[LOGO]
Pioneer
Tax-Free
Income Fund
SEMIANNUAL REPORT 6/30/98
<PAGE>
Table of Contents
- --------------------------------------------------------------------------------
Letter from the Chairman 1
Portfolio Summary 2
Performance Update 3
Portfolio Management Discussion 6
Schedule of Investments 9
Financial Statements 20
Notes to Financial Statements 26
Report of Independent Public Accountants 30
Trustees, Officers and Service Providers 31
Programs and Services for Pioneer Shareowners 32
Retirement Plans from Pioneer 34
The Pioneer Family of Mutual Funds 36
<PAGE>
Pioneer Tax-Free Income Fund
LETTER FROM THE CHAIRMAN 6/30/98
Dear Shareowner,
- --------------------------------------------------------------------------------
While the Taxpayer Relief Act of 1997 provided lower rates on capital gains, it
did not ease the tax burden on investment income. As a result, municipal bonds
remain one of the few effective ways for investors to protect themselves from
taxes. We are happy to offer Pioneer Intermediate Tax-Free Fund as a choice for
conservative, tax-sensitive investors. The Fund's professional management and
diversified portfolio make tax-free investing affordable and accessible, an
important point since municipal bonds can be difficult for individuals to buy
and sell directly. Although municipal bonds did not keep pace with the snappy
gains posted by taxable U.S. government and corporate bonds over the past six
months, they generated solid returns and attractive after-tax dividends.
We have always recommended that investors diversify their portfolios among both
stocks and bonds, and recent market volatility has underscored this point. What
can you as an investor do? I encourage you to periodically review your financial
goals and strategy with your investment professional. It's a simple step to make
sure you will be better prepared to weather the inevitable swings in the market.
Please read on to learn more about how your Fund is being managed. If you have
questions about Pioneer Tax-Free Income Fund, please contact your investment
professional, or Pioneer at 1-800-225-6292.
Respectfully,
/s/ John F. Cogan, Jr.
- --------------------------------
John F. Cogan, Jr.,
Chairman and President
1
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Pioneer Tax-Free Income Fund
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PORTFOLIO SUMMARY 6/30/98
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Portfolio Quality
- --------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[The following data was represented as a pie chart in the printed material.]
Short-Term Cash Equivalents .. 1%
A ............................ 14%
AA ........................... 19%
AAA .......................... 66%
Portfolio Maturity
- --------------------------------------------------------------------------------
(Effective life as a percentage of total investment portfolio)
[The following data was represented as a pie chart in the printed material.]
0-2 Years ................... 1%
2-5 Years ................... 18%
5-7 Years .................... 12%
7-10 Years .................. 28%
10-20 Years ................. 32%
20+ Years .................... 9%
10 Largest Holdings
- --------------------------------------------------------------------------------
(As a percentage of debt holdings)
1. Illinois Metropolitan Pier & Exposition Authority
State Tax Revenue, 8.5%, 6/15/06 2.85%
2. South Carolina Public Service Authority Revenue,
6.625%, Prerefunded, 7/1/02 2.77
3. Wyoming Community Development Authority Revenue,
Series B, 7.05%, 6/1/33 2.58
4. Hastings Electric System Revenue, 6.3%, 1/1/19 2.01
5. Will County, llinois Environmental
Revenue Bond, 6.4%, 4/1/26 1.96
6. South East Public Service Authority, 5.0%, 7/1/15 1.64
7. Walled Lake School District General Obligation,
Series I, 5.5%, 5/1/22 1.47
8. Oklahoma State Turnpike Authority Revenue, 6.125%, 1/1/20 1.42
9. District of Columbia Water & Sewer Authority, 5.5%, 10/1/23 1.33
10. McGee Creek Authority Water Revenue, 6.0%, 1/1/23 1.33
Fund holdings will vary for other periods.
2
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Pioneer Tax-Free Income Fund
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PERFORMANCE UPDATE 6/30/98 CLASS A SHARES
- --------------------------------------------------------------------------------
Share Prices and Distributions
Net Asset Value
per Share 6/30/98 12/31/97
$12.19 $12.17
Distributions per Share Income Short-Term Long-Term
(12/31/97 - 6/30/98) Dividends Capital Gains Capital Gains
$0.276 -- --
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Tax-Free Income Fund at public offering price, compared to the growth of
the Lehman Brothers Municipal Bond Index.
- --------------------------------------------------------------------------------
Average Annual Total Returns
(As of June 30, 1998)
Net Asset Public Offering
Period Value Price*
10 Years 8.19% 7.70%
5 Years 5.81 4.83
1 Year 8.51 3.58
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* Reflects deduction of the maximum 4.5% sales charge at the beginning of the
period and assumes reinvestment of distributions at net asset value.
[mountain chart]
Pioneer Tax-Free Lehman Brothers
Income Fund* Municipal Bond Index
------------ --------------------
6/88 9,550 10,000
10,853 11,139
6/90 11,483 11,898
12,477 12,970
6/92 14,076 14,497
15,831 16,231
6/94 15,745 16,263
17,009 17,692
6/96 17,942 18,864
19,346 20,422
6/98 20,991 22,188
The Lehman Brothers Municipal Bond Index is an unmanaged measure of
approximately 15,000 municipal bonds. Bonds in the Index have a minimum credit
rating of BBB, were part of at least a $50 million issuance made within the past
five years and have a maturity of at least two years. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in the Index.
A portion of the Fund's income may be subject to the Alternative Minimum Tax
(AMT).
Past performance does not guarantee future results. Return and share price
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
3
<PAGE>
Pioneer Tax-Free Income Fund
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PERFORMANCE UPDATE 6/30/98 CLASS B SHARES
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Share Prices and Distributions
- --------------------------------------------------------------------------------
Net Asset Value
per Share 6/30/98 12/31/97
$12.11 $12.09
Distributions per Share Income Short-Term Long-Term
(12/31/97 - 6/30/98) Dividends Capital Gains Capital Gains
$0.239 -- --
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Tax-Free Income Fund, compared to the growth of the Lehman Brothers
Municipal Bond Index.
- --------------------------------------------------------------------------------
Average Annual Total Returns
(As of June 30, 1998)
If If
Period Held Redeemed*
Life-of-Fund 6.57% 5.74%
(4/28/95)
1 Year 7.71 3.71
- --------------------------------------------------------------------------------
* Reflects deduction of the maximum applicable contingent deferred sales charge
(CDSC) at the end of the period and assumes reinvestment of distributions. The
maximum CDSC of 4% declines over six years.
[mountain chart]
Pioneer Tax-Free Lehman Brothers
Income Fund* Municipal Bond Index
------------ --------------------
4/95 10,000 10,000
6/95 10,155 10,229
10,363 10,523
10,794 10,957
10,580 10,824
6/96 10,616 10,906
10,858 11,157
11,080 11,441
10,994 11,414
6/97 11,368 11,807
11,682 12,163
11,985 12,493
12,078 12,637
6/98 11,944 12,828
The Lehman Brothers Municipal Bond Index is an unmanaged measure of
approximately 15,000 municipal bonds. Bonds in the Index have a minimum credit
rating of BBB, were part of at least a $50 million issuance made within the past
five years and have a maturity of at least two years. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in the Index.
A portion of the Fund's income may be subject to the Alternative Minimum Tax
(AMT).
Past performance does not guarantee future results. Return and share price
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
4
<PAGE>
Pioneer Tax-Free Income Fund
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PERFORMANCE UPDATE 6/30/98 CLASS C SHARES
- --------------------------------------------------------------------------------
Share Prices and Distributions
- --------------------------------------------------------------------------------
Net Asset Value
per Share 6/30/98 12/31/97
$12.12 $12.11
Distributions per Share Income Short-Term Long-Term
(12/31/97 - 6/30/98) Dividends Capital Gains Capital Gains
$0.239 -- --
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Tax-Free Income Fund, compared to the growth of the Lehman Brothers
Municipal Bond Index.
- --------------------------------------------------------------------------------
Average Annual Total Returns
(As of June 30, 1998)
If If
Period Held Redeemed*
Life-of-Fund 5.20% 5.20%
(1/31/96)
1 Year 7.69 7.69
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* Assumes reinvestment of distributions. The 1% contingent deferred sales
charge (CDSC) applies to redemptions made within one year of purchase.
