[LOGO]
PIONEER
MID-CAP
FUND
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SEMIANNUAL REPORT 3/31/97
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<PAGE>
TABLE OF CONTENTS
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Letter from the Chairman 1
Portfolio Summary 2
Performance Update 3
Portfolio Management Discussion 6
Schedule of Investments 9
Financial Statements 13
Notes to Financial Statements 19
Report of Independent Public Accountants 23
Trustees, Officers and Service Providers 24
Programs and Services for Pioneer Shareowners 26
The Pioneer Family of Mutual Funds 29
<PAGE>
PIONEER MID-CAP FUND
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LETTER FROM THE CHAIRMAN 3/31/97
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DEAR SHAREOWNER,
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Welcome to Pioneer Mid-Cap Fund's semiannual report, covering the six
months ended March 31, 1997. On behalf of the Fund's investment
management team, I thank you for your interest in the Fund. Even
though we just concluded a difficult period, both for the Fund and
similarly oriented investments, we continue to believe that the Fund
is on the right track to deliver rewarding long-term results.
The past six months took stock investors on a rollercoaster ride. The
emotions that fueled the Dow Jones Industrial Average to a record
year in 1996 carried over into 1997. Individuals and institutions
continued to pour money into the stock market; over the past six
months, $223 billion entered the stock market through mutual funds
alone. Interestingly, and unpredictably, the bulk of those assets
have been directed toward one type of stock - that of large, familiar
companies.
As time has passed, however, investors have grown increasingly
uncertain - about what circumstances could trigger a "correction,"
whether to continue buying stocks that have already done well or to
start looking at stocks that have depressed prices. From our vantage
point, it seems realistic to expect the stock market's unprecedented
upward surge may slow or backtrack at times - at least for the
relatively narrow group of stocks that have led the charge. On the
surface, this may not appear to be an encouraging outlook, but it
could actually be the best possible news for investors in funds like
Pioneer Mid-Cap Fund who have not yet participated in the new
enthusiasm for stock investing.
I encourage you to read this report, especially the following
Portfolio Management Discussion, and the enclosed Inside Pioneer
Mid-Cap Fund to learn about our efforts to prepare your Fund for
long-term success. Please contact your investment representative, or
us at 1-800-225-6292, if you have questions about Pioneer Mid-Cap Fund.
Thank you for your support.
Respectfully,
/s/ John F. Cogan, Jr.,
-----------------------------
John F. Cogan, Jr.,
Chairman and President
1
<PAGE>
PIONEER MID-CAP FUND
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PORTFOLIO SUMMARY 3/31/97
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PORTFOLIO DIVERSIFICATION
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(As a percentage of total investment portfolio)
[Pie Chart]
U.S. Common Stocks 99.8%
Short-Term Cash Equivalents 02%
SECTOR DISTRIBUTION
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(As a percentage of equity holdings)
[Pie Chart]
Utilities 2%
Consumer Durables 2%
Basic Industries 5%
Energy 7%
Financial 10%
Technology 35%
Capital Goods 14%
Consumer Non-Durables 14%
Healthcare 11%
10 LARGEST HOLDINGS
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(As a percentage of equity holdings)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
-----------------------------------------------------------------------------------------
1. Cascade Communications Corp. 3.32% 6. Analog Devices, Inc. 2.57%
-----------------------------------------------------------------------------------------
2. EMC Corp. 3.25 7. American Power Conversion Corp. 2.47
-----------------------------------------------------------------------------------------
3. Adaptec, Inc. 2.90 8. Global Marine, Inc. 2.46
----------------------------------------------------------------------------------------
4. Oxford Health Plans, Inc. 2.82 9. C-Cube Microsystems, Inc. 2.33
----------------------------------------------------------------------------------------
5. Ascend Communications, Inc. 2.80 10. Newmont Mining Corp. 2.22
----------------------------------------------------------------------------------------
</TABLE>
Fund holdings will vary for other periods.
2
<PAGE>
PIONEER MID-CAP FUND
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PERFORMANCE UPDATE 3/31/97 CLASS A SHARES
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SHARE PRICES AND DISTRIBUTIONS
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<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 3/31/97 9/30/96
<S> <C> <C>
$17.92 $21.12
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(9/30/96-3/31/97) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
- - $1.884
</TABLE>
INVESTMENT RETURNS
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The mountain chart on the right shows the growth of a $10,000
investment made in Pioneer Mid-Cap Fund at public offering price,
compared to the growth of the Standard & Poor's Midcap 400 Index.
