PIONEER GROWTH TRUST
N-30B-2, 1995-06-26
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PIONEER EQUITY-INCOME FUND 
60 State Street
Boston, Massachusetts 02109

OFFICERS 
JOHN F. COGAN, JR., Chairman and President 
DAVID D. TRIPPLE, Executive Vice President 
JOHN A. CAREY, Vice President 
WILLIAM H. KEOUGH, Treasurer 
JOSEPH P. BARRI, Secretary 

TRUSTEES 
JOHN F. COGAN, JR. 
RICHARD H. EGDAHL, M.D. 
MARGARET B.W. GRAHAM 
JOHN W. KENDRICK 
MARGUERITE A. PIRET 
DAVID D. TRIPPLE 
STEPHEN K. WEST 
JOHN WINTHROP 

INVESTMENT ADVISER 
PIONEERING MANAGEMENT 
CORPORATION 

PRINCIPAL UNDERWRITER 
PIONEER FUNDS 
DISTRIBUTOR, INC. 

CUSTODIAN 
BROWN BROTHERS 
HARRIMAN & CO. 

INDEPENDENT PUBLIC 
ACCOUNTANTS 
ARTHUR ANDERSEN LLP 

LEGAL COUNSEL 
HALE AND DORR 

SHAREHOLDER SERVICES 
AND TRANSFER AGENT 
PIONEERING SERVICES 
CORPORATION 
60 State Street 
Boston, Massachusetts 02109 

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 an official prospectus, which discusses the objectives, 
policies, sales charges, and other information about the Fund. 

0695-2525 
((c))Pioneer Funds Distributor, Inc. 

[Pioneer logo] 

Pioneer 
Equity-Income 
Fund 

SEMIANNUAL REPORT 
APRIL 30, 1995 

                                        
<PAGE> 
   
Dear Shareowners: 
April 30 marked the midpoint of the 1995 fiscal year for Pioneer Equity-Income 
Fund. The six months that have elapsed since we last reported to you were quite 
eventful for stock investors. The Dow Jones Industrial Average crossed, and 
stayed above, the 4000 mark -- a major milestone in its history. The positive 
momentum in stock prices came even as the Federal Reserve raised short-term 
interest rates for the seventh time in a year, and the U.S. dollar sunk to 
historic lows versus other major currencies. Apparently, investors were 
encouraged by increased corporate earnings and signs that the U.S. economy may 
actually achieve a "soft landing" with slower, controlled growth and low 
inflation. In response, long-term interest rates came down significantly as the 
period progressed. 
    

As one should expect, your Fund performed well in this environment, although it 
is not designed to achieve the double-digit returns some growth-oriented funds 
posted. Shareowners enjoyed a solid total return and continued to receive 
quarterly income dividends and, meeting the Fund's objective, a yield above 
that of the Standard & Poor's (S&P) 500 Index. We are pleased to report the 
following results for the semiannual period from October 31, 1994, through 
April 30, 1995. 

   
                                 Class A Shares 
    

   
   (bullet) Your Fund paid a total of $0.27 per share in quarterly dividends, 
and made a $0.40 per share capital gains distribution in December. 
    

   
   (bullet) The Fund's 12-month yield was 3.34% on April 30, versus 2.56% for 
the unmanaged S&P 500 Index. 
    

   
   (bullet) Net asset value rose slightly to $16.17 per share on April 30, up 
from $16.16 per share on October 31. 
    

   
   (bullet) The Fund generated a six-month total return of 4.51% at net asset 
value. For shareowners who paid the maximum public offering price, total return 
was -1.52% for the semiannual period. Total return reflects the change in share 
price, assuming the reinvestment of all distributions at net asset value. 
    

   
                                 Class B Shares 
    

   
   (bullet) Your Fund paid a total of $0.24 per share in quarterly dividends, 
and made a $0.40 per share capital gains distribution in December. 
    

   
   (bullet) The Fund's 12-month yield was 2.98% on April 30, versus 2.56% for 
the unmanaged S&P 500 Index. 
    

   (bullet) Net asset value was $16.13 per share on April 30, down slightly 
from $16.14 per share on October 31, in part reflecting the payment of 
distributions. 

   
   (bullet) The Fund generated a six-month total return of 4.19%, assuming 
shares were held the entire period. Total return would have been 0.19% if 
shares were redeemed at the end of the six months. Total return reflects the 
change in share price, assuming the reinvestment of all distributions at net 
asset value. 
    

The Fund's longer-term results have been even more rewarding, as the 
accompanying table shows. 