[mountain chart]
Pioneer Tax-Free Lehman Brothers
Income Fund* Municipal Bond Index
------------ --------------------
1/96 10,000 10,000
9,766 9,804
6/96 9,791 9,879
10,006 10,106
10,219 10,363
10,148 10,338
6/97 10,493 10,695
10,792 11,017
11,070 11,316
11,138 11,446
6/98 11,300 11,620
The Lehman Brothers Municipal Bond Index is an unmanaged measure of
approximately 15,000 municipal bonds. Bonds in the Index have a minimum credit
rating of BBB, were part of at least a $50 million issuance made within the past
five years and have a maturity of at least two years. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in the Index.
A portion of the Fund's income may be subject to the Alternative Minimum Tax
(AMT).
Past performance does not guarantee future results. Return and share price
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
5
<PAGE>
Pioneer Tax-Free Income Fund
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PORTFOLIO MANAGEMENT DISCUSSION 6/30/98
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Dear Shareowner,
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Pioneer Tax-Free Income Fund closed the first half of its fiscal year on June
30, 1998. During that time, favorable economic conditions in the United States
and a "flight to quality" in the U.S. Treasury market pushed taxable bond prices
higher and long-term interest rates to historic lows. Even so, an increased
supply of municipal bonds combined with weak demand, hurt the performance of
munis, especially when compared to taxable bonds.
Mark L. Winter has managed Pioneer Tax-Free Income Fund for the past 12 years,
leading the investment team responsible for the Fund's daily activities. The
following discussion with Mr. Winter details the investment environment and the
strategies that affected your Fund's performance, and provides his outlook for
the second half of 1998.
Q: How did the Fund perform in the first half of 1998?
A: Pioneer Tax-Free Income Fund delivered competitive returns. For the six
months, Class A Shares returned 2.46%, Class B Shares 2.16% and Class C
Shares 2.08%, all at net asset value. In comparison, the 246 general
municipal debt funds followed by Lipper Analytical Services returned 2.26%
for the same period. (Returns do not reflect sales charges.) Lipper
Analytical Services is an independent company that tracks fund performance.
The Fund's Class A Shares also provided a tax-free 30-day yield of 3.84% on
June 30. That translated into an attractive taxable- equivalent yield of
6.35% for an investor in the 39.6% maximum federal tax bracket.
Q: Did the situation in Asia affect U.S. interest rates and bonds?
A: The uncertainty of the Asian crisis kept interest rates, and bond prices,
within a narrow range for most of the period. It also sparked a "flight to
quality." Generally, investors waited for new developments and evidence of
the situation's effect on the U.S. economy. When the crisis worsened this
spring, investors sought the safety and security
6
<PAGE>
Pioneer Tax-Free Income Fund
of U.S. Treasuries. This demand again pushed up prices of taxable bonds and
lowered interest rates.
Asia's problems held down U.S. interest rates for another reason, too. Many
investors were concerned that our strong economy eventually might stimulate
inflation and lead the Federal Reserve to raise interest rates. But, because
the United States and Asia are active trading partners, slowing Asian
economies could lessen U.S. economic growth. That would ease inflationary
pressures and reduce the Fed's impetus to change rates.
Q: What was the environment like for municipal bonds over the past six months?
A: Basically it was a case of supply and demand. The supply of municipal bonds
increased dramatically during the first quarter of 1998, as many state and
local governments took advantage of lower interest rates to refinance
higher-cost bonds or to finance new projects. In fact, this period included
the largest transaction ever to occur in the tax-exempt market - Long Island
Power Authority's $6.5 billion issue. Ironically, all this good news for
municipalities didn't help municipal bond investors much since the flood of
supply kept prices from rising. In addition, the continuing economic
problems in Asia increased the popularity of U.S. Treasury bonds,
particularly among foreign investors. Municipal bond prices rose but not as
fast or far as Treasurys.
The yield on the benchmark 30-year U.S. Treasury fell from 5.92% on December
31, 1997 to 5.63% on June 30. In comparison, the yield on the Lehman
Brothers Municipal Bond Index - a good indicator of the municipal bond
market - only fell from 4.70% on December 31 to 4.65% on June 30.
Q: What strategies did you use to manage the Fund?
A: We emphasized total return and income by adjusting the Fund's sensitivity to
interest rate changes. We also maintained the Fund's high
7
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Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
PORTFOLIO MANAGEMENT DISCUSSION 6/30/98 (continued)
- --------------------------------------------------------------------------------
standards of quality and focused on attractive relative value. As of June
30, 54% of the Fund's holdings were insured AAA-rated bonds, translating
into an average rating of "AA+." (Ratings apply to underlying securities,
not Fund shares.) The portfolio remained well diversified with 178 holdings
spread over 41 states.
We increased total return potential by increasing the portfolio's duration
from 6.44 years on December 31 to 7.70 years on June 30. Duration measures a
Fund's sensitivity to changes in interest rates. Generally, an investment's
price will change 1% for every 1% change in interest rates. Higher durations
mean more potential for both price appreciation when interest rates fall and
price declines when interest rates rise; shorter durations reduce interest
rate sensitivity.
We implemented this strategy by selling bonds with nearing "call dates" and
reinvesting in bonds with 15 to 20 year maturities because "call" provisions
relate to a predetermined date for an issuer to repurchase a bond from its
holder. Often, this happens when interest rates decline so that an issuer
can refinance the bonds at lower rates. Selling callable bonds improved the
Fund's potential for both price appreciation and long-term income generation
for several reasons. Bonds with longer maturities offer better potential for
price appreciation when interest rates decline, and longer streams of
predictable income.
Q: What is your outlook for municipal bonds over the next six months?
A: Over the near-term, we expect many of the trends that were positive for
municipal bonds during the past six months to continue through the end of
1998. We believe solid economic growth and minimal inflation in the United
States can spur ongoing improvement in the financial health of
municipalities. After the recent flood of offerings, we think issuers are
taking a breather, which should give tax-exempt bond prices a lift. Looking
out further, we expect Asia to have a powerful influence on interest rates.
If there is a significant spillover into the U.S. economy, interest rates
could remain stable or move moderately lower.
8
<PAGE>
Pioneer Tax-Free Income Fund
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SCHEDULE OF INVESTMENTS 6/30/98
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
TAX-EXEMPT OBLIGATIONS - 98.7%
Arizona - 3.1%
<S> <C> <C> <C>
$ 1,500,000 AAA/Aaa Kyrene School District, 6.0%, 7/1/14 $ 1,614,765
2,765,000 AAA/Aaa Maricopa County Revenue, 5.50%, 1/1/18 2,900,651
1,000,000 AAA/Aaa Maricopa County School District, 7.0%, 7/1/07 1,174,930
1,000,000 AAA/Aaa Maricopa County School District, 7.0%, 7/1/08 1,175,670
3,500,000 AAA/Aaa Mesa Utilitiy System Revenue, 4.5%, 7/1/18 3,209,815
2,200,000 AAA/Aaa Tempe School District, 7.0%, 7/1/08 2,648,954
-------------
$ 12,724,785
-------------
Colorado - 3.1%
500,000 NR/Aa2 Colorado Housing Finance Authority,
Series A-3, 7.0%, 11/1/16 $ 558,035
845,000 NR/Aa2 Colorado Housing Finance Authority,
Series C-2, 7.45%, 6/1/17 954,174
3,490,000 NR/Aa2 Colorado Housing Finance Authority,
Series A-1, 7.4%, 11/1/27 3,933,265
1,500,000 NR/Aa2 Colorado Housing Finance Authority,
Series B-2, 7.45%, 11/1/27 1,716,315
500,000 NR/Aa2 Colorado Housing Finance Authority,
Series C-1, 7.55%, 11/1/27 565,895
500,000 NR/Aa2 Colorado Housing Finance Authority,
Series B-1, 6.5%, 11/1/29 553,880
3,575,000 AAA/Aaa Douglas County School District Region 1,
7.0%, 12/15/13 4,421,882
