PIONEER CAPITAL GROWTH FUND
60 State Street
Boston, Massachusetts 02109
OFFICERS
JOHN F. COGAN, JR., Chairman and President
DAVID D. TRIPPLE, Executive Vice President
WARREN J. ISABELLE, 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
[Boxed text]
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
Telecommunications Device for the
Deaf (TDD) 1-800-225-1997
Toll-free fax 1-800-225-4240
Retirement plans 1-800-622-0176
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 and other information about the Fund.
1295-2920
[Copyright]Pioneer Funds Distributor, Inc.
[Pioneer Logo]
Pioneer
Capital Growth
Fund
ANNUAL REPORT
OCTOBER 31, 1995
<PAGE>
Dear Fellow Shareowners,
October 31, 1995, marked Pioneer Capital Growth Fund's sixth fiscal year-end.
We'd like to take this opportunity to welcome the many shareowners who joined
the Fund over the past year -- a period in which financial markets reached
record levels and rewarded many investors. Your Fund, too, performed
impressively, despite a modest downturn in October. As a result, the Fund
maintained its five-star rating from Morningstar for the three and five years
through October 31, 1995, the highest rating available from the independent
mutual fund research firm.(1) This rating indicates the Fund placed in the
top 10% of the 1,498 equity funds Morningstar tracked for the periods.
How Your Fund Performed
For the 12 months ended October 31, 1995, we report the following results for
Pioneer Capital Growth Fund:
[bullet] Class A shares -- Net asset value rose to $19.42 per share on
October 31, versus $17.26 one year earlier. Your Fund achieved a total return
of 19.32% based on net asset value, and 12.48% based on maximum public
offering price. These figures include reinvestment at net asset value of the
$0.947 per share capital gains distribution paid in December 1994.
[bullet] Class B shares -- Net asset value increased to $19.20 per share
on October 31, versus $17.20 one year ago. Your Fund's 12-month total return
was 18.42% assuming shares were held throughout the period, and 14.42%
assuming shares were redeemed. These figures include reinvestment of the
$0.947 per share capital gains distribution paid in December 1994.
For additional performance information, turn to pages 4 and 5.
Pursuing Value in a Record-Setting Stock Market
The past year's exceptional momentum in the stock market was reflected in
the performance of popular, unmanaged indexes. The Dow Jones Industrial
Average of 30 large- capitalization stocks returned 24.92% for the year ended
October 31. The broader-based Standard & Poor's 500 Index gained an
impressive 26.36%. And the Russell 2000 Index, an unmanaged measure of
small-sized company stocks, closed the period with a total return of 18.35%.
As reflected by this last figure, many smaller-capitalization stocks,
including some holdings in your Fund's portfolio, did not experience the same
gains as large, heavily traded companies. Nonetheless, the past year's
investing climate proved favorable to stocks of all sizes, thanks to various
positive factors such as low inflation and falling interest rates, solid
corporate earnings and an abundance of corporate restructurings, mergers and
acquisitions.
Your Fund's management selects companies whose true value, in our opinion,
is not yet reflected in its stock price. We focus on key financial attributes
such as cash flows, balance sheets and earnings growth, as well as any major
change or restructuring the company may be undergoing. This process often
leads us to companies that either are unknown to most investors, or are
experiencing a transition or turnaround. Our goal is to identify and invest
in such companies early on, to take advantage of the growth we expect they
ultimately will realize. We also set a price we believe reflects a company's
true worth based on our in- depth analysis. Once a company reaches this "full
value," we sell. Of course, companies may exhibit solid characteristics even
after we sell them, which is why at times we will return a holding to your
Fund's portfolio if its stock price drops to what we judge to be a reasonable
value. We follow the same approach with existing Fund holdings; if nothing
has changed that would affect our basic analysis, we consider a temporary
drop in price a buying opportunity that lowers the cost of the Fund's
investment.
The consumer non-durables sector, specifically the retail industry,
offered a good example this year. Retail sales generally were stagnant,
reflecting the overall slow economy and lack of consumer confidence. Wall
Street took a "sell" stance toward the group as a whole, with little regard
for the prospects of individual companies. While we agree that
[Short rule above Footnote]
[Footnote] (1)Ratings are for Pioneer Capital Growth Fund's Class A shares
only. Morningstar proprietary ratings are published in Morningstar Mutual
Funds and are subject to change every month. The Fund's five-star rating is
based on its three- and five-year performance ended October 31, 1995. The
Fund was rated against a universe of equity funds by assessing each fund's
historical total returns and risk relative to the other mutual funds in the
investment category. The risk and return evaluations are combined to produce
a one- to five-star risk-adjusted rating; five stars represent the top 10%.
The Fund's Class B shares will not be eligible for a Morningstar rating until
they havethree years of operating history.
<PAGE>
the going may be tough in the near future for retail overall, we have high
hopes for some select companies, and, accordingly, added Wet Seal, Best
Products and Grossman's to the Fund's portfolio. What's more, when retail
stocks were hit particularly hard toward the end of the period, we took the
opportunity to augment the Fund's positions in Kmart, TJX and Fingerhut at
extremely "cheap" prices. We expect the Fund to hold these stocks until they
reach price levels that reflect the value we see in them.
