<PAGE>
PIONEER GROWTH SHARES
DEAR SHAREOWNER,
June 30 marked the close of the fiscal half-year for Pioneer Growth Shares. The
stock market generally remained strong during the six months, continuing the
momentum begun early in 1995. Volatility picked up, however, particularly later
in the period as concerns over inflation and higher interest rates triggered
some significant price swings.
HOW YOUR FUND PERFORMED
For the six months ended June 30, 1996, we report the following results:
- - CLASS A SHARES -- Net asset value rose to $10.51 per share on June 30, versus
$10.12 on December 31, 1995. Your Fund achieved a total return of 6.95% based
on net asset value, and 0.78% based on maximum public offering price. These
figures include reinvestment, at net asset value, of the $0.3118 per share
capital gains distribution paid in June.
- - CLASS B SHARES -- Net asset value increased to $10.42 per share on June 30,
versus $10.07 six months ago. Your Fund's six-month total return was 6.59%
assuming shares were held throughout the period, and 2.59% if shares were
redeemed and the 4% contingent deferred sales charge deducted. These figures
include reinvestment of the $0.3118 per share in capital gains paid in June
1996.
Pioneer Growth Shares introduced CLASS C SHARES to investors on January 31,
1996. Since then, Class C shares achieved the following results:
- - Net asset value was $10.41 per share on June 30, versus the opening net asset
value of $10.10 on January 31. Your Fund's total return for the abbreviated
period was 6.17% if shares were held throughout, 5.17% assuming shares were
redeemed on June 30 and the 1% contingent deferred sales charge deducted.
These figures include reinvestment of the $0.3118 per share in capital gains
paid in June 1996.
The accompanying chart shows the Fund's total returns for longer time periods.
<TABLE>
- -------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS
(As of June 30, 1996)
<CAPTION>
CLASS A SHARES NET ASSET PUBLIC OFFERING
------------- VALUE PRICE*
--------- ---------------
<S> <C> <C>
10 Years 12.58% 11.91%
Five Years 14.59 13.25
One Year 20.47 13.56
<CAPTION>
CLASS B SHARES
------------- IF HELD IF REDEEMED**
------- -------------
<S> <C> <C>
Life of Fund (4/28/95) 21.67% 18.39%
One Year 19.62 15.62
- -------------------------------------------------------
</TABLE>
A FAST-MOVING, VOLATILE STOCK MARKET
At the beginning of the semiannual period, the environment for stock investing
was generally favorable. The low inflation and falling interest rates that
existed throughout 1995 continued into 1996. Later in the period, however,
better-than-expected employment reports sparked worries that the economy could
be approaching a peak, triggering stock market volatility. Worries the Fed would
raise short-term interest rates added to the instability, since higher rates cut
into corporate earnings and can therefore make stocks appear overpriced. Despite
big price
- ---------------
* Reflects deduction of the maximum 5.75% sales charge at the beginning of the
period and assumes reinvestment of all distributions at net asset value.
** Reflects deduction of the maximum 4% contingent deferred sales charge at the
end of the period and assumes reinvestment of all distributions.
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.
<PAGE>
swings, the Dow Jones Industrial Average (the Dow) gained 11.75% for the
semiannual period, and the broader-based Standard & Poor's 500 (S&P 500) Index
gained 10.08%. While these figures are solid, they were far below last year's
huge run-up when the Dow jumped 20.37% in the first six months of 1995, and the
S&P 500 returned 20.14%.
OUR APPROACH TO FINDING GROWTH OPPORTUNITIES
Pioneer Growth Shares' objective is to provide capital appreciation. To that
end, your management employs a "bottom-up" strategy for the Fund, focusing on
individual companies we think offer exceptional growth prospects. Clearly, many
of the companies we choose come from traditional high-growth sectors, such as
technology. Nonetheless, our priority is to examine company basics such as cash
flows, earnings growth and quality of management.
We also consider a company's competitive position, preferring to invest in
dominant players that have shown their ability to generate strong earnings. As a
result, many of the Fund's newer investments are large, well-known firms, as
opposed to smaller companies with little or no revenue history. A benefit of
investing in larger companies is that they tend to be more liquid and easier to
trade than lesser-known firms. Your management can also allocate a good portion
of the Fund's assets to bigger firms -- which we did over the six
months -- since their market capitalizations are sizable. As a result, your
portfolio is somewhat more concentrated than it has been in the past. We are
comfortable with the Fund's current positioning, and we expect to maintain a
consolidated -- yet diversified -- portfolio moving forward.