-------------
$ 12,703,446
-------------
Delaware - 0.4%
1,630,000 NR/Aa3 State of Delaware Housing Authority
Revenue, 6.45%, 7/1/13 $ 1,733,505
-------------
District of Columbia - 1.3%
5,050,000 AAA/Aaa District of Columbia Water & Sewer Authority,
5.5%, 10/1/23 $ 5,342,042
-------------
Florida - 4.1%
1,275,000 A/NR Clearwater Housing Authority, 5.4%, 5/1/13 $ 1,302,374
4,370,000 AAA/Aaa Hillsborough County Revenue, 5.5%, 7/1/14 4,683,635
770,000 NR/Aaa Manatee County Housing Revenue, 7.2%, 5/1/28 869,061
1,500,000 NR/Aaa Martin County Florida Utilities, 5.0%, 10/1/18 1,479,210
1,025,000 AAA/Aaa Northern Palm Beach, 4.80%, 8/1/12 1,029,971
1,250,000 AAA/Aaa Northern Palm Beach, 4.90%, 8/1/13 1,265,938
</TABLE>
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
Pioneer Tax-Free Income Fund
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SCHEDULE OF INVESTMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Florida - (continued)
$ 1,300,000 AAA/Aaa Palm Beach County Water & Wastewater
Revenue, 5.0%, 10/1/17 $ 1,287,221
1,250,000 AAA/Aaa Peace River Water Authority, 5.0%, 10/1/23 1,223,575
2,000,000 AAA/Aaa Tampa Revenue, 4.875%, 11/15/18 1,926,100
1,440,000 AAA/NR Tampa Utility Tax, 5.0%, 10/1/19 1,419,494
-------------
$ 16,486,579
-------------
Georgia - 0.7%
1,000,000 AA/Aa3 Clayton County Water & Sewer Authority
Revenue, 5.0%, 5/1/12 $ 1,025,080
2,000,000 AAA/Aaa Fulton County Water & Sewer Revenue,
4.75%, 1/1/28 1,876,440
-------------
$ 2,901,520
-------------
Idaho - 0.2%
1,000,000 AAA/NR Idaho State Building Authority, 4.75%,
9/1/25 $ 944,560
-------------
Illinois - 9.8%
5,000,000 AAA/Aaa Chicago Board of Education, 5.75%, 6/1/27 $ 5,278,450
1,750,000 NR/Aaa Chicago Family Mortgage, 6.45%, 9/1/29 1,910,107
2,000,000 AAA/Aaa Chicago Lakefront Millenium Parking
Facilities, 5.125%, 1/1/28 1,962,700
1,145,000 A+/A1 Illinois Housing Development Authority
Revenue Multi-Family Housing, 7.0%,
Prerefunded, 7/1/21* 1,439,025
9,000,000 A+/A2 Illinois Metropolitan Pier & Exposition Authority
State Tax Revenue, 8.5%, 6/15/06 11,427,030
4,015,000 A+/Aaa Illinois Metropolitan Pier & Exposition Authority
State Tax Revenue, 6.5%, 6/15/27 4,499,329
5,000,000 AAA/Aaa Illinois State General Obligation, 5.75%, 5/1/21 5,248,550
7,185,000 AA/Aa2 Will County, Illinois Environmental Revenue Bond,
6.4%, 4/1/26 7,878,353
-------------
$ 39,643,544
-------------
Indiana - 4.4%
1,000,000 AAA/Aaa Goshen School Building Corp., 5.6%, 1/15/16 $ 1,042,240
750,000 AAA/NR Indiana Bond Bank State Revolving Fund,
6.75%, 2/1/17 850,433
3,500,000 AA/Aa3 Indiana Health Facilities Authority,
5.5%, 2/15/16 3,607,730
1,000,000 NR/Aaa Indiana State Housing Finance Authority, Single
Family Mortgage Revenue, 5.95%, 7/1/13 1,045,760
1,400,000 AA/NR Indianapolis Local Public Improvement Board
Revenue, 6.75%, 2/1/14 1,671,432
</TABLE>
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
Pioneer Tax-Free Income Fund
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Indiana - (continued)
$ 1,000,000 A+/A Lawrence Township Metropolitan School District
Revenue, 6.75%, 7/5/13 $ 1,197,390
2,300,000 A/NR Mishawaka School District, 5.625%, 1/15/23 2,385,997
3,200,000 AA-/AA2 Petersburg Indiana Pollution and Control
Revenue, 5.4%, 8/1/17 3,336,032
2,740,000 AAA/Aaa Sarah Scott Middle School Revenue,
5.75%, 1/15/19 2,888,343
-------------
$ 18,025,357
Iowa - 0.3%
1,000,000 NR/A Iowa Finance Authority Revenue Bond, Correctional
Facility Program, 5.55%, 6/15/10 $ 1,060,520
-------------
Kansas - 1.0%
3,500,000 AAA/Aaa Kansas State Development Financial Authority,
5.0%, 12/1/25 $ 3,408,160
500,000 AAA/NR Wellington Electric, 5.2%, 5/1/23 500,725
-------------
$ 3,908,885
-------------
Kentucky - 1.0%
1,095,000 AAA/Aaa Kenton County Water District #1, 5.8%, 2/1/15 $ 1,172,844
2,010,000 AAA/Aaa Kenton County Water District #1, 5.875%, 2/1/19 2,153,313
495,000 AA-/A University of Kentucky Community College
Building Revenue, Series I, 6.4%, 5/1/11 537,966
-------------
$ 3,864,123
-------------
Louisiana - 0.8%
3,000,000 AAA/Aaa New Orleans Home Mortgage Authority,
6.25%, 1/15/11 $ 3,394,140
-------------
Maine - 0.2%
1,000,000 AAA/Aaa Maine Financial Authority, 5.0%, 7/1/18 $ 976,530
-------------
Maryland - 0.3%
1,060,000 AAA/Aaa Baltimore Revenue, 5.25%, 7/1/17 $ 1,101,531
-------------
Massachusetts - 4.5%
1,000,000 AAA/Aaa Massachusetts Health & Education Facilities,
5.0%, 10/1/22 $ 973,880
1,205,000 AAA/Aaa Massachusetts Housing Finance Agency,
5.95%, 7/1/18 1,269,455
</TABLE>
The accompanying notes are an integral part of these financial statements.
11
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Massachusetts - (continued)
$ 3,000,000 AAA/Aaa Massachusetts State General Obligation,
6.5%, 11/1/07 $ 3,397,830
4,390,000 NR/Aaa Massachusetts State Turnpike Authority
Revenue, 5.0%, 1/1/20 4,389,693
2,000,000 AAA/Aaa South Essex Massachusetts Sewer District,
5.25%, 6/15/18 2,015,380
1,325,000 AAA/Aaa Worcester General Obligation, 6.15%, 5/1/09 1,490,254
1,440,000 AAA/Aaa Worcester General Obligation, 6.20%, 5/1/10 1,623,830
1,460,000 AAA/Aaa Worcester General Obligation, 6.25%, 5/1/11 1,650,676
1,450,000 AAA/Aaa Worcester General Obligation, 6.3%, 5/1/12 1,643,619
-------------
$ 18,454,617
-------------
Michigan - 3.4%
1,455,000 AAA/Aaa Grand Rapids Community College,
5.375%, 5/1/16 $ 1,488,930
2,175,000 AAA/Aaa Holly Michigan Area School District,
5.625%, 5/1/15 2,270,809
2,500,000 AA+/Aa1 Michigan Municipal Bond Authority,
5.63%, 10/1/19 2,644,950
5,715,000 AAA/Aaa Walled Lake School District General Obligation,
Series I, 5.5%, 5/1/22 5,887,879
1,500,000 AAA/Aaa Wayne County Building Authority Capital
Improvement, 5.25%, 6/1/16 1,518,450
-------------
$ 13,811,018
-------------
Minnesota - 1.2%
750,000 NR/A2 Minnesota State Higher Education Facilities
Authority Revenue, 5.625%, 10/1/16 $ 785,445
1,895,000 AA+/Aa2 Minnesota State Housing Finance Agency,
Series H, 6.55%, 7/11/11 2,022,079
990,000 AA/Aa2 Minnesota State Housing Finance Agency,
Series A, 6.9%, 8/1/12 1,055,459
1,000,000 AA/Aa2 Minnesota University, Series A, 5.75%, 7/1/10 1,102,250
-------------
$ 4,965,233
-------------
Missouri - 3.3%
1,000,000 AA/Aa2 Joplin Missouri Industrial Development,
5.0%, 12/1/18 $ 978,670
1,010,000 AA/NR Lexington School District Revenue,
5.55%, 3/1/17 1,055,843
2,100,000 AAA/Aaa Missouri Environmental Improvement and Energy
Resources Authority, 6.05%, 7/1/16 2,295,909
1,000,000 AAA/NR Missouri Housing Development Series B-2,
6.4%, 3/1/29 1,094,050
5,000,000 NR/Aaa Northwest Missouri University, 4.7%, 6/1/18 4,718,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
12
<PAGE>
Pioneer Tax-Free Income Fund
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Missouri - (continued)
$ 2,500,000 AAA/Aaa Poplar Bluff School District, 5.8%, 3/1/11 $ 2,657,275
650,000 AAA/Aaa Sikeston, Missouri Electric Revenue,
5.0%, 6/1/22 634,030
-------------
$ 13,433,777
-------------
Montana - 1.8%
3,000,000 AAA/Aaa Forsyth Pollution Control Revenue, Puget Sound
Power & Light Project, 6.8%, 3/1/22 $ 3,275,310
1,000,000 AAA/Aaa Montana State Health Facilities,
5.125%, 12/1/18 991,830
1,000,000 AAA/Aaa Montana State Health Facilities, 5.0%, 12/1/24 971,400
2,200,000 AAA/Aaa University of Montana Revenue, Series C,
5.375%, 11/15/21 2,242,174
--------------
$ 7,480,714
--------------
Nebraska - 7.0%
2,350,000 AAA/NR Douglas County Hospital Authority Revenue,
5.10%, 9/1/11 $ 2,397,611
3,675,000 AAA/NR Douglas County Hospital Authority Revenue,
5.125%, 9/1/17 3,632,738
5,000,000 NR/A Grand Island Sanitation Sewer Revenue,
6.0%, 4/1/14 5,324,100
7,500,000 A/A Hastings Electric System Revenue, 6.3%, 1/1/19 8,056,050
1,325,000 AAA/Aaa Municipal Energy Agency of Nebraska Revenue,
6.0%, 4/1/08 1,442,183
1,500,000 AAA/Aaa Municipal Energy Agency of Nebraska Revenue,
6.0%, 4/1/17 1,604,310
1,690,000 A+/A1 Nebraska Public Power District Revenue,
6.125%, 1/1/15 1,815,567
750,000 A+/A1 Nebraska Public Power District Revenue,
5.75%, 1/1/20 775,980
1,850,000 A+/A1 Nebraska Public Power District Revenue,
6.25%, 1/1/22 1,986,123
1,460,000 AA/Aa1 Omaha Tax Allocation, 5.25%, 11/15/17 1,477,374
-------------
$ 28,512,036
-------------
New Jersey - 0.6%
2,400,000 AAA/Aaa Bergen County Revenue, 4.75%, 12/15/15 $ 2,317,056
-------------
New Mexico - 2.5%
2,600,000 AA/Aa3 Bernalillo County Gross Receipts Tax Revenue,
5.75%, 4/1/21 $ 2,835,404
2,000,000 NR/Aaa Dona Ana County Revenue, 5.5%, 6/1/14 2,138,360
</TABLE>
The accompanying notes are an integral part of these financial statements.
