PIONEER GROWTH TRUST
N-30B-2, 1995-06-27
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PIONEER GOLD SHARES
60 State Street
Boston, Massachusetts 02109

OFFICERS
JOHN F. COGAN, JR., Chairman and President
DAVID D. TRIPPLE, Executive 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 shareholders 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.
0695-2526
((c))Pioneer Funds Distributor, Inc.

[Pioneer logo]
Pioneer
Gold Shares

SEMIANNUAL REPORT
APRIL 30, 1995

<PAGE>
Dear Shareowners,

April 30, 1995, marked the midpoint of Pioneer Gold Shares' fifth fiscal year.
Over the past six months, gold-oriented investors had many reasons to feel
good about their investment choice. In March, the U.S. dollar began a steep
decline in value versus both the Japanese yen and German deutschemark. In
reaction, investors' demand for gold began to rise, pushing the price of gold
bullion as high as $395 an ounce.

By the close of your Fund's semiannual period, however, the renewed enthusiasm
for gold had cooled in the face of continued low inflation in most major
nations. Rapidly changing foreign currency exchange rates clouded gold markets,
and the price of gold moved down into the $385-$388 range. Prices of
gold-related stocks also dropped, undoing gains made earlier in the year.

                             How Your Fund Performed

Pioneer Gold Shares' performance reflects these general trends. As of April 30,
1995, we report the following results for your Fund:

Class A Shares

(bullet) The Fund's net asset value closed the period at $7.46 per share, down
from $7.94 on October 31.

(bullet) The change in share price translates into a total return of -6.04% at
net asset value and -11.40% at maximum public offering price. While this may be
disappointing, the Fund performed better than the average gold-oriented fund.
According to Lipper Analytical Services, Inc., an independent organization that
tracks mutual fund performance, the 38 funds tracked for the period returned an
average of -8.74%.

Class B Shares

(bullet) The Fund's net asset value closed the period at $7.40 per share, down
from $7.89 on October 31, 1994.

(bullet) The change in share price translates into a total return of -6.21% if
shares were held throughout the period, and -9.96% if redeemed at the end of
the six months. While this may be disappointing, the Fund performed better than
the average gold-oriented fund. According to Lipper Analytical Services, Inc.,
an independent organization that tracks mutual fund performance, the 38 funds
tracked for the period returned an average of -8.74%.

The accompanying table shows your Fund's results over longer periods through
April 30, 1995.
                         Average Annual Total Returns
                      (For periods ended April 30, 1995)
Class A Shares              At Net Asset Value         At Public Offering Price*
Life-of-Fund (7/25/90)            2.66%                        1.41%
Three Years                      16.90                        14.65
One Year                          0.95                        -4.85
Class B Shares              If Not Redeemed               If Redeemed**
Life-of-Fund (4/4/94)           -5.10%                       -8.62%
One Year                         0.14                        -3.86

Portfolio Emphasizes Gold Mining Operations

Your Fund is designed to offer shareowners a convenient way to participate in
the gold market. Accordingly, we focus primarily on investments in companies
involved with the production and distribution of gold, typically mining
operations. Investments tied to other precious metals have played a much
smaller role, although we can take advantage of interesting opportunities
related to silver or platinum.

As a matter of management policy, the Fund stays as fully invested as is
practical, and temporary cash investments accounted for just 5% of the
portfolio on April 30. By taking this approach, we believe we will be able to
deliver the truly gold-oriented fund you expect. This strategy also means that
the Fund's price will tend to move quickly, up or down, in response to changes
or events that affect gold and gold-related companies.

When we look for investments, we look for value. Our research process for the
Fund is designed to identify high-quality, low-cost producers whose stock is
selling at a price below the value we think they truly offer. Companies in the

 *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>
portfolio tend to be leaders in their market niche, with rich mineral resources
or access to them. Most of the Fund's investments, 67% of the portfolio on
April 30, are based in North America; the leaders in gold mining traditionally
have been found on this continent. Investments here also do not involve any
currency risk to the portfolio. Over the past six months, we initiated a new
position in U.S.-based Couer d'Alene Mines Corp. We added to holdings in two
U.S. companies, Battle Mountain Gold and Santa Fe Pacific, and in three
Canadian firms, Cambior, Inc., Hemlo Gold Mines, Inc. and Placer Dome, Inc.