Most of the companies we acquired and added to over the past six months come
from the high-growth technology sector. While the stock prices in this industry
will likely remain volatile into the near future, we see many good long-term
growth prospects. As a result, we increased the Fund's technology weighting to
42%, versus 31% on December 31. We chose companies based on their individual
merits, as well as their potential for future growth. Examples include:
Microsoft, the software giant; Intel, a dominant microprocessor maker; First
Data, a credit card processor; and Cisco Systems, an internetworking company.
Each of these firms has highly efficient operations, as well as the capacity to
upgrade their products in order to maintain their competitive edge. And with
technology likely to remain the driving force behind most growing businesses, we
expect these leaders will be among the biggest beneficiaries.
Other areas we favor include financial services, which increased to 22% of the
portfolio versus 16% in December, and service-related businesses (namely
healthcare), which kept about the same weighting as six months ago. As with
technology, your management selected companies that dominate their respective
fields. In financial services, we like Merrill Lynch, a global
financial-services company; Wells Fargo, a California-based bank; and
Countrywide Credit Industries, a mortgage servicer. As for healthcare, we see
strong potential in United Healthcare, a health maintenance organization
benefiting from strong subscriber growth and its acquisition of related firms.
Your management found select opportunities in the capital goods industry, which
totaled 11% of the portfolio on June 30, approximately the same as six months
ago. One company we especially like is Briggs & Stratton, a small-engine maker
that currently holds about 65% of its market and continues to develop new plants
for its growing operations. The company also has a large amount of free cash
flow, which eventually may be used to repurchase shares.
2
<PAGE>
The accompanying chart shows the Fund's industry allocations at the period's
end.
SECTOR DISTRIBUTION
(Percentage of equity holdings as of June 30, 1996)
[Pie Chart]
Technology 42%
Services 16%
Capital Goods 11%
Basic Industries 2%
Financial 22%
Consumer Durables 4%
Consumer Non-Durables 3%
LOOKING AHEAD
Debates will undoubtedly persist -- particularly in this election year -- as to
whether financial markets will move higher, or whether they will reverse course.
We believe no one can predict stock market movements into the future; however,
we think it is likely stock prices will remain volatile near-term, especially
given the uncertain strength of the economy. Your management, however, does not
get bogged down in market forecasting. Instead, we remain focused on what we
think is the most effective way to invest for the long term -- identifying the
growth potential of individual companies. By doing so, we expect to maintain a
portfolio that can offer shareowners solid long-term results.
One final note. We are pleased to announce that we are giving semiannual and
annual reports a facelift, including easy-to-find and use graphic summaries.
Your annual report dated December 31, 1996, will reflect these improvements. We
also will begin sending you quarterly information, starting September 30, 1996,
so you can have more up-to-date reports about your Fund. We wish to thank all of
you who took the time to respond to our questions about what you want to see in
fund reports.
The following pages provide the Fund's audited Schedule of Investments and
financial statements as of June 30, 1996. If you have any questions about your
investment in Pioneer Growth Shares, please contact your investment
representative, or call Pioneer at 1-800-225-6292.
Respectfully,
/s/ John F. Cogan, Jr.
- --------------------------
John F. Cogan, Jr.