13
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
New Mexico - (continued)
$ 1,780,000 AA/Aa1 New Mexico Mortgage Finance Authority,
6.85%, 7/1/12 $ 1,889,968
2,000,000 AAA/Aaa Santa Fe Gross Receipts, 5.75%, 6/1/21 2,109,740
1,200,000 AAA/Aaa University of New Mexico Revenue,
6.55%, 8/15/25 1,349,304
-------------
$ 10,322,776
-------------
New York - 0.6%
1,500,000 AAA/Aaa New York State Dormitory Authority,
5.25%, 7/1/22 $ 1,503,735
1,000,000 A+/Aa3 Triborough Bridge & Tunnel Authority,
4.75%, 1/1/14 989,190
-------------
$ 2,492,925
-------------
North Carolina - 1.5%
1,250,000 AA/Aa1 Charlotte Law Enforcement Project,
6.1%, 12/1/15 $ 1,357,250
970,000 AA/Aa3 Charlotte-Mecklenburg Hospital Authority
Revenue, 6.25%, 1/1/20 1,044,651
1,000,000 AAA/Aaa Concord Utilities, 5.0%, 12/1/22 981,970
1,250,000 AAA/Aaa Cumberland County Civic Center Project,
6.4%, 12/1/24 1,389,500
1,000,000 AAA/Aaa Franklin County Certificate Participation,
6.625%, 6/1/14 1,114,160
-------------
$ 5,887,531
-------------
North Dakota - 1.2%
2,000,000 AAA/Aaa Grand Forks Health Care Systems,
5.6%, 8/15/17 $ 2,070,900
1,705,000 NR/Aa3 North Dakota State Housing Finance Agency
Revenue, 5.8%, 7/1/18 1,768,784
1,000,000 AAA/Aaa State Water Community Revenue, 5.75%, 7/1/27 1,055,320
-------------
$ 4,895,004
-------------
Ohio - 0.9%
1,050,000 AAA/Aaa Bedford, Ohio County School District,
6.25%, 12/1/13 $ 1,150,475
1,750,000 AAA/Aaa Cleveland Stadium Revenue, 5.25%, 11/15/27 1,752,870
500,000 AA-/Aa3 Ohio State Building Authority Revenue,
6.0%, 10/1/08 561,890
-------------
$ 3,465,235
-------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
14
<PAGE>
Pioneer Tax-Free Income Fund
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Oklahoma - 3.6%
$ 2,520,000 AAA/Aaa Grand River Dam Authority Revenue,
6.25%, 6/1/11 $ 2,905,535
4,700,000 AAA/Aaa McGee Creek Authority Water Revenue,
6.0%, 1/1/23 5,338,025
5,300,000 A+/A1 Oklahoma State Turnpike Authority Revenue,
6.125%, 1/1/20 5,707,040
500,000 NR/Aaa Oklahoma Agricultural & Mechanical Colleges,
4.9%, 8/1/18+ 486,275
-------------
$ 14,436,875
-------------
Oregon - 1.1%
1,000,000 A+/A1 Portland Sewer System, 6.2%, 10/1/12 $ 1,107,760
2,860,000 A/Aaa Washington County Unified Sewer Agency
Revenue, 6.2%, Prerefunded, 10/1/04* 3,166,506
-------------
$ 4,274,266
-------------
Pennsylvania - 4.1%
2,750,000 AAA/Aaa Allegheny County Sanitary Authority Revenue,
5.375%, 12/1/24 $ 2,807,558
4,190,000 AAA/NR Butler Area School, 4.75%, 10/1/22 3,953,516
2,375,000 AAA/Aaa Cambria County General Obligation,
5.5%, 8/15/26 2,467,008
3,000,000 NR/Aaa Lower Merion Township School District,
5.0%, 5/15/23 2,928,900
1,300,000 AAA/Aaa Lycoming County General Obligation,
5.8%, 11/15/22 1,441,673
1,000,000 AAA/Aaa New Kensington School District, 5.5%, 5/15/17 1,033,970
2,000,000 AAA/NR Wallingford-Swarthmore General Obligation,
5.25%, 5/15/17 2,018,240
-------------
$ 16,650,865
-------------
RHODE ISLAND - 0.3%
945,000 AA+/Aa Rhode Island Housing & Mortgage Finance,
6.75%, 10/1/17 $ 1,007,597
-------------
South Carolina - 4.7%
1,790,000 AAA/Aaa Beaufort Water & Sewer Revenue,
6.5%, 3/1/13 $ 1,949,024
2,400,000 A/A1 Fairfield County Pollution Control,
6.5%, 9/1/14 2,624,808
1,250,000 AAA/Aaa Hilton Head Public Service,
5.0%, 12/1/23 1,216,625
1,250,000 AAA/Aaa South Carolina Grand Strand Water & Sewer
Authority, 6.375%, 6/1/12 1,455,088
</TABLE>
The accompanying notes are an integral part of these financial statements.
15
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
South Carolina - (continued)
$ 10,000,000 AAA/Aaa South Carolina Public Service Authority Revenue,
6.625%, Prerefunded, 7/1/02* $ 11,105,200
750,000 NR/Aa2 South Carolina State Housing Finance &
Development Authority Revenue, 6.2%, 7/1/09 788,077
-------------
$ 19,138,822
-------------
South Dakota - 0.8%
1,235,000 NR/Aa3 South Dakota Conservancy District Revenue,
5.625%, 8/1/17 $ 1,277,076
500,000 AAA/Aaa South Dakota Conservancy District Revenue,
5.0%, 8/1/19 485,390
1,255,000 AAA/Aaa South Dakota State Lease Revenue,
8.0%, 9/1/05 1,521,512
-------------
$ 3,283,978
-------------
Tennessee - 1.2%
2,000,000 AA/NR Chattanooga General Obligation,
5.25%, 9/1/17 $ 2,063,560
1,000,000 AAA/Aaa Metropolitan Government Nashville & Davidson
County Sports Authority, 5.75%, 7/1/17 1,060,460
1,565,000 AAA/Aaa Metropolitan Government Nashville & Davidson
County Water & Sewer Authority, 6.0%, 1/1/07 1,734,004
-------------
$ 4,858,024
-------------
Texas - 8.4%
600,000 AAA/Aaa Brownsville Texas General Obligation,
5.0%, 2/15/18 $ 582,438
2,145,000 AAA/Aaa Castleberry Independent School District
General Obligation, 5.7%, 8/15/21 2,248,496
2,310,000 AAA/Aaa Clear Creek Independent School District
General Obligation, 0%, 2/1/10 1,330,329
1,305,000 NR/Aaa Comal Independent School District General
Obligation, 7.0%, 2/1/07 1,512,652
5,000,000 AAA/Aaa Harris County, 5.5%, 6/1/14 5,294,600
1,500,000 A/NR Houston, Texas Housing Authority, 8.0%, 6/1/14 1,614,810
2,050,000 NR/Aaa Keller Independent School District General
Obligation, 0%, 8/15/10 1,150,665
1,000,000 AAA/Aaa Keller Independent School District General
Obligation, 4.75%, 8/15/20 947,490
2,000,000 NR/Aaa Kingsbridge Utility Systems Revenue,
5.375%, 3/1/15 2,032,400
1,100,000 AAA/Aaa North Forest School, 6.0%, 8/15/11 1,227,369
2,350,000 AAA/Aaa Nueces River Authority Water Supply Revenue,
5.50%, 3/1/27 2,434,577
1,595,000 AAA/Aaa Port Lavaca Utility Systems Revenue,
5.75%, 2/15/22 1,679,025
</TABLE>
The accompanying notes are an integral part of these financial statements.