<TABLE>
AVERAGE ANNUAL TOTAL RETURNS
(As of March 31, 1997)
<CAPTION>
PERIOD NET ASSET VALUE PUBLIC OFFERING PRICE*
<S> <C> <C>
10 Years 8.71% 8.06%
5 Years 8.23 6.95
1 Year -2.03 -7.65
</TABLE>
[Line Graph]
<TABLE>
<CAPTION>
Pioneer Mid-Cap Fund* Standard & Poor's Midcap 400 Index
-------------------- ----------------------------------
<S> <C> <C>
"3/87" 9425 10000
"3/88" 8632 9150
"3/89" 10267 10711
"3/90" 11328 12832
"3/91" 11898 15440
"3/92" 14627 18747
"3/93" 17431 21770
"3/94" 18531 23104
"3/95" 19010 25048
"3/96" 22169 32164
"3/97" 21718 35575
</TABLE>
* Reflects deduction of the maximum 5.75% sales charge at the beginning of
the period and assumes reinvestment of distributions at net asset value.
The Fund adopted its current name and investment objective on February 1,
1996. Prior to that date, the Fund's name was Pioneer Three and its objective
was growth and income from a portfolio primarily of small-capitalization
stocks.
The Standard & Poor's (S&P) Midcap 400 Index is an unmanaged measure of 400
domestic stocks chosen for market size (average capitalization is $2.5
billion), liquidity and group representation. 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 an
index.
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
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PIONEER MID-CAP FUND
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PERFORMANCE UPDATE 3/31/97 CLASS B SHARES
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SHARE PRICES AND DISTRIBUTIONS
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<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 3/31/97 9/30/96
<S> <C> <C>
$17.73 $21.02
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(9/30/96-3/31/97) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
- - $1.884
</TABLE>
INVESTMENT RETURNS
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The mountain chart on the right shows the growth of a $10,000
investment made in Pioneer Mid-Cap Fund, compared to the growth of the
Standard & Poor's Midcap 400 Index.
<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS
(As of March 31, 1997)
PERIOD IF HELD IF REDEEMED*
<S> <C> <C>
Life-of-Fund 1.40% -1.77%
(2/1/96)
1 Year -2.91 -6.42
</TABLE>
[LINE CHART]
<TABLE>
<CAPTION>
Pioneer Mid-Cap Fund* Standard & Poor's Midcap 400 Index
-------------------- ----------------------------------
<S> <C> <C>
2/96 10000 10000
3/96 10254 10147
10554 10446
10661 10570
6/96 10355 10440
9290 9723
9975 10258
9/96 10765 10741
10560 10759
11318 11349
12/96 11174 11391
11770 11806
10792 11693
3/97 9596 11224
</TABLE>
* Reflects deduction of the maximum applicable contigent deferred sales charge
(CDSC) at the end ofthe period and asssumes reinvestment of distributions.The
maximum DCSC of 4% declines over six years.
+ Index comparison begins 2/29/96. The Standard & Poor's (S&P) Midcap 400 Index
is an unmanaged measure of 400 domestic stocks chosen for market size (average
capitalization is $2.5 billion), liquidity and group representation. 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 an Index.
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 MID-CAP FUND
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PERFORMANCE UPDATE 3/31/97 CLASS C SHARES
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SHARE PRICES AND DISTRIBUTIONS
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<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 3/31/97 9/30/96
<S> <C> <C>
$17.82 $21.12
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(9/30/96-3/31/97) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
- - $1.884
</TABLE>
INVESTMENT RETURNS
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The mountain chart on the right shows the growth of a $10,000 investment
made in Pioneer Mid-Cap Fund, compared to the growth of the Standard &
Poor's Midcap 400 Index.
<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURNS
(As of March 31, 1997)
PERIOD IF HELD IF REDEEMED*
<S> <C> <C>
Life-of-Fund 1.63% 1.63%
(2/1/96)
1 Year -2.65 -3.53
</TABLE>
[Line Chart]
<TABLE>
Growth of $10,0000
<CAPTION>
Pioneer Mid-Cap Fund* Standard & Poor's Midcap 400 Index
-------------------- ----------------------------------
<S> <C> <C>
2/29/96 10,000 10,000
3/31/96 10,254 10,147
10,544 10,446
10,686 10,570
6/39/96 10,381 10,440
9,317 9,723
10,007 10,268
9/30/96 10,795 10,741
10,585 10,759
11,347 11,349
12/31/96 11,196 11,391
11,797 11,806
10,817 11,693
3/31/97 9,982 11,224
</TABLE>
* The 1% contingent deferred sales charges (CDSC) is deducted at the end of the
period for redemptions made within one year of purchase. Assumes reinvestment
of distributions.
+ Index comparison begins 2/29/96. The Standard & Poor's (S&P) Midcap 400 Index
is an unmanaged measure of 400 domestic stocks chosen for market size (average
capitalization is $2.5 billion), liquidity and group representation. 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 an index.