Chairman and President,
Pioneer Growth Shares
3
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
SCHEDULE OF INVESTMENTS
June 30, 1996
<CAPTION>
Shares Value
<C> <S> <C>
- ----------------------------------------------------------------------------------------------------------------------
COMMON STOCKS -- 96.7%
BASIC INDUSTRIES -- 1.6%
METALS & MINING -- 1.6%
116,200 Minerals Technologies, Inc............................................................. $ 3,979,850
------------
TOTAL BASIC INDUSTRIES................................................................... $ 3,979,850
------------
CAPITAL GOODS -- 11.1%
AGRICULTURAL -- 2.3%
110,000 Pioneer Hi-Bred International, Inc..................................................... $ 5,816,250
------------
PRODUCER GOODS -- 3.9%
235,000 Briggs & Stratton Corp................................................................. $ 9,664,375
------------
TELECOMMUNICATIONS SERVICES & EQUIPMENT -- 4.9%
165,000 Airtouch Communications, Inc.*......................................................... $ 4,661,250
420,000 Tele-Communications Inc. (Class A)*.................................................... 7,612,500
------------
$ 12,273,750
------------
TOTAL CAPITAL GOODS...................................................................... $ 27,754,375
------------
CONSUMER DURABLES -- 3.9%
MOTOR VEHICLES -- 3.9%
210,000 Magna International, Inc. (Class A).................................................... $ 9,660,000
------------
TOTAL CONSUMER DURABLES.................................................................. $ 9,660,000
------------
CONSUMER NON-DURABLES -- 2.9%
RETAIL -- FOOD AND BEVERAGES -- 0.5%
56,377 Smith's Food & Drug Centers, Inc. (Class B)............................................ $ 1,346,001
------------
RETAIL NON-FOOD -- 2.4%
165,000 Barnes & Noble, Inc.*.................................................................. $ 5,919,375
------------
TOTAL CONSUMER NON-DURABLES.............................................................. $ 7,265,376
------------
FINANCIAL -- 21.1%
COMMERCIAL BANK -- 3.1%
32,000 Wells Fargo & Co....................................................................... $ 7,644,000
------------
INSURANCE -- 1.7%
265,000 20th Century Industries*............................................................... $ 4,405,625
------------
INVESTMENTS -- 8.7%
170,000 Merrill Lynch & Co., Inc............................................................... $ 11,071,250
435,000 Charles Schwab Corp.................................................................... 10,657,500
------------
$ 21,728,750
------------
FINANCE -- MISCELLANEOUS -- 7.6%
350,000 Countrywide Credit Industries, Inc..................................................... $ 8,662,500
170,000 Franklin Resources, Inc................................................................ 10,370,000
------------
$ 19,032,500
------------
TOTAL FINANCIAL.......................................................................... $ 52,810,875
------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
SCHEDULE OF INVESTMENTS
June 30, 1996 (Continued)
<CAPTION>
Shares Value
<C> <S> <C>
- ---------------------------------------------------------------------------------------------------------------------
SERVICES -- 15.8%
BROADCASTING & MEDIA -- 3.6%
80,000 The Walt Disney Co....................................................................... $ 5,030,000
135,000 Silver King Communications*.............................................................. 4,050,000
------------
$ 9,080,000
------------
HEALTH SERVICES & PERSONAL CARE -- 8.7%
215,000 Columbia/HCA Healthcare Corp............................................................. $ 11,475,625
205,000 United Healthcare Corp................................................................... 10,352,500
------------
$ 21,828,125
------------
HOTELS/RESTAURANTS -- 3.5%
350,000 Host Marriott Services Corp.*............................................................ $ 4,593,750
75,000 Marriott International, Inc.............................................................. 4,031,250
------------
$ 8,625,000
------------
TOTAL SERVICES........................................................................... $ 39,533,125
------------
TECHNOLOGY -- 40.3%
COMPUTERS -- 1.0%
55,000 3COM Corp.*.............................................................................. $ 2,516,250
------------
COMPUTER SOFTWARE/SERVICES -- 16.6%
220,000 Dell Computer Corp.*..................................................................... $ 11,192,500
155,000 First Data Corp.......................................................................... 12,341,875
80,000 Intuit, Inc.*............................................................................ 3,780,000
100,000 Microsoft Corp.*......................................................................... 12,012,500
45,000 Seagate Technology, Inc.*................................................................ 2,025,000
------------
$ 41,351,875
------------
ELECTRONICS -- 22.7%
235,000 Applied Materials, Inc.*................................................................. $ 7,167,500
60,700 Arrow Electronics, Inc.*................................................................. 2,617,687
160,000 Cisco Systems, Inc.*..................................................................... 9,060,000
140,000 Duracell International, Inc.............................................................. 6,037,500
60,000 LM Ericsson Telephone Co. (Class B)(A.D.R)............................................... 1,290,000
170,000 Intel Corp............................................................................... 12,484,375
180,000 Molex, Inc. (Class A).................................................................... 5,287,500
150,000 Motorola, Inc............................................................................ 9,431,250
90,000 Nokia Corp. (Class A)(A.D.R.)............................................................ 3,330,000
------------
$ 56,705,812
------------
TOTAL TECHNOLOGY......................................................................... $100,573,937
------------
TOTAL COMMON STOCKS (Cost $233,233,487).................................................. $241,577,538
------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
SCHEDULE OF INVESTMENTS
June 30, 1996 (Continued)
<CAPTION>
Principal
Amount Value
- ---------------------------------------------------------------------------------------------------------------------
<C> <S> <C>
TEMPORARY INVESTMENTS -- 3.3%
COMMERCIAL PAPER -- 3.3%
$2,151,000 Commercial Credit Corp., 5.37%, 07/02/96................................................. $ 2,151,000
6,072,000 Ford Motor Credit Co., 5.50%, 07/01/96................................................... 6,072,000
------------
TOTAL TEMPORARY CASH INVESTMENTS (Cost $8,223,000)....................................... $ 8,223,000
------------
TOTAL INVESTMENT IN SECURITIES -- 100% (Cost $241,456,487)(a)............................ $249,800,538
============
- --------
<FN>
* Non-income producing security.