Large-capitalization technology stocks were the biggest, and most
publicized, gainers during the year. Of course, while many technology
companies recorded impressive earnings to substantiate their skyrocketing
stock prices, others' stock prices were pushed up by Wall Street's euphoria
toward the sector. Your Fund's technology holdings, although generally
smaller, lesser-known companies, also took part in the sector's rally. In
fact, as the period progressed, many of the Fund's technology investments
reached or moved beyond what we believed was their fair and sustainable
market value. We therefore sold a number of these issues, in most cases
realizing sizable gains. Holdings sold include Softkey International, Allen
Group and Microcom. By sticking to our strict buy-and-sell discipline and
focusing on individual company analysis, we avoided getting caught up in the
chase of a popular sector. Although at times this may mean your Fund won't
fully participate in a sector's run-up, as we saw to a certain degree this
year, we believe our strategy serves investors best over the long term.
Unlike technology, the financial area still offers a number of well-valued
opportunities. Financial stocks in general are offering reasonable
price-to-earnings ratios, in addition to solid growth potential. Most of the
Fund's financial stocks turned in strong results for the year, helped by the
lower interest rates we saw as 1995 progressed. Some of your Fund's holdings
include Federal National Mortgage Association, a government agency mortgage
association; Student Loan Marketing Association, a provider of loans; Western
National, a producer and marketer of annuities; and Twentieth Century
Industries, an insurance company.
Undervalued companies also have the potential to add value to your Fund in
another way; as they become more successful, they may look attractive to
other companies. This creates the potential for a takeover and higher stock
prices. While we do not select companies merely because we believe they will
become takeover targets, we inevitably hold likely candidates because
acquirers recognize the same attractive characteristics identified by your
Fund's management. A number of holdings in the portfolio were taken-over
during the fiscal year, adding nicely to the Fund's performance. "Takeovers"
included: Leaseway Transportation, bought by Penske; U.S. Shoe, bought by
Luxottica; Clark Equipment, acquired by Ingersoll Rand; and Green Forest
Lumber, acquired by McMillan Bloedel.
Our opportunistic approach to investing has resulted in a widely
diversified portfolio. The accompanying chart shows the Fund's sector
distribution at the period's end.
[Pie Chart]
Sector Distribution
(Percentage of equity holdings as of October 31, 1995)
Consumer Non-Durables 24%
Capital Goods 19%
Technology 15%
Services 11%
Basic Industries 10%
Financial 10%
Energy 6%
Transportation 3%
Consumer Durables 2%
Over the course of the year, substantial assets flowed into the Fund,
bringing net assets to $1.2 billion as of October 31, up from $448 million
one year earlier. The Fund's outstanding performance triggered the growth;
many portfolio holdings appreciated in value and new investors joined the
Fund at a fervid rate. Your Fund's management took care in deploying the
Fund's assets, given record-high stock prices. We intend, of course, for the
Fund to be as fully invested as is practicable; however, we will not add an
issue to the portfolio until we have researched it thoroughly and believe it
offers real value. This, in our view, remains the best approach to long-term
investing. Accordingly, the portfolio's temporary cash investments totaled
22.5% at the period's end. We are confident this percentage will decline as
we continue our analysis of companies of all sizes, in all sectors of the
market.
2
<PAGE>
Looking Ahead
Financial markets have set a scorching pace in 1995 and have rewarded many
investors. Naturally, such upward momentum cannot be sustained forever. But
what can be sustained is an investment philosophy and strategy. Rather than
speculate on the market's next move, your Fund's management concentrates on
what we think makes the most sense for long-term investing success --
identifying the growth potential of individual companies.
As Pioneer Capital Growth Fund moves into its seventh year your management
looks forward to the challenge of maintaining and expanding the Fund's
considerable achievements. We remain optimistic about the opportunities that
can be uncovered in the stock market, and we intend to pursue your Fund's
objective of long-term growth with the same disciplined approach that has
brought positive results to date.
The following pages provide your Fund's audited list of portfolio holdings
and financial statements as of October 31, 1995. If you have any questions
about your investment in Pioneer Capital Growth Fund, please contact your
investment representative, or call Pioneer at 1-800-225-6292.
Respectfully,
[Signature of John F. Cogan, Jr.]
John F. Cogan, Jr.
Chairman and President,
Pioneer Capital Growth Fund
December 11, 1995
3
<PAGE>
Growth of a $10,000 Investment*
This chart shows the growth of a $10,000 investment made in Pioneer Capital
Growth Fund Class A shares at its public offering price on July 25, 1990,
compared with the growth of the Standard & Poor's 500 Index.+
[Line Chart]
[Comparison of Pioneer Capital Growth Fund Class A to Standard &
Poor's 500 Index]
PIONEER CAPITAL GROWTH FUND CLASS A:
Average Annual Total Returns
(as of October 31, 1995)
Class A Shares Net Asset Value Public Offering Price*
Life of Fund (7/25/90) 17.81 16.50%
Five Years 27.13 25.63
Three Years 24.72 22.27
One Year 19.32 12.48
The Standard & Poor's (S&P) 500 Index is an unmanaged measure of 500 widely
held common stocks listed on the New York Stock Exchange, American Stock
Exchange and the Over-the-Counter market. Index returns assume reinvestment
of dividends and, unlike Fund returns, do not reflect any fees, expenses or
sales charges. Investors cannot directly invest in the Index.