   
Average Annual Total Returns 
(For periods ended April 30, 1995) 
    

                                       At Net                At Public 
Class A Shares                      Asset Value           Offering Price* 

Life-of-Fund (7/25/90)                 12.06%                  10.68% 
Three Years                            10.74                    8.58 
One Year                                7.37                    1.17 

Class B Shares                     If Not Redeemed         If Redeemed** 
Life-of-Fund (4/4/94)                   9.56%                   5.88% 
One Year                                6.71                    2.71 

   
                      A Portfolio of Dividend-Paying Stocks 
    


Pioneer Equity-Income Fund's mandate is to provide shareowners with regular 
income dividends by investing in stocks, or securities convertible into stocks. 
In order to achieve the Fund's goal, we keep the portfolio fully invested. We 
also concentrate investments in companies that tend to pay the highest 
dividends, typically utility (26% of the portfolio at period end) and financial 
(16%) companies. As interest rates came down over the course of the past six 
months, prices of financial stocks rose sharply and contributed nicely to the 
Fund's total return. Utility stock prices, on the other hand, remained bogged 
down by regulatory concerns. Throughout the semiannual period, we tended to 
favor telephone companies, a strategy that helped the Fund avoid weakening 
prices of many electric and gas stocks. We took advantage of reduced prices to 
upgrade holdings across the utility universe, a move that also helped the 
Fund's performance. 

*Assumes deduction of the 5.75% maximum public offering price at the beginning 
of the period, and reinvestment of all distributions at net asset value. 
**Assumes deduction of the 4.0% maximum contingent deferred sales charge at the 
end of the period, and reinvestment of all distributions at net asset value. 
Past performance is no guarantee of future results. Share price and return 
fluctuate so that your shares, when redeemed, may be worth more or less than 
their original price. 



                                        
<PAGE> 
   
Every security we buy for the Fund must be expected to contribute income. 
Typically, the Fund invests in established, blue-chip companies with 
demonstrated ability to sustain attractive dividend payments. Where possible, 
your Fund's management has branched out into a variety of market sectors. For 
example, we added Apple Computers, Inc. to get some participation in the good 
fortunes of the technology sector, and Lockheed Martin Corp. to capture some 
benefit of the aerospace industry's renewed strength. In the airline industry, 
we added convertible debentures of AMR Corp. (parent of American Airlines). HJ 
Heinz Co. is a new position in the food and agriculture group, where we also 
increased the Fund's investment in Quaker Oats Co. and CPC International Inc. 
We raised the Fund's exposure to the motor vehicle industry to 7%, from 4% in 
October, with a new position in Chrysler Corp. and significant additions to 
holdings in Ford Motor Company and General Motors Corp. The accompanying chart 
shows the sectors represented in the Fund's portfolio on April 30. 
    

[Pie chart] 

Portfolio Distribution 
(as of April 30, 1995) 

Utilities 26% 
Financial 16% 
Consumer Non-Durables 11% 
Basic Industries 8% 
Convertible Bonds/Preferred Stocks 9% 
Consumer Durables 7% 
Services 6% 
Energy 5% 
Transportation 5% 
Other 7% 

[End of pie chart] 

Looking Ahead 

As we move ahead through 1995, we will adhere to our disciplined investment 
style and stock selection process. The Fund will continue to invest only in 
U.S. companies, and there will be no investments in exotic derivatives or 
companies whose primary business is alcohol, tobacco or gambling. 

   
To date, Fund shareowners have enjoyed solid total returns and above-market 
yields. Even if the economy slows significantly, we believe the Fund's 
investments will still provide attractive dividends. In fact, companies in the 
portfolio have continued to announce dividend increases. We are confident that 
our careful approach to investing will help us bring real value to you as a 
Fund shareowner. 
    

   
Please read on through the following pages, which include the Fund's audited 
Schedule of Investments and financial statements. If you have any questions 
about your investment in Pioneer Equity-Income Fund, please contact your 
investment representative, or call Pioneer at 1-800-225-6292. Thank you for 
your support. 
    

Respectfully submitted, 

[Signature of John F. Cogan, Jr.] 