The Fund does include investments in other locales when we believe the
potential for excellent long-term results is present. At the close of the
semiannual period, Australia accounted for 13% of the portfolio, including
renowned names such as Homestake Gold of Australia, Ltd. and Newcrest Mining
Ltd, major players in gold extraction and production. Australian investments
also offer limited currency risk since the Australian dollar, like Canada's, is
tied to the U.S. dollar. Investments in South Africa represented 7% of the
portfolio on April 30. An additional 6% is invested in the resource-rich
Ashanti Goldfields Co., Ltd., the major, publicly traded gold mining company in
Ghana. The United Kingdom accounted for the remaining 2% of investments.

We continued to like the stocks already in the portfolio, and so did not
eliminate any holdings during the semi-annual period. You should expect the
Fund to sell stocks when we think they have attained their full value, or if
there is a significant change in one of the fundamental characteristics that
led us to invest.

                                  Looking Ahead

We believe that supply and demand currently are in a position to support gold
prices. Supply has been slow to increase, in part because of the lag time and
capital investment required for mining operations to expand output. At the same
time, demand has steadily risen, and held, above production levels. Gold for
jewelry has been a significant draw, particularly in emerging nations. Even so,
we think investors should expect gold to continue trading within a relatively
tight range, as we saw occur over the past six months. If enthusiasm for gold
succeeds in pushing bullion over the $400 per ounce mark, we still would expect
it to trade in a narrow, albeit higher, band.

Our strategy for your Fund will remain focused on low-cost, high-quality
manufacturers of gold, with a smattering of other precious metals as
opportunities arise. We continue to believe that this will give shareowners
real value, and an effective way to participate in the gold market.

Please read on through the following pages, which include the Fund's audited
portfolio and financial statements. If you have any questions about your
investment in Pioneer Gold Shares, please contact your investment
representative, or call Pioneer at 1-800-2256292. Thank you for your continued
support.

Respectfully,

/s/ John F. Cogan, Jr.

