s) During the Past Five Years: Retired |
John J. Brennan1 | Chairman and Chief Executive Officer of Rohm and |
Born 1954. Trustee Since May 1987. Chairman of | Haas Co. (chemicals); President of Rohm and Haas Co. |
the Board. Principal Occupation(s) During the Past Five | (2006–2008); Board Member of American Chemistry |
Years: Chairman of the Board and Director/Trustee of | Council; Director of Tyco International, Ltd. (diversified |
The Vanguard Group, Inc., and of each of the investment | manufacturing and services) and Hewlett-Packard Co. |
companies served by The Vanguard Group; Chief | (electronic computer manufacturing); Trustee of The |
Executive Officer and President of The Vanguard Group | Conference Board. |
and of each of the investment companies served by The | |
Vanguard Group (1996–2008). | |
| Amy Gutmann |
| Born 1949. Trustee Since June 2006. Principal |
Independent Trustees | Occupation(s) During the Past Five Years: President of |
| the University of Pennsylvania; Christopher H. Browne |
| Distinguished Professor of Political Science in the School |
Charles D. Ellis | of Arts and Sciences with Secondary Appointments |
Born 1937. Trustee Since January 2001. Principal | at the Annenberg School for Communication and the |
Occupation(s) During the Past Five Years: Applecore | Graduate School of Education of the University of |
Partners (pro bono ventures in education); Senior | Pennsylvania; Director of Carnegie Corporation of |
Advisor to Greenwich Associates (international business | New York, Schuylkill River Development Corporation, |
strategy consulting); Successor Trustee of Yale University; | and Greater Philadelphia Chamber of Commerce; |
Overseer of the Stern School of Business at New York | Trustee of the National Constitution Center. |
University; Trustee of the Whitehead Institute for | |
Biomedical Research. | |
| JoAnn Heffernan Heisen |
| Born 1950. Trustee Since July 1998. Principal |
Emerson U. Fullwood | Occupation(s) During the Past Five Years: Retired |
Born 1948. Trustee Since January 2008. Principal | Corporate Vice President, Chief Global Diversity Officer, |
Occupation(s) During the Past Five Years: Retired | and Member of the Executive Committee of Johnson & |
Executive Chief Staff and Marketing Officer for North | Johnson (pharmaceuticals/consumer products); Vice |
America and Corporate Vice President of Xerox | President and Chief Information Officer (1997–2005) |
Corporation (photocopiers and printers); Director of | of Johnson & Johnson; Director of the University |
SPX Corporation (multi-industry manufacturing), the | Medical Center at Princeton and Women’s Research |
United Way of Rochester, the Boy Scouts of America, | and Education Institute. |
Amerigroup Corporation (direct health and medical | |
insurance carriers), and Monroe Community College | |
Foundation. | |
André F. Perold | F. William McNabb III1 | |
Born 1952. Trustee Since December 2004. Principal | Born 1957. Chief Executive Officer Since August 2008. |
Occupation(s) During the Past Five Years: George Gund | President Since March 2008. Principal Occupation(s) |
Professor of Finance and Banking, Senior Associate | During the Past Five Years: Director of The Vanguard |
Dean, and Director of Faculty Recruiting, Harvard | Group, Inc., since 2008; Chief Executive Officer and |
Business School; Director and Chairman of UNX, Inc. | President of The Vanguard Group and of each of the |
(equities trading firm); Chair of the Investment | investment companies served by The Vanguard Group |
Committee of HighVista Strategies LLC (private | since 2008; Director of Vanguard Marketing Corporation; |
investment firm). | Managing Director of The Vanguard Group (1995–2008) |
| | |
| | |
Alfred M. Rankin, Jr. | Heidi Stam1 | |
Born 1941. Trustee Since January 1993. Principal | Born 1956. Secretary Since July 2005. Principal |
Occupation(s) During the Past Five Years: Chairman, | Occupation(s) During the Past Five Years: Managing |