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 MID-CAP FUND
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PORTFOLIO MANAGEMENT DISCUSSION 3/31/97
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DEAR SHAREOWNER,
---------------------------------------------------------------------------
The first half of Pioneer Mid-Cap Fund's new fiscal year was
volatile, challenging and disappointing in terms of recent investment
returns. After posting a total return of 4.03% in the first fiscal
quarter (October through December 1996), the market for the type of
stocks in your Fund's portfolio reversed. The Fund posted a decline
of 10.62% over the next three months; for the full six-month period
the Fund's return was -7.02%. By comparison, the Standard & Poor's
Midcap 400 Index generated a return of -1.47% for the most recent
quarter, and 4.49% over the past six months. The Dow Jones Industrial
Average of 30 large, well-known stocks gained 2.63% and 13.09% over
the quarter and semiannual period, respectively.
QUICK SHIFT IN THE SHORT-TERM MARKET FOR MID-CAP STOCKS
Two developments were largely responsible for the declines in prices
of the smaller, growth-oriented segment of the stock market. First,
comments about stock market risk by Federal Reserve Chairman Alan
Greenspan provoked worries about the immediate future of stock
prices. His expression of fears of "irrational exuberance" seems to
have accelerated the flow of mutual fund investments away from our
segment of the market and toward large, blue-chip stocks. Second, the
rise in interest rates that came later in the period hit the prices
of mid-cap growth stocks harder than larger or "value" stocks. On a
more specific basis, Pioneer Mid-Cap Fund also suffered when
increased competition and a wave of consolidations erupted in the
networking industry.
Unfortunately, we experienced one of those periods where the type of
stocks in the portfolio was out of favor. This happens to every
investor at some point in time. The key to weathering these storms is
discipline - having the patience to stay with your strategy because
you believe in its long-term merits. For reasons we explain later in
this letter, we continue to believe that the Fund's basic strategy is
sound and will ultimately work in shareowners' favor.
6
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PIONEER MID-CAP FUND
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LONG-TERM TRENDS, STRATEGY STILL HOLD TRUE
While recent developments were disappointing for all of us, they were
primarily gyrations in the stock market; they do not alter our
long-term thoughts about the investment opportunities in the U. S.
economy.
We continue to believe the U. S. is in a long-term trend of
investment-based growth that will benefit information technology in
general and networking technologies in particular. The long-term
outlook for economic growth and development outside the U. S. has not
changed - export opportunities continue to grow for technology,
services, energy and industrial products. Nor has anything happened
to alter the age structure of our population or the continued
importance of healthcare and financial services to our increasingly
older populace. (The enclosed Inside Pioneer Mid-Cap Fund details our
healthcare strategy for your Fund.)
Our emphasis remains on high-quality, well-managed businesses.
Reflecting this, the majority of companies in the portfolio exceeded
published estimates for their fourth quarter 1996 earnings. What was
disappointing, however, was that even the slightest perceived
operating disappointment - or the uncertainty raised by the prospects
of a merger - usually resulted in sharp stock price declines. This
harsh reaction, or even over-reaction, was typical of this
fast-moving, emotional stock market.
Another important criterion is growth potential. Stocks in the
portfolio grow at an average rate three times that of the S&P 500
Index. So far, investors have been ignoring this important fact, but
it should make our holdings likely candidates for discovery among
those currently enthralled with slower-growing, but more familiar,
companies.
REFINING THE PORTFOLIO
We had expected to make some specific refinements to the portfolio
later in 1997. However, the continued strong pace of economic
activity prompted us to accelerate some of our moves. We cut
positions in financial services companies in expectation of modestly
higher interest rates, firmer U. S. growth and some acceleration
overseas. Instead, we increased investments in industries we think
will benefit from globalized industrial growth - specifically
titanium, gold, agriculture equipment
7
<PAGE>
PIONEER MID-CAP FUND
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PORTFOLIO MANAGEMENT DISCUSSION 3/31/97 (CONTINUED)
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and energy services. New holdings in this category include Oregon
Metallurgical (provider of titanium to Boeing and other leading
aircraft exporters); Newmont Mining (a leading U. S. gold producer);
Global Industries, Global Marine and Camco International (equipment
providers to oil industries); and AGCO (the leading supplier of
agricultural machinery outside the U. S.).
Our other strategy was to take advantage of price declines to add
stocks of high-quality businesses we had found attractive from a
growth standpoint but thought had been too expensive. Two examples
are Cascade Communications (a leading supplier of data networking
equipment to telecommunications service companies), and DSP
Communications (a leading supplier of chipsets required for
wireless communications).
MOVING FORWARD
Looking ahead, while we always like to be optimistic, we cannot
realistically predict near-term stock market action. However,
relative valuations of emerging growth stocks are approaching
long-term lows, suggesting that the worst may be behind us. Sustained
appreciation will probably await a better interest rate environment
and slower economic growth. These developments would make the
companies in Pioneer Mid-Cap Fund more compelling to a wide array of
investors.