(a) At June 30, 1996, the net unrealized gain on investments based on cost for
federal income tax purposes of $241,456,487 was as follows:
Aggregate gross unrealized gain for all investments in which there is an excess of value over tax
cost............................................................................................. $17,749,156
Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over
value............................................................................................ (9,405,105)
-----------
Net unrealized gain.............................................................................. $ 8,344,051
===========
</FN>
</TABLE>
Purchases and sales of securities (excluding temporary cash investments) for the
six months ended June 30, 1996 aggregated $221,918,666 and $193,789,156,
respectively.
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
BALANCE SHEET
June 30, 1996
<S> <C>
ASSETS:
Investments in securities, at value
(including temporary cash investments of
$8,223,000) (cost $241,456,487; see
Schedule of Investments and Note 1)..... $249,800,538
Receivables -
Investment securities sold.............. 181,250
Fund shares sold........................ 805,097
Dividends............................... 138,425
Interest................................ 4,069
Other................................... 5,548
------------
Total assets.......................... $250,934,927
------------
LIABILITIES:
Payables -
Investment securities purchased......... $ 116,550
Fund shares repurchased................. 133,938
Dividends............................... 1,181
Due to affiliates (Notes 2, 3 and 4)...... 317,690
Accrued expenses.......................... 53,357
------------
Total liabilities..................... $ 622,716
------------
NET ASSETS:
Paid-in capital (Note 1).................. $221,021,362
Accumulated undistributed net investment
income (Note 1)......................... 150,838
Accumulated undistributed net realized
gain on investments (Note 1)............ 20,795,960
Net unrealized gain on investments
(Note 1)................................ 8,344,051
------------
Total net assets...................... $250,312,211
============
NET ASSET VALUE PER SHARE:
Class A - (based on $231,290,146/
22,011,330 shares of beneficial interest
outstanding - unlimited number of shares
authorized)............................. $ 10.51
============
Class B - (based on $18,638,627/
1,789,232 shares of beneficial interest
outstanding - unlimited number of shares
authorized)............................. $ 10.42
============
Class C - (based on $383,438/36,818 shares
of beneficial interest outstanding -
unlimited number of shares
authorized)............................. $ 10.41
============
MAXIMUM OFFERING PRICE:
Class A................................... $ 11.15
============
</TABLE>
PIONEER GROWTH SHARES
<TABLE>
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1996
<S> <C>
INVESTMENT INCOME (NOTE 1):
Dividends (net of foreign taxes withheld
of $38,072)............................ $ 1,012,064
Interest................................. 617,909
-----------
Total investment income................ $ 1,629,973
-----------
EXPENSES:
Management fees (Note 2)................. $ 605,638
Transfer agent fees (Note 3)
Class A................................ 324,543
Class B................................ 21,179
Class C................................ 358
Distribution fees (Note 4)
Class A................................ 281,932
Class B................................ 82,848
Class C................................ 944
Registration fees........................ 77,700
Custodian fees........................... 28,112
Professional fees........................ 23,660
Accounting (Note 2)...................... 35,805
Printing................................. 10,920
Fees and expenses of nonaffiliated
trustees............................... 9,610
Miscellaneous............................ 12,369
-----------
Total expenses......................... $ 1,515,618
Less fees paid indirectly (Note 5)... (25,099)
-----------
Net expenses......................... $ 1,490,519
-----------
Net investment income................ $ 139,454
-----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS:
Net realized gain on investments
(Note 1)............................... $21,366,151
Change in net unrealized gain on
investments............................ (5,380,963)
-----------
Net gain on investments................ $15,985,188