16
<PAGE>
Pioneer Tax-Free Income Fund
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Texas - (continued)
$ 3,500,000 AAA/Aaa San Antonio, Texas Water Revenue,
5.6%, 5/15/21 $ 3,650,780
3,000,000 AAA/Aaa Texas Public Finance Authority Building
Revenue, 0%, 2/1/07 2,026,770
5,500,000 AAA/Aaa Texas Public Finance Authority Building
Revenue, 0%, 2/1/08 3,526,655
2,750,000 AAA/Aaa Texas Public Finance Authority Building
Revenue, 0%, 2/1/10 1,583,724
1,400,000 AAA/Aaa Texas State General Obligation,
6.125%, 2/15/08 1,504,832
-------------
$ 34,347,612
-------------
Utah - 2.1%
2,500,000 AAA/Aaa St. George Water Revenue, 5.85%, 6/1/20 $ 2,642,150
385,000 NR/Aa1 Utah Housing Finance Agency Revenue,
5.95%, 7/1/11 402,225
3,480,000 AA/NR Weber County Municipal Building Authority
Revenue, 5.75%, 12/15/19 3,611,962
1,250,000 AAA/Aaa White County General Obligation, 5.85%, 2/1/26 1,323,375
455,000 NR/Aaa White County Water Revenue, 5.9%, 2/1/22 483,278
-------------
$ 8,462,990
-------------
Virginia - 5.7%
1,000,000 NR/Aa1 Arlington County Industrial Development
Revenue, 5.45%, 7/1/27 $ 1,029,190
1,750,000 A+/A1 Chesapeake Water & Sewer System Revenue,
6.5%, 7/1/12 1,907,535
3,685,000 A+/A1 Chesapeake Water & Sewer System Revenue,
6.4%, 7/1/17 3,954,189
2,000,000 AAA/Aaa Danville Virginia Industrial Authority,
5.2%, 10/1/18 2,040,160
2,000,000 AAA/Aaa Metro Expressway Authority, 5.25%, 7/15/17 2,073,400
3,000,000 AAA/Aaa Metro Expressway Authority, 5.25%, 7/15/22 3,104,160
2,500,000 AA/Aa2 Norfolk Virginia Industrial Development
Revenue, 5.625%, 9/15/17 2,619,450
6,525,000 AAA/Aaa South East Public Service Authority,
5.0%, 7/1/15 6,584,639
-------------
$ 23,312,723
-------------
Washington - 3.6%
2,820,000 AAA/Aaa Clark County Public Utility District #1 Water
Revenue, 5.5%, 1/1/15 $ 2,916,698
1,655,000 AA+/AA1 King County General Obligation,
6.625%, 12/1/15 1,920,661
1,000,000 NR/Aaa King & Snohomish Counties, Washington School
District, 5.75%, 12/1/14 1,059,310
</TABLE>
The accompanying notes are an integral part of these financial statements.
17
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
S&P/
Moody's
Principal Ratings
Amount (unaudited) Value
<S> <C> <C> <C>
Washington - (continued)
$3,500,000 NR/Aaa Snohomish County Public Utility District Revenue,
6.8%, 1/1/20 $ 4,299,855
2,250,000 AAA/Aaa Snohomish County School District General
Obligation, 5.7%, 12/1/11 2,481,434
2,000,000 A/NR Vancouver Housing, 5.5%, 3/1/28 2,004,300
-------------
$ 14,682,258
-------------
West Virginia - 0.3%
1,000,000 A+/Aa1 West Virginia State Housing Development,
7.05%, 11/1/24 $ 1,076,770
-------------
Wisconsin - 0.4%
1,430,000 AAA/Aaa Adams-Friendship School District, 6.5%, 4/1/16 $ 1,681,264
-------------
Wyoming - 3.2%
2,590,000 AA/NR Wyoming Cheyenne General Obligation,
5.25%, 12/1/11 $ 2,717,324
9,750,000 AA/Aa Wyoming Community Development Authority
Revenue, Series B, 7.05%, 6/1/33 10,358,790
-------------
$ 13,076,114
-------------
TOTAL TAX-EXEMPT OBLIGATIONS
(Cost $376,643,382) (a) $ 401,139,147
-------------
TAX-EXEMPT MONEY MARKET MUTUAL FUND - 1.3%
5,416,047 Lehman Brothers Munifund $ 5,416,047
-------------
TOTAL TAX-EXEMPT MONEY MARKET MUTUAL FUND
(Cost $5,416,047) $ 5,416,047
-------------
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $382,059,429) (b) $ 406,555,194
-------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
18
<PAGE>
Pioneer Tax-Free Income Fund
* Prerefunded bonds have been collaterized by U.S. Treasury securities which
are held in escrow and used to pay principal and interest on the tax exempt
issue and to retire the bonds in full at the earliest refunding date.
+ When-issued security.
NR Not rated.
(a) The concentration of investments by type of obligation/market sector is as
follows:
General Obligation 5.2%
Escrowed in U.S. Government Securities 11.2
Insured 54.1
Revenue Bonds:
Education 0.6
Hospital 1.4
Housing 10.0
Pollution Control 2.6
Power 2.8
Transportation 1.7
Water & Sewer 3.3
Other 7.1
(b) At June 30, 1998, the net unrealized gain on investments based on cost for
federal income tax purposes of $382,059,429 was as follows:
Aggregate gross unrealized gain for all investments in
which there is an excess of value over tax cost $ 24,780,088
Aggregate gross unrealized loss for all investments in
which there is an excess of tax cost over value (284,323)
------------
Net unrealized gain $ 24,495,765
============
Purchase and sales of securities (excluding temporary cash investments) for the
six months ended June 30, 1998 aggregated $133,065,564 and $147,485,287,
respectively.
The accompanying notes are an integral part of these financial statements.
19
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
BALANCE SHEET 6/30/98
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities, at value (including
temporary cash investment of $5,416,047)
(cost $382,059,429) $ 406,555,194
Cash 165
Receivables -
Investments securities sold 1,489,077
Fund shares sold 156,034
Interest 5,953,649
Other 849
-------------
Total assets $ 414,154,968
-------------
LIABILITIES:
Payables -
Investment securities purchased $ 5,049,516
Fund shares repurchased 263,203
Dividends 403,541
Due to affiliates 509,897
Accrued expenses 49,528
-------------
Total liabilities $ 6,275,685
-------------
NET ASSETS:
Paid-in capital $ 373,745,877
Distributions in excess of net investment income (67,749)
Accumulated undistributed net realized gain on investments 9,705,390
Net unrealized gain on investments 24,495,765
-------------
Total net assets $ 407,879,283
-------------
NET ASSET VALUE PER SHARE:
(Unlimited number of shares authorized)
Class A (based on $398,002,581/32,640,563 shares) $ 12.19
-------------
Class B (based on $7,283,507/601,466 shares) $ 12.11
-------------
Class C (based on $2,593,195/214,011 shares) $ 12.12
-------------
MAXIMUM OFFERING PRICE:
Class A $ 12.76
-------------
The accompanying notes are an integral part of these financial statements.