*Reflects deduction of the maximum 5.75% sales charge at the beginning of the
period and assumes reinvestment of all distributions at net asset value.
+Index comparisons begin July 31, 1990.
Past performance does not guarantee future results. Return and share price
fluctuate so that an investor's shares, when redeemed, may be worth more or
less than their original cost.
4
<PAGE>
Growth of a $10,000 Investment*
This chart shows the growth of a $10,000 investment made in Pioneer Capital
Growth Fund Class B shares at public offering price, compared with the growth
of the Standard & Poor's 500 Index.
[Line Chart]
[Comparison of Pioneer Capital Growth Fund Class B to Standard &
Poor's 500 Index]
PIONEER CAPITAL GROWTH FUND CLASS A:
Average Annual Total Returns
(as of October 31, 1995)
Class B Shares If Held If Redeemed*
Life of Fund (4/4/94) 21.67% 19.40%
One Years 18.42 14.42
The Standard & Poor's (S&P) 500 Index is an unmanaged measure of 500 widely
held common stocks listed on the New York Stock Exchange, American Stock
Exchange and the Over-the-Counter market. Index returns assume reinvestment
of dividends and, unlike Fund returns, do not reflect any fees, expenses or
sales charges. Investors cannot directly invest in the Index.
*Reflects deduction of the maximum 4.0% contingent deferred sales charge at
the end of the period and assumes reinvestment of all distributions.
Past performance does not guarantee future results. Return and share price
fluctuate so that an investor's shares, when redeemed, may be worth more or
less than their original cost.
5
<PAGE>
SCHEDULE OF INVESTMENTS--PIONEER CAPITAL GROWTH FUND--October 31, 1995
<TABLE>
<CAPTION>
Shares Value
- ----------- --------------
<S> <C> <C>
COMMON STOCKS--77.5%
BASIC INDUSTRIES--7.8%
Chemicals--4.2%
108,700 Albermarle Corp. $ 2,024,537
290,000 CIMCO Inc.*+ 2,283,750
1,275,300 Crompton & Knowles Corp. 16,100,663
459,400 DeSoto, Inc.+ 2,124,725
290,000 The Geon Co. 7,213,750
400,000 Methanex Corp.* 2,650,000
670,000 NL Industries, Inc.* 8,710,000
299,400 Pratt & Lambert United, Inc. 1,175,625
330,000 Specialty Chemical Resources,Inc.*+ ------------
$ 48,607,875
------------
Containers--0.3%
394,300 Sun Coast Industries, Inc.*+ $ 3,351,550
------------
Iron & Steel--1.4%
1,510,400 Armco, Inc. $ 9,251,200
465,600 Kentucky Electric Steel, Inc.*+ 3,841,200
468,000 Proler International Corp.*+ 3,276,000
------------
$ 16,368,400
------------
Metals--0.2%
153,400 Brush Wellman, Inc. $ 2,569,450
------------
Telecommunications--1.7%
313,000 AT&T Corp. $ 20,032,000
------------
TOTAL BASIC INDUSTRIES $ 90,929,275
------------
CAPITAL GOODS--14.8%
Construction & Engineering--5.6%
1,221,900 AMRE, Inc.+ $ 10,997,100
198,000 BMC West Corp.* 2,772,000
1,291,400 Justin Industries, Inc. 12,914,000
1,520,000 Kasler Holding Corp.*+ 8,740,000
1,217,000 The Lamson & Sessions Co.*+ 8,062,625
745,000 Lone Star Industries, Inc.+ 17,041,875
835,600 Morgan Products, Ltd.*+ 4,386,900
------------
$ 64,914,500
------------
Pollution and Waste--1.3%
1,246,500 Catalytica, Inc.*+ $ 5,920,875
2,106,600 Mid-American Waste Systems, Inc.*+ 8,953,050
------------
$ 14,873,925
------------
Producer Goods--7.9%
215,000 Autoclave Engineers, Inc.+ $ 2,499,375
46,500 Cyrk International, Inc.* 511,500
251,700 Ferrofluidics Corp.* # 3,335,025
362,900 Figgie International, Inc. (Class A)* 4,354,800
283,400 Furon Co. 4,392,700
413,300 Gehl Co.*+ 3,099,750
1,245,400 Griffon Corp.* 10,430,225
625,000 Insilco Corp.*+ 20,859,375
319,000 Lindberg Corp.+ 1,993,750
151,000 Lindsay Manufacturing Co.* 5,322,750
955,600 Park Ohio Industries, Inc.*+ $ 13,139,500
162,177 Raymond Corp.* 3,243,540
259,000 Robbins & Myers, Inc.+ 8,676,500
120,500 Samsonite Corp.* 1,220,063
1,000,000 Sudbury, Inc.*+ 8,375,000
------------