Respectfully,
/s/ Steven C. Carhart,
-----------------------------
Steven C. Carhart,
Portfolio Manager
8
<PAGE>
PIONEER MID-CAP FUND
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SCHEDULE OF INVESTMENTS 3/31/97
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<TABLE>
<CAPTION>
SHARES VALUE
<S> <C> <C>
COMMON STOCKS - 99.8%
BASIC INDUSTRIES - 4.5%
CHEMICALS - 1.0%
505,000 RPM, Inc. $ 8,395,625
------------
METALS & MINING - 3.5%
500,000 Newmont Mining Corp. $ 19,375,000
650,000 Oregon Metallurgical Corp. 11,700,000
------------
$ 31,075,000
------------
TOTAL BASIC INDUSTRIES $ 39,470,625
------------
CAPITAL GOODS - 14.2%
ELECTRICAL EQUIPMENT - 4.0%
1,000,000 American Power Conversion Corp.* $ 21,625,000
368,600 Belden, Inc. 13,131,375
------------
$ 34,756,375
------------
MANUFACTURING - 3.7%
512,200 Harsco Corp. $ 18,631,275
396,400 Kennametal, Inc. 14,369,500
------------
$ 33,000,775
------------
PRODUCER GOODS - 6.5%
600,000 AGCO Corp. $ 16,575,000
500,000 The Duriron Co., Inc. 11,000,000
400,000 Harnischfeger Industries, Inc. 18,600,000
277,800 Kimball International, Inc. (Class B) 10,556,400
------------
$ 56,731,400
------------
TOTAL CAPITAL GOODS $124,488,550
------------
CONSUMER DURABLES - 1.8%
TEXTILES/CLOTHING - 1.8%
300,000 Tommy Hilfiger Corp.* $ 15,675,000
------------
TOTAL CONSUMER DURABLES $ 15,675,000
------------
CONSUMER NON-DURABLES &
SERVICES - 13.7%
DISTRIBUTORS - 1.7%
270,000 Cardinal Health, Inc. $ 14,681,250
------------
</TABLE>
The accompanying notes are an integral part of these financial statements. 9
<PAGE>
PIONEER MID-CAP FUND
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SCHEDULE OF INVESTMENTS 3/31/97 (CONTINUED)
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<TABLE>
<CAPTION>
SHARES VALUE
<S> <C> <C>
MISC. SERVICES - 6.8%
900,000 Accustaff, Inc.* $ 15,075,000
450,000 APAC Teleservices, Inc.* 11,700,000
627,761 CUC International, Inc.* 14,124,623
350,000 The Interpublic Group of Companies, Inc. 18,462,500
------------
$ 59,362,123
------------
RETAIL NON-FOOD - 5.2%
500,000 Consolidated Stores Corp.* $ 17,625,000
800,000 Office Depot, Inc.* 16,300,000
600,000 Viking Office Products, Inc.* 11,625,000
------------
$ 45,550,000
------------
TOTAL CONSUMER NON-DURABLES & SERVICES $119,593,373
------------
ENERGY - 6.8%
OIL SERVICES - 1.0%
400,000 Global Industries, Inc.* $ 8,550,000
------------
OIL & GAS EXTRACTION - 3.4%
248,700 Camco International, Inc. $ 10,942,800
900,000 Chesapeake Energy Corp.* 18,787,500
------------
$ 29,730,300
------------
OIL REFINERIES & DRILLING - 2.4%
1,000,000 Global Marine, Inc.* $ 21,500,000
------------
TOTAL ENERGY $ 59,780,300
------------
FINANCIAL - 10.1%
COMMERCIAL BANK - 1.6%
300,000 CoreStates Financial Corp. $ 14,250,000
------------
INSURANCE - 3.4%
500,000 Allmerica Property & Casualty Companies,
Inc. $ 15,625,000
290,000 American Bankers Insurance Group, Inc. 14,137,500
------------
$ 29,762,500
------------
MISC. FINANCIAL - 5.1%
500,000 Edwards (A.G.), Inc. $ 15,375,000
290,000 Franklin Resources, Inc. 14,790,000
390,000 T. Rowe Price Associates, Inc. 14,478,750
------------
$ 44,643,750
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TOTAL FINANCIAL $ 88,656,250