20
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
For the Six Months Ended 6/30/98
INVESTMENT INCOME:
Interest $ 11,225,464
------------
EXPENSES:
Management fees $ 990,278
Transfer agent fees
Class A 213,918
Class B 2,496
Class C 358
Distribution fees
Class A 501,353
Class B 31,674
Class C 10,108
Accounting 44,257
Custodian fees 29,088
Registration fees 22,364
Professional fees 15,401
Printing 16,985
Fees and expenses of nonaffiliated trustees 9,035
Miscellaneous 21,793
------------
Total expenses $ 1,909,108
Less fees paid indirectly (1,629)
------------
Net expenses $ 1,907,479
------------
Net investment income $ 9,317,985
------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments $ 9,707,607
Change in net unrealized gain on investments (8,885,250)
------------
Net gain on investments $ 822,357
------------
Net increase in net assets resulting from operations $ 10,140,342
------------
The accompanying notes are an integral part of these financial statements.
21
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Six Months Ended 6/30/98 and the Year Ended 12/31/97
<TABLE>
<CAPTION>
Six Months Ended Year Ended
6/30/98 12/31/97
<S> <C> <C>
FROM OPERATIONS:
Net investment income $ 9,317,985 $ 20,868,412
Net realized gain on investments 9,707,607 5,728,646
Change in net unrealized gain on investments (8,885,250) 9,973,302
------------- ------------
Net increase in net assets resulting
from operations $ 10,140,342 $36,570,360
------------- ------------
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income
Class A ($0.28 and $0.59 per share, respectively) $ (9,219,397) $ (20,562,056)
Class B ($0.24 and $0.49 per share, respectively) (126,290) (207,988)
Class C ($0.24 and $0.49 per share, respectively) (40,047) (38,610)
Net realized gain
Class A ($0.00 and $0.24 per share, respectively) - (8,029,783)
Class B ($0.00 and $0.24 per share, respectively) - (108,291)
Class C ($0.00 and $0.24 per share, respectively) - (32,012)
------------- ------------
Total distributions to shareholders $ (9,385,734) $ (28,978,740)
------------- ------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 17,727,857 $ 37,149,298
Reinvestment of distributions 6,797,875 21,258,845
Cost of shares repurchased (38,488,269) (91,820,025)
------------- ------------
Net decrease in net assets resulting from
fund share transactions $ (13,962,537) $ (33,411,882)
------------- ------------
Net decrease in net assets $ (13,207,929) $ (25,820,262)
NET ASSETS:
Beginning of period 421,087,212 446,907,474
------------- ------------
End of period (including distributions in
excess of net investment income of $67,749
and $0, respectively) $ 407,879,283 $421,087,212
------------- ------------
</TABLE>
<TABLE>
<CAPTION>
CLASS A '98 Shares '98 Amount '97 Shares '97 Amount
<S> <C> <C> <C> <C>
Shares sold 1,187,157 $ 14,451,644 2,922,958 $ 34,002,852
Reinvestment of distributions 550,443 6,694,199 1,653,875 20,992,773
Less shares repurchased (3,099,455) (37,738,684) (7,521,806) (90,352,716)
---------- ------------ ---------- ------------
Net decrease (1,361,855) $(16,592,841) (2,944,973) $(35,357,091)
---------- ------------ ---------- ------------
CLASS B
Shares sold 165,009 $ 1,993,633 161,072 $ 1,928,069
Reinvestment of distributions 7,049 85,167 17,76 213,098
Less shares repurchased (32,766) (396,319) (119,956) (1,440,745)
---------- ------------ ---------- ------------
Net increase 139,292 $ 1,682,481 58,877 $ 700,422
---------- ------------ ---------- ------------
CLASS C
Shares sold 106,006 $ 1,282,580 101,254 $ 1,218,377
Reinvestment of distributions 1,531 18,509 4,406 52,974
Less shares repurchased (29,223) (353,266) (2,176) (26,564)
---------- ------------ ---------- ------------
Net increase 78,314 $ 947,823 103,484 $ 1,244,787
---------- ------------ ---------- ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
22
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
FINANACIAL HIGHLIGHTS 6/30/98
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Six Months Year Year Year Year Year
Ended Ended Ended Ended Ended Ended
CLASS A 6/30/98 12/31/97 12/31/96 12/31/95 12/31/94 12/31/93(a)
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $ 12.17 $ 11.96 $ 12.36 $ 11.24 $ 12.68 $ 12.08
Increase (decrease) from investment operations:
Net investment income $ 0.27 $ 0.59 $ 0.62 $ 0.64 $ 0.64 $ 0.67
Net realized and unrealized gain (loss)
on investments 0.03 0.45 (0.21) 1.21 (1.44) 0.87
-------- -------- -------- -------- -------- --------
Net increase (decrease) from
investment operations $ 0.30 $ 1.04 $ 0.41 $ 1.85 $ (0.80) $ 1.54
Distributions to shareholders:
Net investment income (0.28) (0.59) (0.62) (0.64) (0.64) (0.67)
Net realized gain -- (0.24) (0.19) (0.09) -- (0.27)
-------- -------- -------- -------- -------- --------
Net increase (decrease) in net asset value $ 0.02 $ 0.21 $ (0.40) $ 1.12 $ (1.44) $ 0.60
-------- -------- -------- -------- -------- --------
Net asset value, end of period $ 12.19 $ 12.17 $ 11.96 $ 12.36 $ 11.24 $ 12.68
-------- -------- -------- -------- -------- --------
Total return* 2.46% 8.94% 3.57% 16.84% (6.38)% 12.98%
Ratio of net expenses to average net assets 0.92%**+ 0.93%+ 0.92%+ 0.91%+ 0.91% 0.86%
Ratio of net investment income to average net assets 4.57%**+ 4.87%+ 5.16%+ 5.37%+ 5.37% 5.37%
Portfolio turnover rate 66%** 22% 44% 35% 55% 58%
Net assets, end of period (in thousands) $398,003 $413,856 $441,733 $476,584 $452,661 $532,491
Ratios assuming reduction for fees paid indirectly:
Net expenses 0.92%** 0.91% 0.90% 0.89% -- --
Net investment income 4.57%** 4.89% 5.18% 5.39% -- --
</TABLE>
(a) Prior to assumption of management agreement on December 1, 1993 by
Pioneering Management Company, the Fund was advised by Mutual of Omaha
Management Company.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of distributions, the complete redemption of the
investment at net asset value at the end of each period and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratio assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
23
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS 6/30/98
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Six Months Year Year 4/28/95
Ended Ended Ended to
CLASS B 6/30/98 12/31/97 12/31/96 12/31/95
<S> <C> <C> <C> <C>
Net asset value, beginning of period $ 12.09 $ 11.88 $ 12.31 $ 11.81
---------- ---------- ---------- ---------
Increase (decrease) from investment operations:
Net investment income $ 0.23 $ 0.50 $ 0.53 $ 0.35
Net realized and unrealized gain
(loss) on investments 0.03 0.44 (0.22) 0.58
---------- ---------- ---------- ---------
Net increase from investment operations $ 0.26 $ 0.94 $ 0.31 $ 0.93
Distributions to shareholders:
Net investment income (0.24) (0.49) (0.53) (0.34)
In excess of net investment income - - (0.02) -
Net realized gain - (0.24) (0.19) (0.09)
---------- ---------- ---------- ---------
Net increase (decrease) in net asset value $ 0.02 $ 0.21 $ (0.43) $ 0.50
---------- ---------- ---------- ---------
Net asset value, end of period $ 12.11 $ 12.09 $ 11.88 $ 12.31
---------- ---------- ---------- ---------
Total return* 2.16% 8.16% 2.66% 7.94%
Ratio of net expenses to average net assets 1.64%**+ 1.68%+ 1.67%+ 1.72%**+
Ratio of net investment income to
average net assets 3.83%**+ 4.12%+ 4.38%+ 4.38%**+
Portfolio turnover rate 66%** 22% 44% 35%
Net assets, end of period (in thousands) $ 7,284 $ 5,588 $ 4,792 $ 2,069
Ratios assuming reduction for fees paid
indirectly:
Net expenses 1.64%** 1.66% 1.65% 1.65%**
Net investment income 3.83%** 4.14% 4.40% 4.45%**
</TABLE>
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratio assuming no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
24
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS 6/30/98
- --------------------------------------------------------------------------------
Six Months Year 1/31/96
Ended Ended to
CLASS C 6/30/98 12/31/97 12/31/96
Net asset value, beginning of period $ 12.11 $ 11.88 $ 12.32
-------- -------- --------
Increase (decrease) from investment
operations:
Net investment income $ 0.23 $ 0.49 $ 0.49
Net realized and unrealized gain
(loss) on investments 0.02 0.47 (0.24)
-------- -------- --------
Net increase from investment
operations $ 0.25 $ 0.96 $ 0.25
Distributions to shareholders:
Net investment income (0.24) (0.49) (0.49)
In excess of net investment income - - (0.01)
Net realized gain - (0.24) (0.19)
-------- -------- --------
Net increase (decrease) in net
asset value $ 0.01 $ 0.23 $ (0.44)
-------- -------- --------
Net asset value, end of period $ 12.12 $ 12.11 $ 11.88
-------- -------- --------
Total return* 2.08% 8.32% 2.19%
Ratio of net expenses to average
net assets 1.59%**+ 1.70%+ 1.71%**+
Ratio of net investment income to
average net assets 3.84%**+ 4.04%+ 4.34%**+
Portfolio turnover rate 66%** 22% 44%
Net assets, end of period (in
thousands) $ 2,593 $ 1,643 $ 383
Ratios assuming reduction for
fees paid indirectly:
Net expenses 1.59%** 1.67% 1.69%**
Net investment income 3.84%** 4.07% 4.36%**
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
** Annualized.
+ Ratio assuming no reduction for fees paid indirectly.