$ 91,453,853
------------
TOTAL CAPITAL GOODS $171,242,278
------------
CONSUMER DURABLES--1.5%
Consumer Durables--0.9%
393,000 Arctco Inc. $ 4,421,250
670,400 Supreme Industries, Inc. (Class A)*+ 5,488,900
------------
$ 9,910,150
------------
Motor Vehicles--0.6%
995,000 TBC Corp.* $ 6,965,000
------------
TOTAL CONSUMER DURABLES $ 16,875,150
------------
CONSUMER NON-DURABLES--18.5%
Home Products--1.1%
200,000 Ekco Group, Inc. $ 1,125,000
221,089 Lifetime Hoan Corp.* 2,100,346
468,000 Rival Manufacturing Co.+ 9,126,000
------------
$ 12,351,346
------------
Retail Non-Food--11.0%
2,088,200 Best Products Corp., Inc.*+ $ 10,310,487
661,500 Cole National Corp. (Class A)*+ 8,103,375
1,036,400 Drug Emporium, Inc.*+ 4,210,375
1,241,900 Fingerhut Co., Inc. 16,920,888
1,302,800 Genesco Inc.*+ 5,211,200
2,222,000 Grossman's Inc.*+ 3,333,000
1,000,000 Inter-TAN, Inc.*+ 8,500,000
490,000 Kmart Corp. 3,981,250
616,098 Ladd Furniture, Inc.+ 8,163,298
2,002,400 Levitz Furniture, Inc.*+ 6,007,200
215,000 Maybelline, Inc. 5,079,375
597,900 MicroAge, Inc.* 5,007,412
714,300 The Stride Rite Corp. 8,035,875
1,185,500 TJX Co., Inc. 16,004,250
470,000 Toys "R" Us, Inc.* 10,281,250
187,500 Wet Seal, Inc. (Class A)* 1,148,437
476,500 Woolworth Corp. 6,968,812
------------
$127,266,484
------------
Textiles/Clothes--6.4%
1,004,500 Farah, Inc.*+ $ 6,780,375
1,122,300 Galey & Lord, Inc.*+ 14,028,750
272,200 Guilford Mills, Inc. 6,022,425
100,000 Hartmarx Corp.* 500,000
440,200 Marisa Christina, Inc.*+ 7,813,550
251,600 Oneita Industries, Inc.* 1,698,300
559,600 Paragon Trade Brands, Inc.* 8,883,650
1,033,500 Shaw Industries, Inc. 13,177,125
1,400,000 Tultex Corp.* 6,650,000
1,448,300 Worldtex, Inc.*+ 7,965,650
------------
$ 73,519,825
------------
TOTAL CONSUMER NON-DURABLES $213,137,655
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
Shares Value
- ----------- --------------
ENERGY--4.8%
Oil & Gas Extraction--3.3%
130,000 Ashland, Inc. $ 4,111,250
318,700 Diamond Shamrock, Inc. 8,206,525
264,400 Giant Industries, Inc. 2,544,850
590,600 Ranger Oil Ltd. 3,395,950
299,300 Ultramar Corp. 7,295,438
400,000 YPF S.A. (A.D.R.) 6,850,000
1,584,900 Zapata Corp.*+ 6,141,487
------------
$ 38,545,500
------------
Oil & Gas Services--0.5%
774,200 Tokheim Corp.*+ $ 5,612,950
------------
Electric--1.0%
300,000 Southern California Edison Co. $ 5,100,000
450,000 Westinghouse Electric Co. 6,356,250
------------
$ 11,456,250
------------
TOTAL ENERGY $ 55,614,700
------------
FINANCIAL--8.0%
Real Estate--0.6%
440,000 Amresco, Inc. $ 4,675,000
488,650 Patten Corp.* 2,076,763
------------
$ 6,751,763
------------
Finance Miscellaneous--2.9%
102,300 Federal National Mortgage $ 10,728,712
Association
2,117,200 Ideon Group, Inc.+ 18,790,150
79,900 Student Loan Marketing Association 4,704,113
------------
$34,222,975
------------
Insurance--4.5%
677,400 Capital Guaranty Corp.+ $ 14,987,475
1,161,700 Twentieth Century Industries, Inc.* 19,313,262
1,301,800 Western National Corp. 17,899,750
------------
$ 52,200,487
------------
TOTAL FINANCIAL $93,175,225
------------
SERVICES--8.2%
Broadcasting & Media--0.0%
145,000 Future Communications, Inc.*+@ $ 18,125
------------
Pharmaceuticals--5.5%
1,075,000 Alkermes, Inc.*+ $ 6,987,500
445,000 Aronex Pharmaceuticals, Inc.* 1,501,875
440,000 Autoimmune Inc.* 4,070,000
500,000 Ethical Holdings Plc* 4,500,000
240,000 Guilford Pharmaceuticals Inc.*+ 3,960,000
1,195,000 ImClone Systems, Inc.*+ 4,257,188
310,800 Interneuron Pharmaceuticals, Inc* 4,623,150
626,325 Ligand Pharmaceuticals Inc.* 4,932,309
320,000 Magainin Pharmaceuticals, Inc.* 2,600,000
967,400 Medeva Plc (Sponsored A.D.R.) 16,566,725
733,000 NeoRx Corp.*+ 3,848,250
365,000 Sepracor, Inc.* 6,159,375
------------
$ 64,006,372
------------