-----------
Net increase in net assets resulting
from operations.................... $16,124,642
===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended June 30, 1996 and the Year Ended December 31, 1995
<CAPTION>
Six Months Ended Year Ended
June 30, 1996 December 31, 1995
---------------- ------------------
<S> <C> <C>
FROM OPERATIONS:
Net investment income............................................................ $ 139,454 $ 521,624
Net realized gain on investments................................................. 21,366,151 32,890,594
Change in net unrealized gain on investments..................................... (5,380,963) 8,653,487
------------ -------------
Net increase in net assets resulting from operations........................... $ 16,124,642 $ 42,065,705
------------ -------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Class A ($0.00 and $0.03 per share, respectively).............................. $ -- $ (471,206)
Class B ($0.00 and $0.03 per share, respectively).............................. -- (39,034)
Net realized gain
Class A ($0.31 and $1.31 per share, respectively).............................. (6,668,492) (24,674,561)
Class B ($0.31 and $1.31 per share, respectively).............................. (529,887) (1,564,089)
Class C ($0.31 and $0.00 per share, respectively).............................. (10,477) --
------------ -------------
Decrease in net assets resulting from distributions to shareholders............ $ (7,208,856) (26,748,890)
------------ -------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares................................................. $ 45,885,362 $ 234,292,684
Net asset value of shares issued to shareholders in reinvestment of
distributions.................................................................. 7,031,103 26,141,112
Cost of shares repurchased....................................................... (41,102,632) (178,643,781)
------------ -------------
Net increase in net assets resulting from fund share transactions.............. $ 11,813,833 $ 81,790,015
------------ -------------
Net increase in net assets..................................................... $ 20,729,619 $ 97,106,830
NET ASSETS:
Beginning of period.............................................................. 229,582,592 132,475,762
------------ -------------
End of period (including accumulated undistributed net investment income of
$150,838 and $11,384, respectively)............................................ $250,312,211 $ 229,582,592
============ =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended June 30, 1996 and the Year Ended December 31, 1995
(Continued)
<CAPTION>
Six Months Ended Year Ended
June 30, 1996 December 31, 1995
-------------------------- ---------------------------------
Shares Amount Shares Amount
---------- ------------ ----------- -------------
<S> <C> <C> <C> <C>
CLASS A
Shares sold........................................... 3,714,838 $ 38,083,006 21,037,128 $ 218,781,090
Shares issued to shareholders in reinvestment of
distributions....................................... 624,559 6,532,621 2,487,284 24,625,337
Less shares repurchased............................... (3,621,823) (37,352,594) (17,195,620) (177,014,019)
---------- ------------ ----------- -------------
Net increase........................................ 717,574 $ 7,263,033 6,328,792 $ 66,392,408
========== ============ =========== =============
CLASS B*
Shares sold........................................... 717,242 $ 7,427,434 1,382,346 $ 15,511,594
Shares issued to shareholders in reinvestment of
distributions....................................... 47,262 489,968 153,886 1,515,775
Less shares repurchased............................... (366,750) (3,749,146) (144,754) (1,629,762)
---------- ------------ ----------- -------------
Net increase........................................ 397,754 $ 4,168,256 1,391,478 $ 15,397,607
========== ============ =========== =============
CLASS C**
Shares sold........................................... 36,082 $ 374,922
Shares issued to shareholders in reinvestment of
distributions....................................... 821 8,514
Less shares repurchased............................... (85) (892)
---------- ------------
Net increase........................................ 36,818 $ 382,544
========== ============
- ------------
<FN>
* Class B shares were first publicly offered on April 28, 1995.