John F. Cogan, Jr. 
Chairman and President, 
Pioneer Equity-Income Fund 

June 7, 1995 

                                        2 
<PAGE> 
SCHEDULE OF INVESTMENTS--PIONEER EQUITY-INCOME FUND--APRIL 30, 1995 

   

 Principal 
  Amount                                                            Value 

                       INVESTMENT IN SECURITIES--99.3% 
                            CONVERTIBLE CORPORATE 
                                 BONDS--1.6% 
$1,500,000         AMR Corp., Conv. Sub. Deb., 6.125%, 
                   2024                                        $ 1,453,125 
 1,310,000         Guilford Mills Inc., Conv. Sub. Deb., 
                   6.00%, 2012                                   1,254,325 
 1,000,000         Raymond Corp., Conv. Sub. Deb., 
                   6.50%, 2003                                   1,192,500 
                      TOTAL CONVERTIBLE 
                      CORPORATE BONDS 
                      (Cost $3,475,000)                        $ 3,899,950 
    Shares 
                            CONVERTIBLE PREFERRED 
                                STOCKS--7.0% 
    20,000         Ashland, Inc., 3.125%                       $ 1,190,000 
    20,300         Bowater, Inc., 7.00%, Series B                  654,675 
    10,000         Case Corp., $4.50, Series A                     685,000 
    75,000         Delta Air Lines, Inc., $3.50, Series 
                   C                                             4,106,250 
    20,000         Reading & Bates, $1.625                         537,500 
    70,000         Reynolds Metals, 7.00%                        3,377,500 
   100,000         Rouse Co., 6.50%, Series A                    4,725,000 
     1,840         Stepan Company, 5.50%                            36,800 
    33,000         U.S. Steel Corp., 6.50%                       1,480,875 
                      TOTAL CONVERTIBLE 
                      PREFERRED STOCKS 
                      (Cost $16,738,248)                       $16,793,600 
                            COMMON STOCKS--90.7% 
                           BASIC INDUSTRIES--8.3% 
                               Chemicals--3.5% 
    86,200         ARCO Chemical Company                       $ 4,008,300 
    40,000         Borden Chemicals and Plastics, L.P.             675,000 
    56,500         E.I. du Pont de Nemours and Company           3,721,938 
                                                               $ 8,405,238 
                             Iron & Steel--1.7% 
   232,625         Roanoke Electric Steel Corp.                $ 3,983,703 
                            Metals & Mining--1.8% 
     2,000         Great Northern Iron Ore Properties 
                   CBI                                         $    84,500 
    75,000         Phelps Dodge Corp.                            4,246,875 
                                                               $ 4,331,375 
                            Paper Products--1.3% 
    25,800         Kimberly Clark Corp.                        $ 1,460,925 
    31,000         Union Camp Corp.                              1,553,875 
                                                               $ 3,014,800 
                      TOTAL BASIC INDUSTRIES                   $19,735,116 

                             CAPITAL GOODS--3.3% 
                        Aerospace Manufacturing--0.9% 
    35,860         Lockheed Martin Corp.                       $ 2,070,915 
                            Producer Goods--2.4% 
    27,400         Briggs & Stratton Corp.                     $   962,425 
   187,650         The Gorman-Rupp Company                       2,838,206 
     8,000         Manitowoc Company, Inc.                         209,000 
    28,000         Minnesota Mining & Manufacturing Co.          1,669,500 
                                                               $ 5,679,131 
                      TOTAL CAPITAL GOODS                      $ 7,750,046 
                           CONSUMER DURABLES--7.1% 
                            Motor Vehicles--7.1% 
   106,650         Chrysler Corp.                              $ 4,599,281 
   296,100         Ford Motor Company                            7,994,700 
    98,000         General Motors Corp.                          4,422,250 
     5,480         Strattec Security Corp.*                         63,705 
                      TOTAL CONSUMER DURABLES                  $17,079,936 
                        CONSUMER NON-DURABLES--11.1% 
                          Agriculture & Food--7.8% 
   100,900         CPC International, Inc.                     $ 5,915,263 
    78,125         Flowers Industries, Inc.                      1,357,422 
    20,000         Heinz H. J. Co.                                 840,000 
    20,000         Kellogg Co.                                   1,270,000 
    79,200         Lance, Inc.                                   1,386,000 
    82,500         Nash-Finch Company                            1,314,844 
   100,000         Quaker Oats Co.                               3,587,500 
   102,300         Sara Lee Corp.                                2,851,612 
                                                               $18,522,641 
                           Consumer Luxuries--0.3% 
    20,000         Cedar Fair, L.P.                            $   627,500 
                            Retail Non-Food--3.0% 
    60,000         J.C. Penney Co., Inc.                       $ 2,625,000 
    55,000         May Department Stores Co.                     1,993,750 
    30,000         Mercantile Stores Co., Inc.                   1,327,500 
    25,000         Sears Roebuck and Co.                         1,356,250 
                                                               $ 7,302,500 
                      TOTAL CONSUMER 
                      NON-DURABLES                             $26,452,641 
                                ENERGY--4.6% 
                         Oil & Gas Extraction--4.6% 
    63,500         Amoco Corp.                                 $ 4,167,187 
    26,000         Atlantic Richfield Co.                        2,977,000 
    52,900         BP Prudhoe Bay Royalty Trust                    985,263 
    24,000         Chevron Corp.                                 1,137,000 
    37,000         Sabine Royalty Trust                            365,375 
    19,000         Texaco, Inc.                                  1,299,125 
                      TOTAL ENERGY                             $10,930,950 

 The accompanying notes are an integral part of these financial statements. 