The accompanying notes are an intergral part of these financial statements.
25
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 6/30/98
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Tax-Free Income Fund (the Fund) is a Delaware business trust registered
under the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objective of the Fund is to seek a high level
of income exempt from federal income tax, consistent with preservation of
capital.
The Fund offers three classes of shares - Class A, Class B and Class C shares.
The shares of Class A, Class B and Class C each represent an interest in the
same portfolio of investments of the Fund and have equal rights to voting,
redemptions, dividends and liquidations, except that each class of shares can
bear different transfer agent and distribution fees and has exclusive voting
rights with respect to the distribution plans that have been adopted by Class A,
Class B and Class C shareholders, respectively.
The Fund's financial statements have been prepared in conformity with generally
accepted accounting principles that require the management of the Fund to, among
other things, make estimates and assumptions that affect the reported amounts of
assets and liabilities, the disclosure of contingent assets and liabilities at
the date of the financial statements, and the reported amounts of revenues and
expenses during the reporting periods. Actual results could differ from those
estimates. The following is a summary of significant accounting policies
consistently followed by the Fund, which are in conformity with those generally
accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded on trade date. Securities are valued at
prices supplied by independent pricing services, which consider such factors
as Treasury spreads, yields, maturities and ratings, and valuations may be
supplemented by dealers and other sources, as required. Market discount and
premium are accreted or amortized daily on a straight-line basis. Original
issue discount is accreted daily into interest income on a yield-to-maturity
basis with a corresponding increase in the cost basis of the security.
Interest income is recorded on the accrual basis. Temporary cash investments
are valued at amortized cost.
26
<PAGE>
Pioneer Tax-Free Income Fund
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes. It
is the Fund's practice to first select for sale those securities that have
the highest cost and also qualify for long-term capital gain or loss
treatment for tax purposes.
B. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareholders. Therefore, no federal income tax provision is required.
The characterization of distributions to shareholders for financial reporting
purposes is determined in accordance with federal income tax rules.
Therefore, the source of the Fund's distributions may be shown in the
accompanying financial statements as either from or in excess of net
investment income or net realized gain on investment transactions, or from
paid-in capital, depending on the type of book/tax differences that may
exist.
C. Fund Shares
The Fund records sales and repurchases of shares on trade date. Net losses,
if any, as a result of cancellations, are absorbed by Pioneer Funds
Distributor, Inc. (PFD), the principal underwriter for the Fund and an
indirect subsidiary of The Pioneer Group, Inc. (PGI). PFD earned $25,068 in
underwriting commissions on the sale of fund shares during the six months
ended June 30, 1998.
D. Class Allocations
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B and Class C shares of the Fund,
respectively. Shareholders of each class share all expenses and fees paid to
the transfer agent, Pioneering Services Corporation (PSC), for their
services, which are allocated based on the number of accounts in each class
and the ratable allocation of related out-of-pocket expense (see Note 3).
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on the respective percentage of adjusted net assets at the beginning of
the day.
27
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 6/30/98 (continued)
- --------------------------------------------------------------------------------
The Fund declares as daily dividends substantially all of its net investment
income. All dividends are paid on a monthly basis. Short-term capital gain
distributions, if any, may be declared with the daily dividends.
Distributions to shareholders are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, and in the same amount,
except that Class A, Class B and Class C shares can bear different transfer
agent and distribution fees.
2. Management Agreement
Pioneering Management Corporation (PMC), the Fund's investment adviser, manages
the Fund's portfolio and is a wholly owned subsidiary of PGI. Management fees
are calculated daily at the annual rate of 0.50% of the Fund's average daily net
assets up to $250 million; 0.48% of the next $50 million; and 0.45% of the
excess over $300 million.
In addition, under the management agreement, certain
other services and costs, including accounting, regulatory reporting and
insurance premiums, are paid by the Fund. At June 30, 1998, $170,799 was payable
to PMC related to management fees and certain other services.
3. Transfer Agent
PSC, a wholly owned subsidiary of PGI, provides substantially all transfer agent
and shareholder services to the Fund at negotiated rates. Included in due to
affiliates is $84,106 in transfer agent fees payable to PSC at June 30, 1998.
4. Distribution Plans
The Fund adopted a Plan of Distribution for each class of shares (Class A Plan,
Class B Plan and Class C Plan) in accordance with Rule 12b-1 of the Investment
Company Act of 1940. Pursuant to the Class A Plan, the Fund pays PFD a service
fee of up to 0.25% of the Fund's average daily net assets in reimbursement of
its actual expenditures to finance activities primarily intended to result in
the sale of Class A shares. Pursuant to the Class B Plan and the Class C Plan,
the Fund pays PFD 1.00% of the average daily net assets attributable to each
class of shares. The fee consists of a 0.25% service fee and a 0.75%
distribution fee paid as compensation for personal services and/or account
maintenance ser-
28
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
vices or distribution services with regard to Class B and Class C shares.
Included in due to affiliates is $254,992 in distribution fees payable to PFD at
June 30, 1998.
In addition, redemptions of each class of shares may be subject to a contingent
deferred sales charge (CDSC). A CDSC of 1.00% may be imposed on redemptions of
certain net asset value purchases of Class A shares within one year of purchase.
Class B shares that are redeemed within six years of purchase are subject to a
CDSC at declining rates beginning at 4.0%, based on the lower of cost or market
value of shares being redeemed. Redemptions of Class C shares within one year of
purchase are subject to a CDSC of 1.00%. Proceeds from the CDSCs are paid to
PFD. For the six months ended June 30, 1998, CDSCs in the amount of $6,843 were
paid to PFD.
5. Expense Offsets
The Fund has entered into certain expense offset arrangements resulting in a
reduction in the Fund's total expenses. For the six months ended June 30, 1998,
the Fund's expenses were reduced by $1,629 under such arrangements.
6. Line of Credit Facility
Effective April 14, 1998, the Fund, along with certain others in the Pioneer
Family of Funds (the "Funds"), collectively participate in a $50 million
committed, unsecured revolving line of credit facility. Borrowings are used
solely for temporary or emergency purposes. The Fund may borrow up to the lesser
of $50 million or the limits set by its prospectus for borrowings. Interest on
collective borrowings of up to $25 million is payable at the Federal Funds Rate
plus 3/8% on an annualized basis, or at the Federal Funds Rate plus 1/2% if the
borrowings exceed $25 million at any one time. The Funds pay an annual
commitment fee for this facility. The commitment fee is allocated among such
Funds based on their respective borrowing limits. For the period ended June 30,
1998, the Fund had no borrowings under this agreement.
29
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
- --------------------------------------------------------------------------------
To the Shareholders and the Board of Trustees of
Pioneer Tax-Free Income Fund:
We have audited the accompanying balance sheet of Pioneer Tax-Free Income Fund,
including the schedule of investments, as of June 30, 1998, and the related
statement of operations and the statements of changes in net assets for the
periods presented and financial highlights for the six months ended June 30,
1998 and for each of the four years ended December 31, 1997. These financial
statements and financial highlights are the responsibility of the Fund's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits. The financial
highlights for the year ended December 31, 1993, were audited by other auditors
whose report dated February 22, 1994 expressed an unqualified opinion.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of June
30, 1998 by correspondence with the custodian. An audit also includes assessing
the accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Tax-Free Income Fund as of June 30, 1998, the results of its operations
and the changes in its net assets for the periods presented and financial
highlights for the six months ended June 30, 1998 and for each of the four years
ended December 31, 1997, in conformity with generally accepted accounting
principles.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
August 7, 1998
30
<PAGE>
Pioneer Tax-Free Income Fund
- --------------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
- --------------------------------------------------------------------------------
Trustees
John F. Cogan, Jr.