** Class C shares were first publicly offered on January 31, 1996.
</FN>
</TABLE>
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
FINANCIAL HIGHLIGHTS -- SELECTED DATA FOR A SHARE OUTSTANDING
For the Periods Presented
<CAPTION>
Six
Months
Ended For the Years Ended December 31,
June 30, -----------------------------------------------------------------------------
1996 1995 1994 1993++ 1992 1991 1990 1989
-------- -------- -------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CLASS A
Net asset value, beginning of
period........................ $ 10.12 $ 8.85 $ 12.62 $ 12.42 $ 12.27 $ 7.57 $ 8.95 $ 7.39
-------- -------- -------- -------- -------- ------- ------- -------
Increase (decrease) from
investment operations:
Net investment income
(loss)...................... $ 0.01 $ 0.03 $ (0.06) $ (0.07) $ -- $ 0.02 $ 0.08 $ 0.08
Net realized and unrealized
gain (loss) on
investments................. 0.69 2.58 (0.38) 1.10 0.15 4.70 (0.83) 2.37
-------- -------- -------- -------- -------- ------- ------- -------
Net increase (decrease) from
investment
operations................. $ 0.70 $ 2.61 $ (0.44) $ 1.03 $ 0.15 $ 4.72 $ (0.75) $ 2.45
Distribution to shareholders:
From net investment income.... -- (0.03) -- -- -- -- (0.08) (0.08)
From net realized gain........ (0.31) (1.31) (3.32) (0.83) -- -- (0.55) (0.81)
In excess of net investment
income...................... -- -- -- -- -- (0.02) -- --
From paid-in capital.......... -- -- (0.01) -- -- -- -- --
-------- -------- -------- -------- -------- ------- ------- -------
Net increase (decrease) in net
asset value................... $ 0.39 $ 1.27 $ (3.77) $ 0.20 $ 0.15 $ 4.70 $ (1.38) $ 1.56
-------- -------- -------- -------- -------- ------- ------- -------
Net asset value, end of
period........................ $ 10.51 $ 10.12 $ 8.85 $ 12.62 $ 12.42 $ 12.27 $ 7.57 $ 8.95
======== ======== ======== ======== ======== ======= ======= =======
Total return*.................. 6.95% 29.82% (2.60)% 8.52% 1.22% 62.37% (8.37)% 33.63%
Ratio of net expenses to
average net assets............ 1.20%**+ 1.23%+ 1.46% 1.20% 1.15% 1.22% 1.29% 1.11%
Ratio of net investment income
(loss) to average net
assets........................ 0.15%**+ 0.28%+ (0.53)% (0.60)% 0.00% 0.14% 0.89% 0.91%
Portfolio turnover rate........ 175%** 158% 161% 29% 25% 27% 44% 58%
Average commission rate paid
per exchange listed
transaction................... $ 0.0568 -- -- -- -- -- -- --
Net assets, end of period (in
thousands).................... $231,290 $215,564 $132,476 $134,546 $120,847 $91,464 $52,322 $48,904
Ratios assuming no waiver of
fees or assumption of
expenses:
Net expenses................ -- -- -- 1.21% 1.25% 1.28% -- --
Net investment income
(loss)..................... -- -- -- (0.62)% 0.10% 0.08% -- --
Ratios assuming reduction for
fees paid indirectly:
Net expenses................ 1.18%** 1.21% -- -- -- -- -- --
Net investment income....... 0.17%** 0.30% -- -- -- -- -- --
<CAPTION>
1988 1987 1986
------- ------- -------
<S> <C> <C> <C>
CLASS A
Net asset value, beginning of
period........................ $ 6.27 $ 7.09 $ 6.56
------- ------- -------
Increase (decrease) from
investment operations:
Net investment income
(loss)...................... $ 0.06 $ 0.07 $ 0.10
Net realized and unrealized
gain (loss) on
investments................. 1.37 (0.31) 0.95
------- ------- -------
Net increase (decrease) from
investment
operations................. $ 1.43 $ (0.24) $ 1.05
Distribution to shareholders:
From net investment income.... (0.06) (0.07) (0.10)
From net realized gain........ (0.25) (0.51) (0.42)
In excess of net investment
income...................... -- -- --
From paid-in capital.......... -- -- --
------- ------- -------
Net increase (decrease) in net
asset value................... $ 1.12 $ (0.82) $ 0.53
------- ------- -------
Net asset value, end of
period........................ $ 7.39 $ 6.27 $ 7.09
======= ======= =======
Total return*.................. 23.01% (3.44)% 15.83%
Ratio of net expenses to
average net assets............ 1.24% 1.11% 1.11%
Ratio of net investment income
(loss) to average net
assets........................ 0.88% 0.82% 1.28%
Portfolio turnover rate........ 48% 51% 45%
Average commission rate paid
per exchange listed
transaction................... -- -- --
Net assets, end of period (in
thousands).................... $39,231 $36,578 $32,953
Ratios assuming no waiver of
fees or assumption of
expenses:
Net expenses................ -- -- --
Net investment income
(loss)..................... -- -- --
Ratios assuming reduction for
fees paid indirectly:
Net expenses................ -- -- --
Net investment income....... -- -- --
- -----------
<FN>
+ Ratios assuming no reduction for fees paid indirectly.