President, Chief Executive Officer, and Director of | Director of The Vanguard Group, Inc., since 2006; |
NACCO Industries, Inc. (forklift trucks/housewares/ | General Counsel of The Vanguard Group since 2005; |
lignite); Director of Goodrich Corporation (industrial | Secretary of The Vanguard Group and of each of the |
products/aircraft systems and services). | investment companies served by The Vanguard Group |
| since 2005; Director and Senior Vice President of |
| Vanguard Marketing Corporation since 2005; Principal |
J. Lawrence Wilson | of The Vanguard Group (1997–2006). |
Born 1936. Trustee Since April 1985. Principal | | |
Occupation(s) During the Past Five Years: Retired | | |
Chairman and Chief Executive Officer of Rohm and | Vanguard Senior Management Team |
Haas Co. (chemicals); Director of Cummins Inc. (diesel | | |
engines) and AmerisourceBergen Corp. (pharmaceutical | | |
distribution); Trustee of Vanderbilt University and of | R. Gregory Barton | Michael S. Miller |
Culver Educational Foundation. | Mortimer J. Buckley | James M. Norris |
| Kathleen C. Gubanich | Glenn W. Reed |
| Paul A. Heller | George U. Sauter |
Executive Officers | | |
| | |
| Founder | |
Thomas J. Higgins1 | | |
Born 1957. Chief Financial Officer Since September | | |
2008. Principal Occupation(s) During the Past Five | John C. Bogle | |
Years: Principal of The Vanguard Group, Inc.; Chief | Chairman and Chief Executive Officer, 1974–1996 |
Financial Officer of each of the investment companies | | |
served by The Vanguard Group since 2008; Treasurer | | |
of each of the investment companies served by The | | |
Vanguard Group (1998–2008). | | |
| | |
| | |
Kathryn J. Hyatt1 | | |
Born 1955. Treasurer Since November 2008. Principal | | |
Occupation(s) During the Past Five Years: Principal of | | |
The Vanguard Group, Inc.; Treasurer of each of the | | |
investment companies served by The Vanguard | | |
Group since 2008; Assistant Treasurer of each of the | | |
investment companies served by The Vanguard Group | | |
(1988–2008). | | |
1 | These individuals 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. |
P.O. Box 2600
Valley Forge, PA 19482-2600
Connect with Vanguard® > www.vanguard.com
Fund Information > 800-662-7447 | All comparative mutual fund data are from Lipper |
| Inc. or Morningstar, Inc., unless otherwise noted. |
Direct Investor Account Services > 800-662-2739 | |
| You can obtain a free copy of Vanguard’s proxy |
Institutional Investor Services > 800-523-1036 | voting guidelines by visiting our website, |
| www.vanguard.com, and searching for “proxy |
| voting guidelines,” or by calling Vanguard at |
Text Telephone for People | 800-662-2739. The guidelines are also available |
With Hearing Impairment > 800-952-3335 | 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 |
This material may be used in conjunction | owned during the 12 months ended June 30. |
with the offering of shares of any Vanguard | To get the report, visit either www.vanguard.com |
fund only if preceded or accompanied by | or www.sec.gov. |
the fund’s current prospectus. | |
| 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. |
| |
| |
| © 2009 The Vanguard Group, Inc. |
| All rights reserved. |
| Vanguard Marketing Corporation, Distributor. |
| |
| Q1682 072009 |
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.
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 MASSACHUSETTS TAX-EXEMPT FUNDS |
BY: | /s/ F. WILLIAM MCNABB III* |
| ___________________________
|
Date: July 15, 2009
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 MASSACHUSETTS TAX-EXEMPT FUNDS |
BY: | /s/ F. WILLIAM MCNABB III* |
| ___________________________
|
Date: July 15, 2009
| VANGUARD MASSACHUSETTS TAX-EXEMPT FUNDS |
BY: | /s/ THOMAS J. HIGGINS* |
| ___________________________
|
Date: July 15, 2009
* By: /s/ Heidi Stam
Heidi Stam, pursuant to a Power of Attorney filed on January 18, 2008, see file Number 2-29601, Incorporated by Reference; and pursuant to a Power of Attorney
filed on September 26, 2008, see File Number 2-47371, Incorporated by Reference.