------------
</TABLE>
10 The accompanying notes are an integral part of these financial statements.
<PAGE>
PIONEER MID-CAP FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<S> <C> <C>
HEALTH CARE - 11.3%
HEALTH SERVICES & PERSONAL CARE - 8.2%
600,000 Health Management Associates, Inc.* $ 14,250,000
475,000 Integrated Health Services, Inc. 13,893,750
460,000 Lincare Holdings, Inc.* 18,975,000
420,000 Oxford Health Plans, Inc.* 24,622,500
------------
$ 71,741,250
------------
MEDICAL DEVICES - 1.4%
200,000 Boston Scientific Corp.* $ 12,350,000
------------
PHARMACEUTICALS - 1.7%
425,000 Watson Pharmaceuticals, Inc.* $ 15,193,750
------------
TOTAL HEALTH CARE $ 99,285,000
------------
TECHNOLOGY - 35.2%
COMMUNICATION EQUIPMENT - 12.5%
600,000 Ascend Communications, Inc.* $ 24,450,000
1,100,000 Cascade Communications Corp.* 29,012,500
400,000 Cisco Systems, Inc.* 19,250,000
2,000,000 DSP Communications, Inc.* 19,250,000
600,000 Sun Microsystems, Inc.* 17,325,000
------------
$109,287,500
------------
COMPUTER (PERIPHERALS) - 5.1%
800,000 EMC Corp.* $ 28,400,000
300,000 U.S. Robotics Corp.* 16,612,500
------------
$ 45,012,500
------------
SOFTWARE AND COMPUTER SERVICES - 6.5%
414,200 BMC Software, Inc.* $ 19,104,975
250,000 Compaq Computer Corp.* 19,156,250
400,000 HBO & Co. 19,000,000
------------
$ 57,261,225
------------
</TABLE>
The accompanying notes are an integral part of these financial statements. 11
<PAGE>
PIONEER MID-CAP FUND
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 3/31/97 (CONTINUED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<S> <C> <C>
ELECTRONICS - 11.1%
710,000 Adaptec, Inc.* $ 25,382,500
1,000,000 Analog Devices, Inc.* 22,500,000
500,000 Atmel Corp.* 11,968,750
600,000 BMC Industries Inc. 16,950,000
800,000 C-Cube Microsystems, Inc.* 20,400,000
------------
$ 97,201,250
------------
TOTAL TECHNOLOGY $308,762,475
------------
UTILITIES - 2.2%
GAS UTILITY - 2.2%
480,000 KN Energy, Inc. $ 18,960,000
------------
TOTAL UTILITIES $ 18,960,000
------------
TOTAL COMMON STOCKS
(Cost $790,278,295) $874,671,573
------------
PRINCIPAL
AMOUNT
TEMPORARY CASH INVESTMENT - 0.2%
COMMERCIAL PAPER - 0.2%
$1,609,000 Household Finance Corp., 6.60%, 4/1/97 $ 1,609,000
------------
TOTAL TEMPORARY CASH INVESTMENT
(Cost $1,609,000)
TOTAL INVESTMENT IN SECURITIES AND TEMPORARY
CASH INVESTMENT - 100%
(Cost $791,887,295)(a) $876,280,573
============
* Non-income producing security.
(a) At March 31, 1997, the net unrealized gain on
investments based on cost for federal income
tax purposes of $791,887,295 was as follows:
Aggregate gross unrealized gain for all
investments in which there is an excess of
value over tax cost $181,101,223
Aggregate gross unrealized loss for all
investments in which there is an excess of
tax cost over value (96,707,945)
------------
Net unrealized gain $ 84,393,278
------------
</TABLE>
Purchases and sales of securities (excluding temporary cash
investments) for the six months ended March 31, 1997 aggregated
approximately $414,009,000 and $484,963,000, respectively.
12 The accompanying notes are an integral part of these financial statements.
<PAGE>
PIONEER MID-CAP FUND
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BALANCE SHEET 3/31/97
---------------------------------------------------------------------------
(DOLLARS IN THOUSANDS EXCEPT NET ASSET VALUE PER SHARE AMOUNTS)
<TABLE>
<S> <C>
ASSETS:
Investment in securities, at value (including temporary cash
investment of $1,609)(cost $791,887) $876,280
Receivables -
Investment securities sold 5,172
Fund shares sold 420
Dividends and interest 467
Other 21
--------
Total assets $882,360
--------
LIABILITIES:
Payables -
Investment securities purchased $ 346
Fund shares repurchased 1,493
Due to affiliates 847
Accrued expenses 99
--------
Total liabilities $ 2,785
--------
NET ASSETS:
Paid-in capital $680,686
Accumulated net investment loss (1,217)
Accumulated undistributed net realized gain on investments 115,713
Net unrealized gain on investments 84,393
--------
Total net assets $879,575
========
NET ASSET VALUE PER SHARE:
(Unlimited number of shares authorized)
Class A (based on $877,277,794/48,945,936 shares) $ 17.92
========
Class B (based on $1,946,732/109,776 shares) $ 17.73
========
Class C (based on $350,363/19,663 shares) $ 17.82
========
MAXIMUM OFFERING PRICE:
Class A $ 19.01
========
</TABLE>
The accompanying notes are an integral part of these financial statements. 13
<PAGE>
PIONEER MID-CAP FUND
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STATEMENT OF OPERATIONS
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FOR THE SIX MONTHS ENDED 3/31/97
(DOLLARS IN THOUSANDS)
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
Dividends $3,077
Interest 213
------
Total investment income $ 3,290
---------
EXPENSES:
Management fees
Basic fee $3,165
Performance adjustment (370)
Transfer agent fees
Class A 677
Class B 4
Class C 1
Distribution fees
Class A 890
Class B 17
Class C 2
Accounting 52
Custodian fees 79
Registration fees 31
Professional fees 22
Printing 3
Fees and expenses of nonaffiliated trustees 12
Miscellaneous 25
------
Total expenses $ 4,610
Less fees paid indirectly (103)
---------
Net expenses $ 4,507
---------
Net investment loss $ (1,217)
---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments $ 115,713
Change in net unrealized gain on investments (179,171)
---------
Net loss on investments (63,458)
---------
Net decrease in net assets resulting from operations $ (64,675)