                                        3 
<PAGE> 
                      FINANCIAL--15.7% 
                           Commercial Banks--15.3% 
   103,100         AmSouth Bancorp                            $  3,221,875 
    70,400         The Bank of New York Company, Inc.            2,314,400 
    95,000         Boatmen's Bancshares, Inc.                    3,158,750 
   144,000         CoreStates Financial Corp.                    4,698,000 
   109,000         FirsTier Financial, Inc.                      3,651,500 
   160,000         First Security Corp.                          3,820,000 
    50,000         First Tennessee National Corp.                2,125,000 
   153,125         Huntington Bancshares, Inc.                   2,880,664 
    65,000         Magna Group, Inc.                             1,365,000 
   108,000         National City Corp.                           2,956,500 
   181,550         Old Kent Financial Corp.                      5,628,050 
    30,000         Southtrust Corp.                                645,000 
                                                              $ 36,464,739 
                              Real Estate--0.4% 
    62,900         Rouse Co.                                  $  1,108,613 
                      TOTAL FINANCIAL                         $ 37,573,352 
                               SERVICES--6.2% 
                        Broadcasting and Media--0.9% 
    71,999         Park Communications, Inc.*                 $  2,186,970 
                        Health & Personal Care--0.8% 
    69,700         U.S. Healthcare, Inc.                      $  1,864,475 
                              Publishing--2.9% 
    50,000         Dun & Bradstreet Corp.                     $  2,606,250 
    40,000         McGraw-Hill Companies, Inc.                   2,985,000 
    60,000         New York Times Co.                            1,357,500 
                                                              $  6,948,750 
                            Pharmaceuticals--1.6% 
    18,000         Johnson & Johnson                          $  1,170,000 
    35,000         Schering-Plough                               2,638,125 
                                                              $  3,808,125 
                      TOTAL SERVICES                          $ 14,808,320 
                              TECHNOLOGY--3.2% 
                              Electronics--1.8% 
    84,587         Joslyn Corp.                               $  2,114,675 
    36,500         Thomas & Betts Corp.                          2,326,875 
                                                              $  4,441,550 
                           Business Machines--0.5% 
    30,000         Apple Computers, Inc.                      $  1,147,500 
                         Photo/Instrumentation--0.9% 
    37,000         Eastman Kodak Co.                          $  2,127,500 
                      TOTAL TECHNOLOGY                        $  7,716,550 
                            TRANSPORTATION--5.2% 
                            Railroad & Bus--5.2% 
    78,000         Conrail, Inc.                              $  4,260,750 
    71,600         Norfolk Southern Corp.                        4,824,050 
    59,000         Union Pacific Corp.                           3,237,625 
                      TOTAL TRANSPORTATION                    $ 12,322,425 
                              UTILITIES--26.0% 
                           Electric Utility--4.0% 
   147,100         Allegheny Power System, Inc.                $ 3,456,850 
    58,100         Pacific Gas & Electric Co.                    1,561,437 
    50,000         IES Industries, Inc.                          1,037,500 
   114,650         Western Resources, Inc.                       3,482,494 
                                                              $  9,538,281 
                              Gas Utility--4.6% 
   102,900         Brooklyn Union Gas Co.                     $  2,495,325 
    83,450         Connecticut Energy Corp.                      1,595,982 
    85,950         Indiana Energy, Inc.                          1,579,331 
    30,000         North Carolina Natural Gas Corp.                675,000 
    34,200         Northwest Natural Gas Company                 1,058,062 
    41,700         NUI Corp.                                       635,925 
    50,500         Pennsylvania Enterprises, Inc.                1,634,938 
    98,000         Public Service Co. of North Carolina, 
                   Inc.                                          1,457,750 
                                                              $ 11,132,313 
                          Telecommunications--14.4% 
   142,000         Ameritech Corp.                            $  6,390,000 
    82,100         Bell Atlantic Corp.                           4,505,237 
    34,200         BellSouth Corp.                               2,094,750 
   104,000         GTE Corp.                                     3,549,000 
   275,500         Lincoln Telecommunications Co.                4,270,250 
    84,500         NYNEX Corp.                                   3,453,937 
   146,000         Pacific Telesis Group                         4,507,750 
    40,000         SBC Communications, Inc.                      1,765,000 
    89,877         U.S. West, Inc.                               3,718,661 
                                                              $ 34,254,585 
                             Utility/Other--3.0% 
    75,200         American Water Works, Inc.                 $  2,171,400 
    23,000         Aquarion Company                                508,875 
    10,500         California Water Service Co.                    334,687 
    58,000         ETown Corp.                                   1,544,250 
    62,200         MIddlesex Water Co.                             995,200 
    99,200         Southern California Water Co.                 1,698,800 
                                                              $  7,253,212 
                      TOTAL UTILITIES                         $ 62,178,391 
                      TOTAL COMMON STOCKS 
                      (Cost $206,896,457)                     $216,547,727 
                      TOTAL INVESTMENT IN 
                      SECURITIES 
                      (Cost $227,109,705) (a)                 $237,241,277 
    