Health Services & Personal Care--2.7%
93,000 Allied Healthcare Products Inc. $ 1,767,000
364,800 American Healthcorp, Inc.* 2,781,600
110,000 Apria Healthcare Group Inc.* 2,378,750
534,700 BioWhittaker, Inc.* 4,010,250
110,000 Coastal Physician Group Inc.* 1,443,750
692,000 Mid Atlantic Medical Services, Inc.* 13,753,500
250,000 Tenet Healthcare Corp.* 4,468,750
------------
$30,603,600
------------
TOTAL SERVICES $94,628,097
------------
TECHNOLOGY--11.4%
Electronics--8.8%
989,800 Amtech Corp.+ $ 5,567,625
90,000 Apple Computer, Inc. 3,268,125
953,500 Banyan Systems, Inc.*+ 7,449,219
100,000 Belden, Inc. 2,412,500
120,500 Culligan Water Technology, Inc.* 2,078,625
393,900 Dataflex Corp.*+ 2,264,925
406,100 Instron Corp.+ 4,923,963
835,000 Intergraph Corp.* 10,124,375
610,000 Marcam Corp.*+ 9,150,000
718,000 Micro Focus Group Plc (A.D.R.)* 6,641,500
480,800 Moog, Inc. (Class A)*+ 6,430,700
696,500 NAI Technologies, Inc.*+ 1,044,750
1,369,100 Rexel Inc.*+ 15,744,650
665,000 Signal Technology Corp.*+ 3,325,000
675,000 Southern Electronics Corp.*+ 3,290,625
120,000 View Logic Systems, Inc.* 1,170,000
1,209,000 Walker Interactive Systems, Inc.*+ 9,672,000
331,600 Whittaker Corp.* 6,590,550
------------
$101,149,132
------------
Computers/Software--2.6%
115,000 Advanced Logic Research, Inc.* $ 833,750
485,000 AFC Cable Systems*+ 5,698,750
580,600 BancTec, Inc.*+ 10,886,250
236,600 CrossComm Corp.* 2,661,750
574,500 INTERLINQ Software Corp.*+ 1,867,125
469,300 Meridian Data, Inc.*+ 4,693,000
617,950 Triad Systems Corp.* 3,398,725
------------
$ 30,039,350
------------
TOTAL TECHNOLOGY $131,188,482
------------
TRANSPORTATION--2.5%
300,000 Airborn Freight Corp. $ 7,875,000
1,377,000 Avondale Industries, Inc.*+ 20,655,000
------------
TOTAL TRANSPORTATION $ 28,530,000
------------
TOTAL COMMON STOCKS
(Cost $842,217,635)(a) $895,320,862
------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
<TABLE>
<CAPTION>
Principal
Amount Value
- ------------- ---------------
<S> <C> <C>
TEMPORARY CASH INVESTMENTS--22.5%
$22,670,000 Commercial Credit Co., 5.70%,
11/01/95 $ 22,716,759
25,594,000 Exxon Asset Management., 5.70%,
11/02/95 25,642,729
25,736,000 Ford Motor Credit Co., 5.73%, 11/03/ 25,772,931
30,516,000 General Electric Capital Corp., 5.73%,
11/06/95 30,554,938
33,315,000 Chevron Credit Corp., 5.75%, 11/07/95 33,352,326
31,366,000 Chevron Credit Corp., 5.72%, 11/08/95 31,395,964
44,724,000 Associates Corp. of North America,
5.71%, 11/09/95 44,759,542
21,677,000 Prudential Funding Corp., 5.73%,
11/10/95 21,683,913
24,002,000 Household Finance Corp., 5.74%,
11/13/95 24,005,835
-------------
TOTAL TEMPORARY CASH
INVESTMENTS
(Cost $259,600,000) $ 259,884,937
--------------
TOTAL INVESTMENT IN
SECURITIES--100%
(Cost $1,101,817,635) $1,155,205,799
==============
</TABLE>
* Non-income producing security.
+ Investment held by the Fund representing 5% or more of the outstanding
voting stock of such company (see Note 5).
@ Future Communications, Inc. was ordered into Chapter 7 of the federal
bankruptcy regulations on March 22, 1994.
# 40,000 shares of Ferrofluidics Corp. were restricted as of October 31,
1995.
(a) At October 31, 1995, the net unrealized gain on investments based on cost
for federal income tax purposes of $842,683,514 was as follows:
<TABLE>
<CAPTION>
<S> <C> <C>
Aggregrate gross unrealized gain for all
investments in which there is an excess of value
over tax cost $134,747,324
Aggregrate gross unrealized loss for all
investments in which there is an excess of tax cost
over value (82,109,976)
Net unrealized gain $ 52,637,348
=============
</TABLE>
Purchases and sales of securities (excluding temporary cash investments) for
the year ended October 31, 1995 aggregated approximately $762,635,000 and
$389,241,000, respectively.