=========
</TABLE>
14 The accompanying notes are an integral part of these financial statements.
<PAGE>
PIONEER MID-CAP FUND
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STATEMENTS OF CHANGES IN NET ASSETS
---------------------------------------------------------------------------
FOR THE SIX MONTHS ENDED 3/31/97 AND YEAR ENDED 9/30/96
(DOLLARS IN THOUSANDS EXCEPT SHARE AMOUNTS)
<TABLE>
<CAPTION>
SIX MONTHS
ENDED YEAR ENDED
FROM OPERATIONS: 3/31/97 9/30/96
<S> <C> <C>
Net investment income (loss) $ (1,217) $ 8,731
Net realized gain on investments 115,713 100,500
Change in net unrealized gain on investments (179,171) (28,131)
--------- ----------
Net increase (decrease) in net assets resulting
from operations $ (64,675) $ 81,100
--------- ----------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income:
Class A ($0.00 and $0.30 per share, respectively) $ - $ (14,724)
Class B ($0.00 and $0.16 per share, respectively) - (8)
Class C ($0.00 and $0.12 per share, respectively) - (1)
Net realized gain:
Class A ($1.88 and $1.71 per share, respectively) (87,843) (84,356)
Class B ($1.88 and $0.00 per share, respectively) (268) -
Class C ($1.88 and $0.00 per share, respectively) (30) -
--------- ----------
Total distributions to shareholders $ (88,141) $ (99,089)
--------- ----------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 24,077 $ 46,141
Reinvestment of distributions 83,825 94,783
Cost of shares repurchased (89,006) (191,594)
--------- ----------
Net increase (decrease) in net assets resulting from
fund share transactions $ 18,896 $ (50,670)
--------- ----------
Net decrease in net assets $(133,920) $ (68,659)
NET ASSETS:
Beginning of period 1,013,495 1,082,154
--------- ----------
End of period (including accumulated net investment
loss of $1,217 and $0, respectively) $ 879,575 $1,013,495
========= ==========
</TABLE>
<TABLE>
<CAPTION>
CLASS A '97 SHARES '97 AMOUNT '96 SHARES '96 AMOUNT
<S> <C> <C> <C> <C>
Shares sold 1,087,675 $ 22,336 2,024,154 $ 40,632
Reinvestment of distributions 4,247,365 83,546 4,895,417 94,775
Less shares repurchased (4,123,793) (84,545) (9,575,701) (190,973)
---------- -------- ---------- ---------
Net increase (decrease) 1,211,247 $ 21,337 (2,656,130) $ (55,566)
========== ======== ========== =========
CLASS B*
Shares sold 80,446 $ 1,650 265,798 $ 5,150
Reinvestment of distributions 13,072 255 351 7
Less shares repurchased (218,774) (4,380) (31,117) (613)
---------- -------- ---------- ---------
Net increase (decrease) (125,256) $ (2,475) 235,032 $ 4,544
========== ======== ========== =========
CLASS C*
Shares sold 4,527 $ 91 18,290 $ 359
Reinvestment of distributions 1,204 24 50 1
Less shares repurchased (4,006) (81) (402) (8)
---------- -------- ---------- ---------
Net increase 1,725 $ 34 17,938 $ 352
========== ======== ========== =========
</TABLE>
* Class B and Class C shares were first publicly offered on February 1, 1996.