John F. Cogan, Jr.
Chairman and President,
Pioneer Gold Shares

June 9, 1995


                                       2
<PAGE>

SCHEDULE OF INVESTMENTS--PIONEER GOLD SHARES--April 30, 1995
    
   Shares                                                              Value
                                    COMMON STOCKS--95.0%
                                    PRECIOUS METALS--95.0%
                                    Australia--12.9%
 470,000     Gold Mines of Kalgoorlie, Ltd.                       $   410,480
 510,000     Homestake Gold of Australia, Ltd.                        593,886
 282,200     Newcrest Mining, Ltd.                                  1,207,668
  42,500     Plutonic Resources, Ltd.                                 196,106
 250,000     Poseidon Gold, Ltd.                                      509,461
 195,000     Saint Barbara Mines, Ltd.                                163,210
 119,000     Sons of Gwalia, Ltd.                                     523,981
                                                                  $ 3,604,792
                              Canada--38.9%
  85,000     Agnico-Eagle Mines, Ltd.                             $   977,500
  51,742     Barrick Gold Corp.                                     1,248,276
 106,300     Cambior, Inc.                                          1,210,884
  37,000     Echo Bay Mines, Ltd.                                     351,500
  21,000     Euro-Nevada Mining Corp.                                 567,171
  10,750     Franco Nevada Mining Corp., Ltd.                         537,223
 100,900     Hemlo Gold Mines, Inc.                                 1,122,513
  40,000     Kinross Gold Corp.*                                      242,522
  35,800     Pegasus Gold, Inc.                                       434,075
  54,200     Placer Dome, Inc.                                      1,287,250
  25,000     Prime Resource Group, Inc.*                              172,246
  14,300     Rayrock Yellowknife Resources, Inc.*                     151,071
  29,300     Teck Corp. (Class B)                                     511,410
 160,200     TVX Gold, Inc.*                                        1,161,450
  66,600     Viceroy Resources Corp.*                                 354,854
  63,900     Wharf Resources, Ltd.                                    527,175
                                                                  $10,857,120
                               Ghana--5.8%
  65,000     Ashanti Goldfields Co., Ltd. (G.D.R.) 144A           $ 1,625,000
                           Great Britain--1.9%
  60,383     Johnson Matthey Plc                                  $   530,161
                            South Africa--7.2%
  35,000     Driefontein Consolidated, Ltd. ( A.D.R.)             $   503,125
  31,600     Free State Consolidated Gold Mines, Ltd.
             (A.D.R.)                                                 375,250
  33,000     Kloof Gold Mining, Ltd. ( A.D.R.)                        371,250
  15,000     Rustenberg Platinum, Ltd. (A.D.R.)                       379,688
  60,000     Vaal Reefs Exploration & Mining, Ltd. (A.D.R.)           367,500
                                                                  $ 1,996,813
                           United States--28.3%
  51,600     AMAX Gold, Inc.                                      $   290,250
 129,000     Battle Mountain Gold Co.                               1,419,000
  67,000     Coeur d'Alene Mines Corp.                              1,323,250
  30,000     Firstmiss Gold, Inc.*                                    330,000
  20,900     FMC Gold Co.                                              86,213
  35,000     Freeport-McMoRan Copper & Gold, Inc. (Class A)           730,625
  31,095     Hecla Mining Co.*                                        330,384
  59,900     Homestake Mining Co.                                   1,010,813
  15,825     Newmont Gold Co.                                         644,869
  24,088     Newmont Mining Corp.                                   1,008,685
  57,000     Santa Fe Pacific Gold Corp.*                             719,625
                                                                  $ 7,893,714
                TOTAL PRECIOUS METALS                             $26,507,600
                TOTAL COMMON STOCKS (Cost $24,957,279)(a)(b)  
                                                                  $26,507,600
The accompanying notes are an integral part of these financial statements.

                                    3
<PAGE>

SCHEDULE OF INVESTMENTS--PIONEER GOLD SHARES--April 30, 1995--Continued
Principal
    Amount                                                            Value
                        TEMPORARY CASH INVESTMENTS--5.0%
$ 1,208,000     Household Finance Corp., 5.85%, 5/01/95            $ 1,208,589
    173,000     Prudential Funding Corp., 5.85%, 5/01/95               173,113
                TOTAL TEMPORARY CASH INVESTMENTS (Cost
                $1,381,000)                                        $ 1,381,702
                TOTAL INVESTMENT IN SECURITIES--100% (Cost
                $26,338,279)                                       $27,889,302

* Non-income producing security.
144A Security exempt from registration under Rule 144A of the Securities Act of
1933.These securities may be resold in transactions exempt from registration,
normally to qualified institutional buyers. At April 30, 1995, the value of
these securities amounted to $1,625,000 or 6% of total net assets.
(a) At April 30, 1995, the net unrealized appreciation on investments based on
cost for federal income tax purposes of $24,975,794 was as follows:

Aggregrate gross unrealized appreciation for all investments in which there is 
 an excess of value over tax cost                                  $ 3,114,698
Aggregrate gross unrealized depreciation for all investments in which there is
 an excess of tax cost over value                                   (1,582,892)
Net unrealized appreciation                                        $ 1,531,806


(b) At October 31, 1994, the Fund had a capital loss carryforward of $69,987
which will expire in the year 2001.

Purchases and sales of investment securities (excluding temporary cash
investments) for the six months ended April 30, 1995, aggregated $2,851,138 and
$0, respectively.