 The accompanying notes are an integral part of these financial statements. 

                                        4 
<PAGE> 
Principal 
  Amount                                                            Value 
                               TEMPORARY CASH 
                              INVESTMENTS--0.7% 
$1,552,000         Household Finance Corp., 5.85%, 
                   5/1/95                                     $  1,552,757 
                   TOTAL TEMPORARY CASH INVESTMENTS 
                   (Cost $1,552,000)                          $  1,552,757 
                   TOTAL INVESTMENT IN SECURITIES AND 
                   TEMPORARY CASH INVESTMENTS 
                   (Cost $228,661,705)                        $238,794,034 

   
  * Non-income producing security. 
(a) At April 30, 1995, the net unrealized appreciation on investments based on 
cost for federal income tax purposes of $227,109,705 was as follows: 



Aggregate gross unrealized appreciation for all 
  investments in which there is an excess of value  
  over tax cost                                                $17,122,796 
Aggregate gross unrealized depreciation for all 
  investments in which there is an excess of tax cost 
  over value                                                    (6,991,224) 
Net unrealized appreciation                                    $10,131,572 


Purchases and sales of investment securities (excluding temporary cash 
investments) for the six months ended April 30, 1995, aggregated $54,466,413 
and $11,633,623, respectively. 
    

   The accompanying notes are an integral part of these financial statements. 

                                        5 
<PAGE> 
                           PIONEER EQUITY-INCOME FUND 
                          BALANCE SHEET--April 30, 1995 

 ASSETS: 
 Investment in securities, at value (including temporary 
  cash investments of $1,552,757) (cost $228,661,705; see 
  Schedule of Investments and Note 1)                           $238,794,034 
 Cash                                                                 16,297 
 Receivables-- 
  Trust shares sold                                                2,451,419 
  Dividends                                                          742,214 
  Interest                                                            57,098 
 Other                                                                 9,041 
   Total assets                                                 $242,070,103 
LIABILITIES: 
 Payables-- 
  Investment securities purchased                               $  3,452,240 
  Trust shares repurchased                                           191,559 
 Accrued expenses-- 
  Management fees (Note 2)                                            21,098 
  Other (Notes 2, 3 and 4)                                           150,400 
   Total liabilities                                            $  3,815,297 
NET ASSETS: 
 Paid-in capital (Note 1)                                       $228,260,085 
 Accumulated undistributed net investment income                     441,322 
 Accumulated net realized loss on investments (Note 1)              (578,173) 
 Net unrealized gain on investments                               10,131,572 
   Total net assets                                             $238,254,806 
 Net Asset Value Per Share: 
  Class A--(based on $205,822,955/12,726,274 shares of 
    beneficial interest outstanding--unlimited number of 
    shares authorized with no par value)                        $      16.17 
  Class B--(based on $32,431,851/2,010,214 shares of 
    beneficial interest outstanding--unlimited number of 
    shares authorized with no par value)                        $      16.13 
 Maximum Offering Price: 
  Class A                                                       $      17.16 

   The accompanying notes are an integral part of these financial statements. 