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
PIONEER CAPITAL GROWTH FUND
BALANCE SHEET--OCTOBER 31, 1995
(DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
<S> <C>
ASSETS:
Investment in securities, at value (including
temporary cash investments of $259,885) (cost
$1,101,818; see Schedule of Investments and Notes 1
and 7) $1,155,206
Receivables--
Trust shares sold 10,885
Investment securities sold 5,032
Dividends 236
Other 34
----------
Total assets $1,171,393
----------
LIABILITIES:
Payables--
Investment securities purchased $ 12,325
Trust shares repurchased 692
Due to bank 234
Accrued expenses--
Management fees (Note 2) 104
Other (Notes 2, 3 and 4) 951
----------
Total liabilities $ 14,306
----------
NET ASSETS
Paid-in capital (Note 1) $ 982,999
Accumulated undistributed net investment income
(Note 1) 3,285
Accumulated undistributed net realized gain on
investments (Note 1) 117,700
Net unrealized gain on investments (Note 1) 53,103
---------
Total net assets $1,157,087
==========
NET ASSET VALUE PER SHARE:
Class A--(based on $845,415/43,541,434 shares of
beneficial interest outstanding--unlimited number of
shares authorized) $19.42
==========
Class B--(based on $311,672/16,232,650 shares of
beneficial interest outstanding--unlimited number of
shares authorized) $19.20
==========
MAXIMUM OFFERING PRICE:
Class A $20.60
==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
PIONEER CAPITAL GROWTH FUND
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED OCTOBER 31, 1995
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
<S> <C>
INVESTMENT INCOME (Note 1):
Dividends (net of foreign taxes withheld of $48) $ 5,372
Interest 7,859
Other (Note 6) 311
--------
Total investment income $ 13,542
--------
Expenses:
Management fees (Note 2) $ 4,584
Distribution fees (Note 4)
Class A 1,493
Class B 1,609
Transfer agent fees (Note 3)
Class A 1,479
Class B 408
Registration fees 450
Professional fees 86
Accounting (Note 2) 108
Custodian fees 95
Fees and expenses of nonaffiliated trustees 13
Printing 79
Miscellaneous 53
--------
Total expenses $ 10,457
Less fees paid indirectly (Note 5) (200)
--------
Net expenses $ 10,257
--------
Net investment income $ 3,285
--------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments (Note 1) $118,604
Change in net unrealized gain on investments 13,149
--------
Net gain on investments $131,753
--------
Net increase in net assets resulting from
operations $135,038
========
</TABLE>
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
PIONEER CAPITAL GROWTH FUND
STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994
(DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
1995 1994
----------- -----------
<S> <C> <C>
From Operations:
Net investment income (loss) $ 3,285 $ (1,292)
Net realized gain on investments 118,604 28,414
Change in net unrealized gain on investments 13,149 25,233
---------- --------
Net increase in net assets resulting from operations $ 135,038 $ 52,355
---------- --------
Distributions to Shareholders
From:
Net realized gain on investments--
Class A ($0.95 and $1.66 per share, respectively) $ (24,106) $(20,593)
Class B ($0.95 and $0.00 per share, respectively) (3,342) --
---------- --------
Decrease in net assets resulting from distributions to
shareholders $ (27,448) $(20,593)
---------- --------
From Trust Share Transactions:
Net proceeds from sale of shares $ 829,056 $277,119
Net asset value of shares issued to shareholders in
reinvestment of dividends 25,071 18,612
Cost of shares repurchased (252,993) (73,800)
---------- --------
Increase in net assets resulting from trust share
transactions $ 601,134 $221,931
---------- --------
Net increase in net assets $ 708,724 $253,693
Net Assets:
Beginning of year 448,363 194,670
---------- --------
End of year (including accumulated undistributed net
investment income of $3,285 and $0, respectively) $1,157,087 $448,363
========== ========
</TABLE>
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
OCTOBER 31, 1995 OCTOBER 31, 1994
------------------------- ------------------------
<S> <C> <C> <C> <C>
SHARES AMOUNT SHARES AMOUNT
------------ --------- ---------- ---------
CLASS A
Shares sold 31,217,878 $ 560,356 14,785,940 $ 236,148
Shares issued to shareholders
in reinvestment of
distributions 1,416,455 22,168 1,290,735 18,612
Less shares repurchased (12,606,807) (229,689) (4,604,463) (72,756)
----------- --------- ----------- ---------
Net increase 20,027,526 $ 352,835 11,472,212 $ 182,004
=========== ========= =========== =========
CLASS B*
Shares sold 14,855,236 $ 268,700 2,532,278 $ 40,972
Shares issued to shareholders
in reinvestment of
distributions 186,465 2,903 -- --
Less shares repurchased (1,277,916) (23,304) (63,413) (1,045)
---------- --------- ----------- ---------
Net increase 13,763,785 $ 248,299 2,468,865 $ 39,927
=========== ========= =========== =========
</TABLE>
* Class B shares were first publicly offered on April 4, 1994.
The accompanying notes are an integral part of these financial statements.