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

                                       4
<PAGE>

                              PIONEER GOLD SHARES
                          BALANCE SHEET--April 30, 1995

ASSETS:
 Investment in securities, at value 
  (including temporary cash investments of $1,381,702)
  (cost $26,338,279; see Schedule of Investments and Note 1)       $27,889,302
 Cash                                                                      377
 Receivables--
  Trust shares sold                                                    342,382
  Dividends                                                             19,080
 Other                                                                  35,108
   Total assets                                                    $28,286,249

LIABILITIES:
 Payables--
  Investment securities purchased                                  $   973,112
  Trust shares repurchased                                              88,388
 Accrued expenses--
  Management fees (Note 2)                                              36,629
  Other (Notes 2, 3 and 4)                                              81,582
   Total liabilities                                              $  1,179,711

NET ASSETS:
 Paid-in capital (Note 1)                                          $25,644,243
 Accumulated undistributed net investment income (Note 1)                  476
 Accumulated net realized loss on investments (Notes 1 and 5)          (88,502)
 Net unrealized gain on investments (Note 1)                         1,550,321
   Total net assets                                                $27,106,538
NET ASSET VALUE PER SHARE:
Class A--(based on $25,595,212 / 3,432,289 shares of 
  beneficial interest outstanding--unlimited number of 
  shares authorized with no par value)                                   $7.46
Class B--(based on $1,511,326 / 204,098 shares of 
  beneficial interest outstanding--unlimited number of 
  shares authorized with no par value)                                   $7.40
MAXIMUM OFFERING PRICE:
Class A                                                                  $7.92

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

                                       5
<PAGE>

                              PIONEER GOLD SHARES
                             STATEMENT OF OPERATIONS
                     For the Six Months Ended April 30, 1995

INVESTMENT INCOME (Note 1):
 Dividends (net of foreign 
  taxes withheld of $5,385)                  $151,299
 Interest                                      70,414
  Total investment income                                         $   221,713
EXPENSES:
 Management fees (Note 2)                    $ 80,552
 Distribution fees (Note 4)
  Class A                                      29,587
  Class B                                       5,580
 Transfer fees (Note 3)
  Class A                                      37,525
  Class B                                       1,785
 Registration fees                             14,852
 Professional fees                             17,711
 Accounting (Note 2)                           57,564
 Custodian fees                                 5,955
 Printing                                      23,609
 Fees and expenses of 
  nonaffiliated trustees                        5,120
 Miscellaneous                                 15,645
  Total expenses                                                  $   295,485
  Less management fees waived 
   and expenses assumed by Pioneering
     Management Corporation (Note 2)                                  (74,248)
  Net expenses                                                    $   221,237
   Net investment income                                          $       476
Unrealized Loss on Investments
 Decrease in net unrealized gain on 
  investments (Notes 1 and 5)                                    $ (1,629,443)
  Net loss on investments                                        $ (1,629,443)
   Net decrease in net assets 
    resulting from operations                                    $ (1,628,967)

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

                                       6
<PAGE>
                              PIONEER GOLD SHARES
                       STATEMENTS OF CHANGES IN NET ASSETS
  For the Six Months Ended April 30, 1995 and the Year Ended October 31, 1994

                                               Six Months
                                                 Ended           Year Ended
                                                April 30,        October 31,
                                                  1995               1994
FROM OPERATIONS:
 Net investment income (loss)                 $       476       $    (89,040)
 Net realized gain on investments                  --                113,251
 Increase (decrease) in net 
  unrealized gain on investments               (1,629,443)           897,002
  Net increase (decrease) in 
   net assets resulting from operations       $(1,628,967)      $    921,213
DISTRIBUTIONS TO SHAREHOLDERS:                     --                 --
FROM TRUST SHARE TRANSACTIONS:
 Net proceeds from sale of shares             $10,246,440        $26,462,253
 Cost of shares repurchased                    (8,630,006)       (14,321,485)
  Increase in net assets resulting 
   from trust share transactions              $ 1,616,434       $ 12,140,768
  Net increase (decrease) in 
   net assets                                 $   (12,533)      $ 13,061,981
NET ASSETS:
 Beginning of period                           27,119,071         14,057,090
 End of period (including 
  undistributed net investment 
  income of $476 and $0, respectively)        $27,106,538       $ 27,119,071