                                        6 
<PAGE> 
                           PIONEER EQUITY-INCOME FUND
                             STATEMENT OF OPERATIONS 
                     For the Six Months Ended April 30, 1995 

Investment Income (Note 1): 
 Dividends                                                     $ 4,827,752 
 Interest                                                          164,281 
  Total investment income                                      $ 4,992,033 
Expenses: 
 Management fees (Note 2)                                      $   654,937 
 Distribution fees (Note 4) 
  Class A                                                          226,372 
  Class B                                                          102,107 
 Transfer fees (Note 3) 
  Class A                                                          215,730 
  Class B                                                           18,678 
 Registration fees                                                  56,500 
 Professional fees                                                  40,260 
 Accounting (Note 2)                                                41,425 
 Custodian fees                                                     18,615 
 Printing                                                            6,130 
 Fees and expenses of nonaffiliated trustees                         5,150 
 Miscellaneous                                                      35,113 
  Total expenses                                               $ 1,421,017 
   Net investment income                                       $ 3,571,016 
Realized and Unrealized Gain (Loss) on Investments: 
 Net realized loss on investments (Note 1)                     $  (464,987) 
 Increase in net unrealized gain on investments                  6,977,702 
  Net gain on investments                                      $ 6,512,715 
   Net increase in net assets resulting from operations        $10,083,731 

   The accompanying notes are an integral part of these financial statements. 

                                        7 
<PAGE> 
                           PIONEER EQUITY-INCOME FUND
                       STATEMENTS OF CHANGES IN NET ASSETS 
                     For the Six Months Ended April 30, 1995 
                       and the Year Ended October 31, 1994 

<TABLE>
<CAPTION>
   
                                                          Six Months            Year 
                                                             Ended             Ended 
                                                           April 30,         October 31, 
                                                             1995               1994 
<S>                                                      <C>                <C>
From Operations: 
 Net investment income                                   $  3,571,016       $  5,565,571 
 Net realized gain (loss) on investments                     (464,987)         4,766,366 
 Increase (decrease) in net unrealized gain on 
  investments                                               6,977,702         (9,777,231) 
  Net increase in net assets resulting from 
  operations                                             $ 10,083,731       $    554,706 
Distributions to Shareholders From: 
 Investment income 
   Class A--net ($0.27 and $0.54 per share, 
  respectively)                                          $ (3,133,569)      $ (5,293,281) 
   Class B--net ($0.24 and $0.24 per share, 
  respectively)                                              (306,081)          (103,611) 
 Realized gain on investments 
   Class A--net ($0.40 and $0.23 per share, 
  respectively)                                            (4,472,959)        (2,041,544) 
   Class B--net ($0.40 and $0.00 per share, 
  respectively)                                              (399,278)           -- 
  Decrease in net assets resulting from 
  distributions to shareholders                          $ (8,311,887)      $ (7,438,436) 
From Trust Share Transactions: 
 Net proceeds from sale of shares                        $ 63,450,394       $ 86,133,165 
 Net asset value of shares issued to shareholders in 
  reinvestment of dividends                                 7,753,988          6,765,985 
 Cost of shares repurchased                               (23,327,344)       (40,434,920) 
  Increase in net assets resulting from trust share 
  transactions                                           $ 47,877,038       $ 52,464,230 
  Net increase in net assets                             $ 49,648,882       $ 45,580,500 
Net Assets: 
 Beginning of period                                      188,605,924        143,025,424 
 End of period (including accumulated undistributed 
  net investment income of 
    $441,322 and $309,956, respectively)                 $238,254,806       $188,605,924 
</TABLE>
    


<TABLE>
<CAPTION>
   
<S>                                                      <C>             <C>                <C>              <C>
                                                               SIX MONTHS ENDED                       YEAR ENDED 
                                                                APRIL 30, 1995                     OCTOBER 31, 1994 
                                                           SHARES           AMOUNT            SHARES            AMOUNT 
CLASS A 
 Shares sold                                              2,649,397      $ 41,621,013        4,451,676       $ 72,541,569 
 Shares issued to shareholders in reinvestment of 
    distributions                                           467,496         7,093,772          409,140          6,673,425 
 Less shares repurchased                                 (1,278,707)      (19,992,849)      (2,425,325)       (39,468,824) 
 Net increase                                             1,838,186      $ 28,721,936        2,435,491       $ 39,746,170 
CLASS B* 
 Shares sold                                              1,395,952      $ 21,829,381          838,390       $ 13,591,596 
 Shares issued to shareholders in reinvestment of 
    distributions                                            43,462           660,216            5,631             92,560 
 Less shares repurchased                                   (213,633)       (3,334,495)         (59,588)          (966,096) 
 Net increase                                             1,225,781      $ 19,155,102          784,433       $ 12,718,060 
</TABLE>
    
*Class B shares were first publicly offered April 4, 1994. 

   The accompanying notes are an integral part of these financial statements. 