The accompanying notes are an integral part of these financial statements. 15
<PAGE>
PIONEER MID-CAP FUND
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS 3/31/97
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS
ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
CLASS A 3/31/97 9/30/96 9/30/95 9/30/94 9/30/93
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period $ 21.12 $ 21.48 $ 19.92 $ 21.12 $ 18.03
-------- ---------- ---------- ---------- ----------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.02) $ 0.18 $ 0.24 $ 0.24 $ 0.28
Net realized and unrealized gain (loss) on
investments (1.30) 1.47 2.70 0.32 3.72
-------- ---------- ---------- ---------- ----------
Net increase (decrease) from investment
operations $ (1.32) $ 1.65 $ 2.94 $ 0.56 $ 4.00
Distributions to shareholders:
Net investment income - (0.30) (0.23) (0.25) (0.29)
Net realized gain (1.88) (1.71) (1.15) (1.51) (0.62)
-------- ---------- ---------- ---------- ----------
Net increase (decrease) in net asset value $ (3.20) $ (0.36) $ 1.56 $ (1.20) $ 3.09
-------- ---------- ---------- ---------- ----------
Net asset value, end of period $ 17.92 $ 21.12 $ 21.48 $ 19.92 $ 21.12
======== ========== ========== ========== ==========
Total return* (7.02)% 8.61% 16.24% 2.62% 22.82%
Ratio of net expenses to average net assets 0.91%**+ 0.90% + 0.85% + 0.86% 0.84%
Ratio of net investment income (loss) to average
net assets (0.26)%**+ 0.85% + 1.18% + 1.19% 1.43%
Portfolio turnover rate 84%** 75% 19% 15% 18%
Average commission rate paid (1) $ 0.0582 $ 0.0527 - - -
Net assets, end of year (in thousands) $877,278 $1,008,177 $1,082,154 $1,017,233 $1,019,059
Ratios assuming reduction for fees paid
indirectly:
Net expenses 0.89%** 0.88% - - -
Net investment income (loss) (0.24)%** 0.87% - - -
</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.
(1) Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
16 The accompanying notes are an integral part of these financial statements.
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS 3/31/97
---------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS
ENDED 2/1/96 TO
CLASS B 3/31/97 9/30/96
<S> <C> <C>
Net asset value, beginning of period $ 21.02 $ 19.28
------- -------
Increase (decrease) from investment operations:
Net investment income $ (0.19) $ 0.12
Net realized and unrealized gain (loss) on
investments (1.22) 1.78
------- -------
Net increase (decrease) from investment
operations $ (1.41) $ 1.90
Distributions to shareholders:
Net investment income -- (0.16)
Net realized gain (1.88) --
------- -------
Net increase (decrease) in net asset value $ (3.29) $ 1.74
------- -------
Net asset value, end of period $ 17.73 $ 21.02
======= =======
Total return* (7.51)% 9.88%
Ratio of net expenses to average net assets 1.86%**+ 1.68%**+
Ratio of net investment loss to average net
assets (1.24)%**+ (0.26)%**+
Portfolio turnover rate 84%** 75%
Average commission rate paid(1) $0.0582 $0.0527
Net assets, end of period (in thousands) $ 1,947 $ 4,939
Ratios assuming reduction for fees paid
indirectly:
Net expenses 1.83%** 1.66%**
Net investment loss (1.21)%** (0.24)%**
</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.
(1) Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
The accompanying notes are an integral part of these financial statements. 17
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS 3/31/97
---------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS
ENDED 2/1/96 TO
CLASS C 3/31/97 9/30/96
<S> <C> <C>
Net asset value, beginning of period $ 21.12 $ 19.28
------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.12) $ 0.03
Net realized and unrealized gain (loss) on
investments (1.30) 1.93
------- -------
Net increase (decrease) from investment
operations $ (1.42) $ 1.96
Distributions to shareholders:
Net investment income -- (0.12)
Net realized gain (1.88) --
------- -------
Net increase (decrease) in net asset value $ (3.30) $ 1.84
------- -------
Net asset value, end of period $ 17.82 $ 21.12
======= =======
Total return* (7.53)% 10.18 %
Ratio of net expenses to average net assets 1.93 %**+ 1.96 %**+
Ratio of net investment loss to average net assets (1.28)%**+ (0.29)%**+
Portfolio turnover rate 84 %** 75 %
Average commission rate paid(1) $0.0582 $0.0527
Net assets, end of period (in thousands) $ 350 $ 379
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.92 %** 1.93 %**
Net investment loss (1.27)%** (0.26)%**
</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.
(1) Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
18 The accompanying notes are an integral part of these financial statements.
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/97
---------------------------------------------------------------------------
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Pioneer Mid-Cap 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 capital growth.
The Fund offers three classes of shares - Class A, Class B and Class C
shares. Class B and Class C shares were first publicly offered on February
1, 1996. Shares issued and outstanding prior to February 1, 1996 were
designated as Class A shares. 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 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. Dividend income is recorded on the ex-dividend date and
interest income is recorded on the accrual basis. Temporary cash
investments are valued at amortized cost.
19
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/97 (CONTINUED)
---------------------------------------------------------------------------
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 its shares on trade date. Net
losses, if any, incurred 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 approximately $59,000 in underwriting commissions on the sale of
fund shares during the six months ended March 31, 1997.
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. Distributions to shareholders are recorded as of the
ex-dividend date.
20
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
---------------------------------------------------------------------------
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. PMC
receives a basic fee that is calculated at the annual rate of 0.625% of
the Fund's average daily net assets. The basic fee is subject to a
performance adjustment up to a maximum of +/-.20% based on the Fund's
investment performance as compared with the Standard & Poor's Mid-Cap 400
Index. From October 1, 1996 to December 31, 1996, the basic fee was
subject only to a negative adjustment of up to 0.20%. For the six months
ended March 31, 1997, the aggregate performance adjustment resulted in a
reduction to the basic fee of approximately $370,000. The management fee
was equivalent to an annualized rate of 0.55% of average daily net assets
for the period.