<TABLE>
<CAPTION>
                                SIX MONTHS ENDED APRIL 30,           YEAR ENDED OCTOBER 31,
                                           1995                               1994
                                 SHARES           AMOUNT           SHARES            AMOUNT
<S>                             <C>             <C>               <C>              <C>
CLASS A
 Shares sold                     1,255,900      $ 8,894,531        3,192,531       $ 25,169,438
 Less shares repurchased        (1,120,114)      (7,887,129)      (1,784,885)       (13,969,554)
 Net increase                      135,786      $ 1,007,402        1,407,646       $ 11,199,884
CLASS B*
 Shares sold                       189,400      $ 1,351,909          164,903       $  1,292,815
 Less shares repurchased          (105,792)        (742,877)         (44,413)          (351,931)
 Net increase                       83,608      $   609,032          120,490       $    940,884
</TABLE>

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

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

                                       7
<PAGE>
                              PIONEER GOLD SHARES
                              FINANCIAL HIGHLIGHTS
        Selected Data for a Share Outstanding for the Periods Presented

<TABLE>
<CAPTION>
                                                                            For the Year Ended October 31,
                                                          Six
                                                        Months                                                          July 25,  
                                                         Ended                                                          1990 to
                                                       April 30,                                                      October 31,
                                                         1995         1994        1993          1992         1991        1990
CLASS A
<S>                                                     <C>         <C>           <C>          <C>          <C>        <C>
Net asset value, beginning of period                    $  7.94     $  7.44       $  5.03     $ 5.35        $5.33      $  6.50
Increase (decrease) from investment operations:
 Net investment income (loss)                           $  0.00     $ (0.03)      $ (0.03)    $(0.02)       $0.01      $ (0.14)
 Net realized and unrealized gain (loss) on
  investments                                             (0.48)       0.53          2.44      (0.28)        0.01        (1.03)
     Total increase (decrease) from investment
  operations                                            $ (0.48)    $  0.50       $  2.41     $(0.30)       $0.02      $ (1.17)
Distribution to shareholders from:
 Net investment income                                     --          --           --         (0.02)        --            --
Net increase (decrease) in net asset value              $ (0.48)    $  0.50       $  2.41     $(0.32)       $0.02      $ (1.17)
Net asset value, end of period                          $  7.46     $  7.94       $  7.44     $ 5.03       $ 5.35      $  5.33
Total return*                                             (6.04%)      6.72%        47.91%     (5.70%)       0.38%      (18.00%)
Ratio of net operating expenses to average net
  assets                                                   1.75%**     1.75%         1.75%      1.75%        1.75%        9.21%**
Ratio of net investment income (loss) to average
  net assets                                               0.04%**    (0.40%)       (0.52%)    (0.35%)       0.18%       (6.31%)**
Portfolio turnover rate                                     --         2.86%         6.00%      4.00%       10.00%       15.00%**
Net assets, end of period (in thousands)                $25,595     $26,168       $14,057     $3,461       $1,800      $ 1,399
  
Ratios assuming no waiver of management fees or
  assumption of expenses by PMC:
  Net operating expenses                                   2.35%**     2.14%         3.23%      6.62%       10.97%         --
  Net investment loss                                     (0.56%)**   (0.79%)       (2.00%)    (5.22%)      (9.04%)        --
</TABLE>