++ Prior to assumption of management agreement on December 1, 1993 by Pioneering
Management Corporation, the Fund was advised by Mutual of Omaha Fund
Management Company.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all 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.
</FN>
</TABLE>
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
PIONEER GROWTH SHARES
<TABLE>
FINANCIAL HIGHLIGHTS -- SELECTED DATA FOR A SHARE OUTSTANDING
For the Periods Presented (Continued)
<CAPTION>
Six Months April 28, 1995
Ended to
June 30, 1996 December 31, 1995
------------- -----------------
<S> <C> <C>
CLASS B
Net asset value, beginning of period........... $ 10.07 $ 9.68
------- -------
Increase (decrease) from investment operations:
Net investment income (loss)................. $ (0.02) $ --
Net realized and unrealized gain on
investments................................ 0.68 1.73
------- -------
Net increase from investment operations.... $ 0.66 $ 1.73
Distribution to shareholders from:
Net investment income........................ -- (0.03)
Net realized gain............................ (0.31) (1.31)
------- -------
Net increase in net asset value............ $ 0.35 $ 0.39
------- -------
Net asset value, end of period............. $ 10.42 $ 10.07
======= =======
Total return*.................................. 6.59 % 18.26 %
Ratio of net expenses to average net assets.... 1.92 %**+ 1.90 %**+
Ratio of net investment loss to average net
assets....................................... (0.59)%**+ (0.25)%**+
Portfolio turnover rate........................ 175 %** 158 %
Average commission rate paid per exchange
listed transaction........................... $0.0568 --
Net assets, end of period (in thousands)....... $18,639 $14,019
Ratios assuming reduction for fees paid
indirectly:
Net expenses................................. 1.90 %** 1.84 %**
Net investment loss.......................... (0.57)%** (0.19)%**
</TABLE>
<TABLE>
<CAPTION>
January 31, 1996
to
June 30, 1996
---------------
<S> <C>
CLASS C***
Net asset value, beginning of period........... $ 10.10
-------
Increase (decrease) from investment operations:
Net investment loss.......................... $ (0.02)
Net realized and unrealized gain on
investments................................ 0.64
-------
Net increase from investment operations.... $ 0.62
Distribution to shareholders from:
Net realized gain............................ (0.31)
-------
Net increase in net asset value............ $ 0.31
-------
Net asset value, end of period............. $ 10.41
=======
Total return*.................................. 6.17 %
Ratio of net expenses to average net assets.... 2.08 %**+
Ratio of net investment loss to average net
assets....................................... (0.87)%**+
Portfolio turnover rate........................ 175 %**
Average commission rate paid per exchange
listed transaction........................... $0.0568
Net assets, end of period (in thousands)....... $ 383
Ratios assuming reduction for fees paid
indirectly:
Net expenses................................. 2.02 %**
Net investment loss.......................... (0.81)%**
- ------------
<FN>
+ Ratios assuming no reduction for fees paid indirectly.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all 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.
*** Class C shares were first publicly offered on January 31, 1996.
</FN>
</TABLE>
The accompanying notes are an integral part of these financial statements.
11
<PAGE>
PIONEER GROWTH SHARES
NOTES TO FINANCIAL STATEMENTS
June 30, 1996
1. Pioneer Growth Shares (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 appreciation
of capital through investments in common stocks, together with preferred stocks,
bonds, and debentures which are convertible into common stocks.
The Fund offers three share classes -- Class A, Class B and Class C shares.
Class C shares were first publicly offered on January 31, 1996. The shares of
Class A, Class B and Class C represent an interest in the same portfolio of
investments of the Fund and have equal rights to voting, redemptions, dividends
and liquidation, except that each class of shares can bear different transfer
agent and distribution fees and have 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.
Each day, securities are valued at the last sale price on the principal exchange
where they are traded. Securities that have not traded on the date of valuation,
or securities for which sale prices are not generally reported, are valued at
the mean between the last bid and asked prices. Securities for which market
quotations are not readily available are valued at their fair values as
determined by, or under the direction of, the Board of Trustees. Temporary cash
investments are valued at amortized cost. Dividend income is recorded on the
ex-dividend date and interest income is recorded on the accrual basis.
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.
Settlements from litigation and class action suits are recognized when the
Fund acquires an enforceable right to such awards. These settlements are
included in other income to the extent that they are not identifiable with
realized or unrealized losses. Included in net realized gain on investments is
$24,602 of class action settlements received by the Fund during the year ended
December 31, 1995.