                                        8 
<PAGE> 
                           PIONEER EQUITY-INCOME FUND
                              FINANCIAL HIGHLIGHTS
        Selected Data for a Share Outstanding for the Periods Presented 

<TABLE>
<CAPTION>
   
                                                                                                                     July 25, 
                                                 Six Months                                                           1990 to 
                                                   Ended                                                              October 
                                                 April 30,               For the Year Ended October 31,                 31, 
CLASS A                                            1995           1994         1993          1992         1991         1990 
<S>                                               <C>           <C>          <C>           <C>          <C>           <C>
Net asset value, beginning of period              $  16.16      $  16.92     $  14.56      $ 13.25      $ 10.35       $ 12.50 
Increase (decrease) from investment 
  operations: 
 Net investment income                            $   0.28      $   0.55     $   0.50      $  0.52      $  0.61       $  0.22 
 Net realized and unrealized gain (loss) on 
   investments                                        0.40         (0.54)        2.46         1.57         2.94         (2.24) 
  Total increase (decrease) from investment 
    operations                                    $   0.68      $   0.01     $   2.96      $  2.09      $  3.55       $ (2.02) 
Distribution to shareholders from: 
 Net investment income                               (0.27)        (0.54)       (0.50)       (0.56)       (0.65)        (0.13) 
 Net realized gain                                   (0.40)        (0.23)       (0.10)       (0.22)        --            -- 
Net increase (decrease) in net asset value        $   0.01      $  (0.76)    $   2.36      $  1.31      $  2.90       $ (2.15) 
Net asset value, end of period                    $  16.17      $  16.16     $  16.92      $ 14.56      $ 13.25       $ 10.35 
Total return*                                         4.51%         0.09%       20.71%       16.53%       35.10%       (13.40%) 
Ratio of net operating expenses to average 
  net assets                                          1.34%**       1.24%        1.33%        1.73%        1.75%         1.75%** 
Ratio of net investment income to average 
  net assets                                          3.63%**       3.43%        3.20%        4.01%        5.54%         8.44%** 
Porfolio turnover rate                               11.50%**      26.67%       13.57%       18.13%       54.37%         3.83%** 
Net assets, end of period (in thousands)          $205,823       175,943     $143,025      $39,269      $10,616       $ 3,212 
Ratios assuming no waiver of management fees 
  or assumption of expenses by PMC for the 
  periods impacted are: 
 Net operating expenses                              --            --           --            1.77%        2.92%         6.62%** 
 Net investment income                               --            --           --            3.97%        4.37%         3.57%** 
</TABLE>
    

<TABLE>
<CAPTION>
   
                                                   Six Months 
                                                     Ended          April 4, 1994 to 
                                                 April 30, 1995     October 31, 1994 
CLASS B*** 
<S>                                                 <C>                  <C>
Net asset value, beginning of period                $ 16.14              $ 15.46 
Increase from investment operations: 
 Net investment income                              $  0.25              $  0.21 
 Net realized and unrealized gain on 
  investments                                          0.38                 0.71 
  Total increase from investment operations         $  0.63              $  0.92 
Distribution to shareholders from: 
 Net investment income                                (0.24)               (0.24) 
 Net realized gain                                    (0.40)                 -- 
Net increase (decrease) in net asset value          $ (0.01)             $  0.68 
Net asset value, end of period                      $ 16.13              $ 16.14 
Total return*                                          4.19%                5.93% 
Ratio of net operating expenses to average 
  net assets                                           2.02%**              1.92%** 
Ratio of net investment income to average 
  net assets                                           2.77%**              2.35%** 
Porfolio turnover rate                                11.50%**             26.67% 
Net assets, end of period (in thousands)            $32,432              $12,663 
</TABLE>


* 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 B shares were first publicly offered on April 4, 1994. 
    

   The accompanying notes are an integral part of these financial statements. 

                                        9 
<PAGE> 
NOTES TO FINANCIAL STATEMENTS-April 30, 1995 

   
1.Pioneer Equity Income Fund (the Fund) is one of three funds that currently 
form Pioneer Growth Trust (the Trust), a Massachusetts business trust, 
organized on April 7, 1990 and registered under the Investment Company Act of 
1940 as a diversified, open-end management company. 
    

 The Board of Trustees (the Trustees) authorized the issuance of two classes of 
the Fund, designated as Class A and Class B shares. Class B shares were first 
publicly offered on April 4, 1994. Shares issued and outstanding prior to April 
4, 1994 were designated as Class A shares. The shares of each class represent 
an interest in the same portfolio of investments of the Fund and have equal 
rights to voting, redemptions, dividends, and liquidations, except that each 
class of shares can bear different transfer agent and distribution fees and 
have exclusive voting rights with respect to the distribution plans that have 
been adopted by holders of Class A and Class B shares, respectively. 