<TABLE>
<CAPTION>
                                                               Six Months    April 4, 1994
                                                                 Ended             to
                                                               April 30,      October 31,
                                                                  1995            1994
CLASS B***
<S>                                                             <C>              <C>
Net asset value, beginning of period                            $ 7.89           $ 7.83
Increase (decrease) from investment operations:
 Net investment loss                                            $   --           $(0.03)
 Net realized and unrealized gain (loss) on investments          (0.49)            0.09
  Total increase (decrease) from investment operations          $(0.49)          $ 0.06
Distribution to shareholders                                       --               --
Net increase (decrease) in net asset value                      $(0.49)          $ 0.06
Net asset value, end of period                                  $ 7.40           $ 7.89
Total return*                                                    (6.21%)           0.77%
Ratio of net operating expenses to average net assets             2.53%**          2.67%**
Ratio of net investment loss to average net assets               (0.75%**         (1.42%)**
Porfolio turnover rate                                            --               2.86%
Net assets, end of period (in thousands)                        $1,511          $   951
Ratios assuming no waiver of management fees or
  assumption of expenses by PMC:
  Net operating expenses                                          3.13%**          2.79%**
  Net investment loss                                            (1.35%)**        (1.54%)**
</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.


                                       8
<PAGE>
NOTES TO FINANCIAL STATEMENTS--April 30, 1995

1. Pioneer Gold Shares (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) has 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 market 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 $17,724 in underwriting commissions on the sale of trust 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 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 (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.

  E. Foreign Currency Translation--The books and records of the Fund are
maintained in U.S. Dollars. Amounts denominated in foreign currencies are
translated into U.S. Dollars using current exchange rates (see Note 5).

  F. Forward Foreign Currency Contracts--The Fund is authorized to enter into
forward foreign currency con-

                                       9
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Continued)

tracts (contracts) for the purchase of a specific foreign currency at a fixed
price on a future date as a hedge or cross-hedge against either specific
investment transactions (settlement hedges) or portfolio positions (position
hedges). All contracts are marked to market daily at the applicable translation
rates, and any resulting unrealized gains or losses are recorded in the Fund's
financial statements. The Fund records realized gains or losses at the time a
position hedge is offset by entry into a closing transaction or extinguished by
delivery of the currency. Risks may arise upon entering into these contracts
from the potential inability of counterparties to meet the terms of the
contract and from unanticipated movements in the value of foreign currencies
relative to the U.S. Dollar. As of April 30, 1995, the Fund had not entered
into any forward foreign currency contracts.

  G. Reclassification--Certain prior period amounts have been reclassified to
be consistent with current period presentation.

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 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.

   PMC has agreed not to impose a portion of its management fee and to make
other arrangements, if necessary, to absorb certain other expenses of the Fund
to the extent necessary to limit Class A expenses to 1.75% of the average daily
net assets attributable to Class A shares; the portion of the Fund-wide
expenses attributable to Class B shares will be reduced only to the extent such
expenses are reduced for Class A shares. PMC's agreement is voluntary and
temporary and may be revised or terminated at any time.

   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 $7,957 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 is $6,734 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 may reimburse 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.
Reimbursement for such expenditures, if any, may not exeed 0.25% of the Fund's
average annual net assets attributable to Class A shares. The Class B Plan
provides that the Fund may 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 may 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 is
$34,591 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
$1,970 was paid to PFD.

5. Effective November 1, 1994, the Fund adopted Statement of Position 93-4 (SOP
93-4): Foreign Currency Accounting and Financial Statement Presentation for
Investment Companies. In accordance with SOP 93-4, net realized gains and
losses on forward foreign currency transactions and other assets and
liabilities denominated in foreign currencies represent, among other things,
the net realized gains and losses on foreign currency contracts, disposition of
foreign currencies and the difference between the amount of income accrued and
the U.S. Dollar amount actually received. The effects of changes in foreign
currency exchange rates on investments in securities are not segregated in the
Statement of Operations from the effects of changes in market price of those
securities but are included with the net realized and unrealized gain or loss
on investments in securities. For the six months ended April 30, 1995, SOP 93-4
had no material impact on these financial statements.


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<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

TO THE SHAREHOLDERS AND THE BOARD OF TRUSTEES OF PIONEER GOLD SHARES:

    We have audited the accompanying balance sheet of Pioneer Gold Shares (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
the 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 Gold Shares 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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