Mary K. Bush
Richard H. Egdahl, M.D.
Margaret B.W. Graham
John W. Kendrick
Marguerite A. Piret
David D. Tripple
Stephen K. West
John Winthrop
Investment Adviser
Pioneering Management Corporation
Custodian
Brown Brothers Harriman & Co.
Independent Public Accountants
Arthur Andersen LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneering Services Corporation
Officers
John F. Cogan, Jr., Chairman and President
David D. Tripple, Executive Vice President
Mark L. Winter, Vice President
William H. Keough, Treasurer
Joseph P. Barri, Secretary
31
<PAGE>
- --------------------------------------------------------------------------------
PROGRAMS AND SERVICES FOR PIONEER SHAREOWNERS
- --------------------------------------------------------------------------------
Your investment professional can give you additional information on Pioneer's
programs and services. If you want to order literature on any of the following
items directly, simply call Pioneer at 1-8O0-225-6292.
FactFone(SM)
Our automated account information service, available to you 24 hours a day,
seven days a week. FactFone gives you a quick and easy way to check fund share
prices, yields, dividends and distributions, as well as information about your
own account. Simply call 1-800-225-4321. For specific account information, have
your 13-digit account number and four-digit personal identification number at
hand.
9O-Day Reinstatement Privilege (for Class A Shares)
Enables you to reinvest all or a portion of the money you redeem from your
Pioneer account - without paying a sales charge - within 90 days of your
redemption. You have the choice of investing in any Pioneer fund, as long as you
meet its minimum investment requirement.
Investomatic Plan
An easy and convenient way for you to invest on a regular basis. All you need to
do is authorize a set amount of money to be moved out of your bank account into
the Pioneer fund of your choice. Investomatic also allows you to change the
dollar amount, frequency and investment date right over the phone. By putting
aside affordable amounts of money regularly, you can build a long-term
investment - without sacrificing your current standard of living.
Payroll Investment Program (PIP)
Lets you invest in a Pioneer fund directly through your paycheck. All that's
involved is for your employer to fill out an authorization form allowing Pioneer
to deduct from participating employees' paychecks. You specify the dollar amount
you want to invest into the Pioneer fund(s) of your choice.
32
<PAGE>
Automatic Exchange Program
A simple way to move money from one Pioneer fund to another over a
period of time. Just invest a lump sum in one fund, and select the other Pioneer
funds you wish to invest in. You choose the amounts and dates for Pioneer to
sell shares of your original fund and use the proceeds to buy shares of the
other funds you have chosen. Over time, your investment will be shifted out of
the original fund. (Automatic Exchange is available for originating accounts
with a balance of $5,000 or more.)
Directed Dividends
Lets you invest cash dividends from one Pioneer fund to an account in another
Pioneer fund with no sales charge or fee. Simply fill out the applicable
information on a Pioneer Account Options Form. (This program is available for
dividend payments only; capital gains distributions are not eligible at this
time.)
Direct Deposit
Lets you move money into your bank account using electronic funds transfer
(EFT). EFT moves your money faster than you would receive a check, eliminates
unnecessary paper and mail, and avoids lost checks. Simply fill out a Pioneer
Direct Deposit Form, giving your instructions.
Systematic Withdrawal Plan (SWP)
Lets you establish automatic withdrawals from your account at set intervals. You
decide the frequency and the day of the month you want. Pioneer will send the
proceeds by check to the address you designate, or electronically to your bank
account. You also can authorize Pioneer to make the redemptions payable to
someone else. (SWPs are available for accounts with a value of $10,000 or more.)
33
<PAGE>
- --------------------------------------------------------------------------------
RETIREMENT PLANS FROM PIONEER
- --------------------------------------------------------------------------------
Pioneer has a long history of helping people work toward their retirement goals,
offering plans suited to the individual investor and businesses of all sizes.
For more information on Pioneer retirement plans, contact your investment
professional, or call Pioneer at 1-800-622-0176.
Individual Retirement Account (IRA)
An IRA is a tax-favored account that allows anyone under age 701/2 with earned
income to contribute up to $2,000 annually. Spouses may contribute up to $2,000
annually into a separate IRA, for a total of $4,000 per year for a married
couple. Earnings are tax-deferred, and contributions may be tax-deductible.
Roth IRA
The Roth IRA came about as part of the Taxpayer Relief Act of 1997 and is
available to investors in 1998. Contributions, up to $2,000 a year, are not
tax-deductible, but earnings are tax-free for qualified withdrawals.
401(k) Plan
The traditional 401(k) plan allows employees to make pre-tax contributions
through payroll deduction, up to $9,500 per year or 25% of pay, whichever is
less. Employers may contribute.
SIMPLE (Savings Incentive Match PLan for Employees)
401(k) or IRA Plan
Businesses with 100 or fewer eligible employees can establish either plan; both
resemble the traditional 401(k), but with less testing and lower administration
costs. Employees can make pre-tax contributions of up to $6,000 per year, and an
employer contribution is required.
Most retirement plan withdrawals must meet specific conditions to avoid
problems.
34
<PAGE>
403(b) Plan
Also known as a Tax-Sheltered Account (TSA), a 403(b) plan is available only to
employees of public schools, not-for-profit hospitals and other tax-exempt
organizations. A 403(b) plan lets employees set aside a portion of their salary,
before taxes, through payroll deduction.
Simplified Employee Pension Plan (SEP)
SEPs let self-employed people and small-business owners make tax-deductible
contributions of up to 15% of their income. Generally, employers must contribute
the same percentage of pay for themselves and any eligible employees;
contributions are made directly to employees' IRAs. SEPs are easy to administer
and can be an especially good choice for firms with few or no employees.
Profit Sharing Plan
Profit sharing plans offer companies considerable flexibility, allowing them to
decide each year whether a contribution will be made and how much, up to 15% of
each participant's pay. These plans can include provisions for loans and vesting
schedules.
Age-Weighted Profit Sharing Plan
Like traditional profit sharing plans, employer contributions are flexible, but
age-weighted plans allocate contributions based on both age and salary.
Age-weighted plans are designed for employers who want to maximize their own
contributions while keeping contributions to employees affordable.
Money Purchase Pension Plan (MPP)
Money purchase plans are similar to profit sharing plans, but allow for higher
annual contributions - up to 25% of pay. MPPs aren't as flexible as profit
sharing plans; a fixed percentage of pay must be contributed each year,
determined when the plan is established. Businesses often set up both MPPs and
profit sharing plans.
Most retirement plan withdrawals must meet specific conditions to avoid
problems.
35
<PAGE>
- --------------------------------------------------------------------------------
THE PIONEER FAMILY OF MUTUAL FUNDS
- --------------------------------------------------------------------------------
For information about any Pioneer mutual fund, please contact your investment
professional, or call Pioneer at 1-800-225-6292. Ask for a free fund information
kit, which includes a fund prospectus. Please read the prospectus carefully
before you invest or send money.
Growth Funds Income Funds
Global/International Taxable
Pioneer Emerging Markets Fund Pioneer America Income Trust
Pioneer Europe Fund Pioneer Bond Fund
Pioneer Gold Shares Pioneer Short-Term Income Trust
Pioneer International Growth Fund
Pioneer World Equity Fund Tax-Exempt
Pioneer Intermediate Tax-Free Fund
Pioneer Tax-Free Income Fund
United States
Pioneer Capital Growth Fund Money Market Fund
Pioneer Growth Shares Pioneer Cash Reserves Fund
Pioneer Micro-Cap Fund
Pioneer Mid-Cap Fund
Pioneer Small Company Fund
Growth and Income Funds
Pioneer Balanced Fund
Pioneer Equity-Income Fund
Pioneer Fund
Pioneer Real Estate Shares
Pioneer II
36
<PAGE>
This page for your notes.
<PAGE>
- --------------------------------------------------------------------------------
HOW TO CONTACT PIONEER
- --------------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
Account Information, including existing accounts,
new accounts, propectuses, applications
and service forms 1-800-225-6292
FactFone(sm) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Write to us:
Pioneering Services Corporation
60 State Street
Boston, Massachusetts 02109
Our toll-free fax 1-800-225-4240
Our Internet e-mail address [email protected]
(for general questions about Pioneer only)
Visit our web site: www.pioneerfunds.com
This report must be preceded or accompanied by a current Fund prospectus.
[LOGO] Pioneer Funds Distributor, Inc. 0898-5429
60 State Street (c) Pioneer Funds Distributor, Inc.
Boston, Massachussetts 02109
www.pioneerfunds.com Printed on Recycled Paper
