October 14, 1998
PIONEER II
Supplement to Prospectus dated January 28, 1998
The following supplements the corresponding section of the Prospectus. Please
consult the Prospectus for the full text of the supplemented section.
MANAGEMENT OF THE FUND
Ms. Theresa A. Hamacher, chief investment officer of Pioneering
Management Corporation ("PMC") since September 1, 1998, has general
responsibility for PMC's investment operations. Ms. Hamacher joined PMC in 1997
and has been an investment professional since 1984. Mr. David Tripple, who
formerly served as chief investment officer, continues as president of PMC and
executive vice president of all the Pioneer mutual funds.
Day-to-day management of the Fund is the responsibility of Richard E.
Dahlberg, vice president of the Fund and senior vice president of PMC. Mr.
Dahlberg joined PMC in September 1998 and has been an investment professional
since 1960. Prior to joining PMC, Mr. Dahlberg was a managing director and head
of U.S. equity investments for Salomon Brothers Asset Management from 1995 to
1998 and a portfolio manager for Massachusetts Financial Services Company from
1973 to 1995.
Day-to-day management of the non-U.S. investments of the Fund is the
responsibility of a team of international managers and analysts, led by Patrick
M. Smith. Mr. Smith is a vice president of PMC. He joined PMC in 1992 and has
been an investment professional since 1986.
Mr. Dahlberg is assisted by a team of managers and analysts which does
research for and oversees the management of several funds with similar
investment objectives. Members of the team meet regularly to discuss holdings,
prospective investments and portfolio composition.
HOW TO BUY FUND SHARES
Class B Shares
This sentence replaces the second sentence of the second paragraph:
For the purpose of determining the number of years from the time of any purchase
after September 1, 1998, all payments during a month will be aggregated and
deemed to have been made on the first day of that month. For the purpose of
determining the number of years from the time of any purchase made prior to
October 1, 1998, all payments during a calendar quarter will be aggregated and
deemed to have been made on the first day of that quarter.
This sentence replaces the first sentence of the fifth paragraph:
Class B shares will automatically convert into Class A shares at the
beginning of the month (or the calendar quarter for purchases made prior to
October 1, 1998) that is eight years after the purchase date, except as noted
below.
Class C Shares
This sentence replaces the first sentence of the second paragraph:
For the purpose of determining the number of years from the time of any
purchase after September 30, 1998, all payments during a month will be
aggregated and deemed to have been made on the first day of that month. For the
purpose of determining the number of years from the time of any purchase made
prior to October 1, 1998, all payments during a calendar quarter will be
aggregated and deemed to have been made on the first day of that quarter.
1098-5771
Pioneer Funds Distributor, Inc.