In addition, under the management agreement, certain other services and
costs, including accounting, regulatory reporting and insurance premiums,
are paid by the Fund. At March 31, 1997, approximately $342,000 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 approximately $38,000 in transfer agent fees
payable to PSC at March 31, 1997.
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. On qualifying
investments made prior to August 19, 1991, the Class A Plan provides for
reimbursement of such expenditures in an amount not to
21
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 3/31/97 (CONTINUED)
---------------------------------------------------------------------------
exceed 0.15%. 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 approximately $467,000 in
distribution fees payable to PFD at March 31, 1997.
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 CDSC are paid to PFD. For the six months ended
March 31, 1997, CDSCs in the amount of approximately $6,000 were paid to
PFD.
5. EXPENSE OFFSETS
The Fund has entered into certain directed brokerage and expense offset
arrangements resulting in a reduction in the Fund's total expenses. For the
six months ended March 31, 1997, the Fund's expenses were reduced by
approximately $103,000 under such arrangements.
22
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
---------------------------------------------------------------------------
TO THE SHAREHOLDERS AND THE BOARD OF TRUSTEES OF PIONEER MID-CAP FUND:
We have audited the accompanying balance sheet, including the schedule of
investments, of Pioneer Mid-Cap Fund as of March 31, 1997, and the related
statement of operations, the statements of changes in net assets, and the
financial highlights for the periods presented. 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.
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 March 31, 1997 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 Mid-Cap Fund as of March 31, 1997, the results of its
operations, the changes in its net assets, and the financial highlights for
the periods presented, in conformity with generally accepted accounting
principles.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
May 2, 1997
23
<PAGE>
PIONEER MID-CAP FUND
---------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
---------------------------------------------------------------------------
TRUSTEES OFFICERS
John F. Cogan, Jr. John F. Cogan, Jr., Chairman and
Richard H. Egdahl, M.D. President
Margaret B.W. Graham David D. Tripple, Executive Vice
John W. Kendrick President
Marguerite A. Piret William H. Keough, Treasurer
David D. Tripple Joseph P. Barri, Secretary
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
24
<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THIS PAGE FOR YOUR NOTES.
25
<PAGE>
- --------------------------------------------------------------------------------
PROGRAMS AND SERVICES FOR PIONEER SHAREOWNERS
- --------------------------------------------------------------------------------
Your investment representative 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
1-800-225-6292.
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.
90-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.
26
<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
AUTOMATIC EXCHANGE PROGRAM
A simple way to move money from a money market or bond fund into a
stock fund over a period of time. Just invest a lump sum in a Pioneer
money market fund or bond fund. Then, select the Pioneer equity fund
or funds you wish to invest in, and choose the amounts and dates for
Pioneer to sell shares of your money market or bond fund and use the
proceeds to buy shares of the Pioneer equity fund you have chosen.
Over time, your original investment will be shifted to your Pioneer
equity fund.
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.)
27
<PAGE>
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- --------------------------------------------------------------------------------
THIS PAGE FOR YOUR NOTES.
28
<PAGE>
- --------------------------------------------------------------------------------
THE PIONEER FAMILY OF MUTUAL FUNDS
- --------------------------------------------------------------------------------
GROWTH FUNDS
GLOBAL/INTERNATIONAL
Pioneer Emerging Markets Fund
Pioneer Europe Fund
Pioneer Gold Shares
Pioneer India Fund
Pioneer International Growth Fund
Pioneer World Equity Fund
UNITED STATES
Pioneer Capital Growth Fund
Pioneer Growth Shares
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
INCOME FUNDS
TAXABLE
Pioneer America Income Trust
Pioneer Bond Fund
Pioneer Short-Term Income Trust*
TAX-EXEMPT
Pioneer Intermediate Tax-Free Fund
Pioneer Tax-Free Income Fund
MONEY MARKET FUND
Pioneer Cash Reserves Fund
*Offers Class A and B Shares only
29
<PAGE>
- --------------------------------------------------------------------------------
HOW TO CONTACT PIONEER
- --------------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us
for assistance or information.
YOU CAN CALL US FOR:
ACCOUNT INFORMATION, including existing accounts,
new accounts, prospectuses, 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
OR 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)
THIS REPORT MUST BE PRECEDED OR ACCOMPANIED BY A CURRENT
FUND PROSPECTUS.
[LOGO] PIONEER FUNDS DISTRIBUTOR, INC. 0597-4100
60 STATE STREET (C) Pioneer Funds Distributor, Inc.
BOSTON, MASSACHUSETTS 02109 [GRAPHIC] Printed on Recycled Paper