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 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 its shares on
trade date. Net losses, if any, as a result of cancellations are absorbed by
Pioneer Funds Distributor, Inc.
12
<PAGE>
PIONEER GROWTH SHARES
NOTES TO FINANCIAL STATEMENTS
June 30, 1996 (Continued)
(PFD), the principal underwriter for the Fund and an indirect subsidiary of The
Pioneer Group, Inc. (PGI). PFD earned $82,809 in underwriting commissions on the
sale of fund shares during the six months ended June 30, 1996. Distributions to
shareholders are recorded as of the ex-dividend date. Distributions paid by the
Fund, if any, with respect to each class of shares are calculated in the same
manner, at the same time, on the same day and in the same amount, except that
Class A, Class B and Class C shares bear different transfer agent and
distribution fees.
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 expenses (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.
2. 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
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. Included in due to affiliates are $103,431 and $5,732 in management
fees and accounting fees, respectively, payable to PMC at June 30, 1996.
3. 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 $44,103 in transfer agent fees payable to PSC at June 30, 1996.
4. 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 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 services or distribution services with regard to Class B and
Class C shares. Included in due to affiliates is $164,424 in distribution fees
payable to PFD at June 30, 1996.
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
certain net asset value purchases of Class A shares that are redeemed 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
CDSC are paid to PFD. For the six months ended June 30, 1996, CDSCs in the
amount of $22,153 were paid to PFD.
5. 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, 1996,
the Fund's expenses were reduced by $25,099 under such arrangements.
13
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE SHAREHOLDERS AND THE BOARD OF TRUSTEES OF PIONEER GROWTH SHARES:
We have audited the accompanying balance sheet of Pioneer Growth Shares,
including the schedule of investments, as of June 30, 1996, and the related
statement of operations for the period then ended, the statements of changes in
net assets for the periods presented and financial highlights for the periods
ended June 30, 1996, December 31, 1995 and December 31, 1994. 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 each of the eight years 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, 1996 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 Growth Shares as of June 30, 1996, the results of its operations for
the period then ended, the changes in its net assets for the periods presented
and financial highlights for the periods ended June 30, 1996, December 31, 1995
and December 31, 1994, in conformity with generally accepted accounting
principles.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
August 1, 1996
14
<PAGE>
PIONEER GROWTH SHARES
60 State Street
Boston, MA 02109
OFFICERS TRUSTEES
JOHN F. COGAN, JR. JOHN F. COGAN, JR.
Chairman and President RICHARD H. EGDAHL, M.D.
DAVID D. TRIPPLE MARGARET B. W. GRAHAM
Executive Vice President JOHN W. KENDRICK
WARREN J. ISABELLE MARGUERITE A. PIRET
Vice President DAVID D. TRIPPLE
WILLIAM H. KEOUGH STEPHEN K. WEST
Treasurer JOHN WINTHROP
JOSEPH P. BARRI
Secretary
INVESTMENT ADVISER LEGAL COUNSEL
PIONEERING MANAGEMENT HALE AND DORR
CORPORATION
PRINCIPAL UNDERWRITER SHAREHOLDER
PIONEER FUNDS SERVICES AND
DISTRIBUTOR, INC. TRANSFER AGENT
PIONEERING SERVICES
CUSTODIAN CORPORATION
BROWN BROTHERS 60 State Street
HARRIMAN & CO. Boston, Massachusetts 02109
INDEPENDENT PUBLIC
ACCOUNTANTS
ARTHUR ANDERSEN LLP
- ----------------------------------------------------------
Please call Pioneer for information on:
Existing accounts, new accounts, prospectuses,
applications, and service forms............1-800-225-6292
Fund yields and prices.....................1-800-225-4321
Toll-free fax..............................1-800-225-4240
Retirement plans...........................1-800-622-0176
Telecommunications Device for the Deaf
(TDD)......................................1-800-225-1997
- ----------------------------------------------------------
When distributed to persons who are not shareowners of the Fund, this report
must be accompanied by a current prospectus, that discusses the objectives,
policies, sales charges and other information about the Fund.
0896-3591
[Copyright]Pioneer Funds Distributor, Inc.
[LOGO]
Pioneer
Growth
Shares
SEMIANNUAL REPORT
JUNE 30, 1996