11
<PAGE>
PIONEER CAPITAL GROWTH FUND
FINANCIAL HIGHLIGHTS
SELECTED DATA FOR A SHARE OUTSTANDING FOR THE PERIODS PRESENTED
<TABLE>
<CAPTION>
July 25,
1990 to
October
For the Years 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 $ 17.26 $ 16.17 $ 12.42 $ 11.58 $ 7.50 $ 10.50
------ ------ ------ ------ ------ -------
Increase (decrease) from
investment operations:
Net investment income (loss) $ 0.08 $ (0.05) $ (0.02) $ (0.01) $ 0.07 $ (0.04)
Net realized and unrealized
gain (loss) on investments 3.03 2.80 4.43 1.21 4.01 (2.96)
------ ------ ------ ------ ------ -------
Net increase (decrease) from
investment operations $ 3.11 $ 2.75 $ 4.41 $ 1.20 $ 4.08 $ (3.00)
Distribution to shareholders
from:
Net investment income -- -- -- (0.04) -- --
Net realized gain (0.95) (1.66) (0.66) (0.32) -- --
------ ------ ------ ------ ------ -------
Net increase (decrease) in net
asset value $ 2.16 $ 1.09 $ 3.75 $ 0.84 $ 4.08 $ (3.00)
------ ------ ------ ------ ------ -------
Net asset value, end of period $ 19.42 $ 17.26 $ 16.17 $ 12.42 $ 11.58 $ 7.50
======== ======== ======== ======= ======= =======
Total return* 19.32% 19.03% 36.59% 10.88% 54.40% (28.57%)
Ratio of net operating expenses
to average net assets 1.16%+ 1.26% 1.27% 1.48% 1.69% 7.12%**
Ratio of net investment income
(loss) to average net assets 0.53%+ (0.44%) (0.26%) (0.20%) 0.69% (2.16%)**
Portfolio turnover rate 59.43% 47.10% 68.09% 62.00% 37.76% 0.00%
Net assets, end of period (in
thousands) $845,415 $405,904 $194,670 $75,796 $21,013 $ 2,483
Ratios assuming reduction for
fees paid indirectly:
Net operating expenses 1.14%
Net investment income 0.55%
</TABLE>
<TABLE>
<CAPTION>
Year April 4,
Ended 1994 to
October 31, October 31,
CLASS B 1995 1994
------------ ------------
<S> <C> <C>
Net asset value, beginning of period
$ 17.20 $ 14.94
----------- -----------
Increase (decrease) from investment operations:
Net investment loss $ (0.01) $ (0.04)
Net realized and unrealized gain on investments 2.96 2.30
----------- -----------
Net increase from investment operations $ 2.95 $ 2.26
Distribution to shareholders from:
Net realized gain (0.95) --
----------- -----------
Net increase in net asset value $ 2.00 $ 2.26
----------- -----------
Net asset value, end of period $ 19.20 $ 17.20
=========== ===========
Total return* 18.42% 15.13%
Ratio of net operating expenses to average net assets 1.93%+ 2.04%**
Ratio of net investment loss to average net assets (0.18%)+ (1.12%)**
Porfolio turnover rate 59.43% 47.10%
Net assets, end of period (in thousands) $311,672 $42,459
Ratios assuming reduction for fees paid indirectly:
Net operating expenses 1.88%
Net investment loss (0.13%)
</TABLE>
+Ratios include fees paid indirectly.
*Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period and no sales charges.
Total return would be reduced if sales charges were taken into account.
**Annualized.
The accompanying notes are an integral part of these financial statements.
12
<PAGE>
1. Pioneer Capital Growth Fund (the Fund), one of three funds that composes
Pioneer Growth Trust, is a Massachusetts business trust registered under the
Investment Company Act of 1940 as a diversified, open-end management
investment company.
The Board of Trustees (the Trustees) has authorized the issuance of two share
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 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 shareholders 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. 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 Trustees. Temporary
cash investments are valued at amortized 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 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 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.
The Fund has reclassified approximately $1,770,000 from accumulated
undistributed net realized gain on investments to paid-in capital. The
reclassification has no impact on the net asset value of the Fund and is
designed to present the Fund's capital accounts on a tax basis.
C. Trust Shares--The Fund records sales and repurchases of its trust shares
on 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 an indirect subsidiary of The Pioneer Group, Inc. (PGI). PFD earned
approximately $1,774,000 in underwriting commissions on the sale of the
Fund's trust shares during the year ended October 31, 1995. Distributions to
shareholders are recorded as of the ex-dividend date. Distributions paid by
the Fund, if any, with respect to each class of shares are calculated in the
same manner, at the same time, on the same day and in the same amount, except
that Class A and Class B shares 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 agent, 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
13
<PAGE>
the Fund level and allocated daily to each class of shares based on the
respective percentage of adjusted net assets at the beginning of the day.
2. Pioneering Management Corporation (PMC), the Fund's investment adviser,
manages the Fund's portfolio and is a wholly owned subsidiary of PGI.
Management fees are calculated daily at the annual rate of 0.65% of the
Fund's average daily net assets up to $300 million; 0.60% of the next $200
million; 0.50% of the next $500 million; 0.45% of excess over $1 billion.
In addition, under the management agreement, certain other services and
costs, including accounting, regulatory reporting and insurance premiums, are
paid by the Fund. Included in accrued expenses--other is approximately
$12,000 in accounting fees payable to PMC at October 31, 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 approximately $195,000 in transfer agent fees
payable to PSC at October 31,1995.
4. The Fund adopted a Plan of Distribution for Class A shares (Class A Plan)
and Class B shares (Class B Plan) in accordance with Rule 12b-1 of the
Investment Company Act of 1940. These plans allow for Class A shares and
Class B shares to reimburse and compensate PFD for providing varying levels
of distribution services and other account maintenance services. The Class A
Plan and Class B Plan provide for reimbursement of PFD's distribution
services in an amount up to 0.25% and 0.75%, respectively, of the average
daily net assets of the respective classes of shares. The Fund may also
compensate PFD for additional services in an amount up to 0.25% of the Fund's
average daily net assets attributable to Class B shares. Included in accrued
expenses--other is approximately $450,000 in distribution fees payable to PFD
at October 31, 1995.
In addition, 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% based on the lower of cost or market value of shares being
redeemed. Proceeds from the CDSC are paid to PFD. For the year ended October
31, 1995, CDSC in the amount of approximately $175,000 was paid to PFD.
5. The Fund has entered into certain expense offset arrangements resulting in
a reduction of the Fund's total expenses. For the year ended October 31,
1995, fees paid indirectly through such offset arrangements were
approximately $200,000.