 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.Investment Securities--Security transactions are recorded on the date the 
securities are purchased or sold. Investments in 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. Temporary cash investments are valued at cost plus accrued 
interest, which approximates value. Dividend income is recorded on the 
ex-dividend date, and interest income is recorded on the accrual basis. 
 Gains and losses from 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 first to 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 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 provisions are required. 
 The characterization of distributions to shareholders for financial reporting 
purposes is determined in accordance with 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 capital, depending on the type of 
book/tax differences that may exist. 
  C.Trust Shares--The Fund records sales and repurchases of its trust shares on 
the trade date. Net losses, if any, as a result of cancellations are absorbed 
by Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the 
Fund and a wholly owned subsidiary of The Pioneer Group, Inc.(PGI). PFD earned 
$82,633 in underwriting commissions on the sale of shares of the Fund during 
the six months ended April 30, 1995. Dividends and distributions to 
shareholders are recorded as of the ex-dividend date. Dividends paid by the 
Fund, if any, with respect to each class of shares are calculated in the same 
manner, at the same time and on the same day and are in the same amount, except 
that Class A and Class B shares can bear different transfer agent and 
distribution fees. 
  D.Class Allocations--Distribution expenses are calculated based on the 
average daily net asset value attributable to Class A and Class B shares of the 
Fund, respectively. Shareholders of Class A and Class B share all expenses and 
fees paid to the transfer service organization, 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 (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) is 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 0.65% of the Fund's 
average daily net assets up to $300,000,000, 0.60% of such assets between 
$300,000,000 and $500,000,000, 0.50% of such assets between $500,000,000 and 
$1,000,000,000 and 0.45% of such assets in excess of $1,000,000,000. 

                                       10 
<PAGE> 
   
In addition, under the management agreement, certain services and costs, 
including accounting, regulatory reporting and insurance premiums, are paid by 
the Fund. Included in Accrued expenses--Other is $7,016 in accounting fees 
payable to PMC at April 30, 1995. 
    

3.PSC, a wholly owned subsidiary of PGI, provides substantially all transfer 
agent and shareholder services to the Fund, at negotiated rates. Included in 
Accrued expenses--Other are $31,373 in transfer fees payable to PSC at April 
30, 1995. 

4.The Fund has adopted a Plan of Distribution for both Class A shares (Class A 
Plan) and Class B shares (Class B Plan) in accordance with Rule 12b-1 under the 
Investment Company Act of 1940 pursuant to which certain distribution and 
service fees are paid to PFD. 

 Pursuant to the Class A Plan, the Fund reimburses PFD for its actual 
expenditures to finance any activity primarily intended to result in the sale 
of Class A shares or to provide services to holders of Class A shares. Plan 
expenses are accrued daily and may not exceed 0.25% of the Fund's average 
annual net assets attributable to Class A shares. The Class B Plan provides 
that the Fund will pay a distribution fee at an annual rate of 0.75% of the 
Fund's average daily net assets attributable to Class B shares and will pay PFD 
a service fee at the annual rate of 0.25% of the Fund's average daily net 
assets attributable to Class B shares. Included in Accrued expenses--Other are 
$78,852 in distribution fees payable to PFD at April 30, 1995. 

   
 Class B shares that are redeemed within six years of purchase are subject to a 
contingent deferred sales charge (CDSC) at declining rates beginning at 4.0% of 
the lesser of the current market value at the time of redemption or the 
original purchase cost of the shares being redeemed. Proceeds from the CDSC are 
paid to PFD. For the six months ended April 30, 1995, CDSC in the amount of 
$13,742 was paid to PFD. 
    

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 

TO THE SHAREHOLDERS AND THE BOARD OF TRUSTEES OF PIONEER EQUITY-INCOME FUND: 

    We have audited the accompanying balance sheet of Pioneer Equity-Income 
Fund (one of three funds that comprise Pioneer Growth Trust, a Massachusetts 
business trust), including the schedule of investments, as of April 30, 1995, 
and the related statement of operations, the statements of changes in net 
assets and financial highlights for the periods presented. These financial 
statements and financial highlights are the responsibility of the Trust'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 
April 30, 1995, 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 Equity-Income Fund as of April 30, 1995, and 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. 

   
Boston, Massachusetts                                       ARTHUR ANDERSEN LLP 
May 26, 1995 
    

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