6. During the year ended October 31, 1995, PMC paid the Fund approximately
$311,000 as a result of a class action settlement related to one of the
Fund's portfolio investments.
7. The Fund primarily invests in smaller capitalized company securities that
tend to be more sensitive to changes in earnings expectations and have lower
trading volumes than mid- to large-capitalized company securities, and as a
result, they may experience more abrupt and erratic price movements. The
Fund's investments in these smaller capitalized companies may exceed 5% of
the outstanding voting stock. Such companies are deemed affiliates of the
Fund for financial reporting purposes. The following summarizes transactions
with affiliates of the Fund as of October 31, 1995:
14
<PAGE>
<TABLE>
<CAPTION>
Purchases Sales Dividend
Affiliates Cost Cost Income Value
- ----------------------------------- ------------- ------------ --------- ------------
<S> <C> <C> <C> <C>
AFC Cable Systems* $ $
$ 8,216,875 -- -- $ 5,698,750
Alkermes, Inc.* 3,042,813 -- -- 6,987,500
AMRE, Inc. 4,823,277 -- 79,770 10,997,100
Amtech Corp. 5,300,816 -- 22,036 5,567,625
Autoclave Engineers, Inc. 270,000 957,425 78,210 2,499,375
Avondale Industries, Inc.* 2,491,875 -- -- 20,655,000
BancTec, Inc.* 10,765,820 -- -- 10,886,250
Banyan Systems, Inc.* 10,263,136 723,483 -- 7,449,219
Best Products Corp., Inc.* 16,270,780 10,788,958 -- 10,310,487
Capital Guaranty Corp. 11,836,537 -- 75,885 14,987,475
Catalytica, Inc.* 4,733,813 -- -- 5,920,875
CIMCO Inc.* -- -- -- 2,283,750
Cole National Corp. (Class A)* 6,908,788 -- -- 8,103,375
Dataflex Corp.* 600,000 232,500 -- 2,264,925
DeSoto, Inc.* -- -- -- 2,124,725
Drug Emporium, Inc.* 4,852,157 -- -- 4,210,375
Farah, Inc.* 23,750 -- -- 6,780,375
Future Communications, Inc.* -- -- -- 18,125
Galey & Lord Inc.* 2,684,375 -- -- 14,028,750
Gehl Co.* -- 758,785 -- 3,099,750
Genesco Inc.* 5,017,968 -- -- 5,211,200
Grossman's Inc.* 4,750,407 -- -- 3,333,000
Guilford Pharmaceuticals Inc.* 2,359,072 83,063 -- 3,960,000
Ideon Group, Inc. 21,103,291 -- 83,995 18,790,150
ImClone Systems, Inc.* 273,906 -- -- 4,257,188
Insilco Corp.* 12,120,625 -- -- 20,859,375
Instron Corp. 653,955 -- 50,540 4,923,963
INTERLINQ Software Corp.* -- -- -- 1,867,125
Inter-TAN, Inc.* 5,873,955 728,329 -- 8,500,000
Kasler Holding Corp.* 9,005,262 -- -- 8,740,000
Kentucky Electric Steel, Inc.* 411,275 -- -- 3,841,200
Ladd Furniture, Inc. 8,683,095 -- 38,892 8,163,298
The Lamson & Sessions Co.* 1,586,366 -- -- 8,062,625
Levitz Furniture, Inc.* 9,557,348 -- -- 6,007,200
Lindberg Corp. 281,250 -- 64,560 1,993,750
Lone Star Industries, Inc. 9,927,757 -- 62,195 17,041,875
Marcam Corp.* 2,323,126 1,500,645 -- 9,150,000
Marisa Christina, Inc.* 2,000,100 2,181,250 -- 7,813,550
Meridian Data, Inc.* 351,875 -- -- 4,693,000
Mid-American Waste Systems, Inc.* 11,958,709 -- -- 8,953,050
Moog, Inc. (Class A)* 969,052 -- -- 6,430,700
Morgan Products, Ltd.* 1,095,724 -- -- 4,386,900
NAI Technologies, Inc.* 699,250 -- -- 1,044,750
NeoRx Corp.* 796,875 -- -- 3,848,250
Park Ohio Industries, Inc.* 5,719,186 -- -- 13,139,500
Proler International Corp.* -- -- -- 3,276,000
Rexel Inc.* 50,618 -- -- 15,744,650
Rival Manufacturing Co. 7,900,375 -- 45,620 9,126,000
Robbins & Myers, Inc. 102,750 -- 77,700 8,676,500
Signal Technology Corp.* 610,806 -- -- 3,325,000
Southern Electronics Corp.* 70,313 -- -- 3,290,625
Specialty Chemical Resources, Inc.* -- -- -- 1,175,625
Sudbury, Inc.* 2,982,125 -- -- 8,375,000
Sun Coast Industries, Inc.* 1,247,394 -- -- 3,351,550
Supreme Industries, Inc. (Class A)* 434,000 -- -- 5,488,900
Tokheim Corp.* -- -- -- 5,612,950
Walker Interactive Systems, Inc* 3,948,748 -- -- 9,672,000
Worldtex, Inc.* 306,875 -- -- 7,965,650
Zapata Corp.* 6,570,637 -- -- 6,141,487
------------ ----------- -------- -----------
$234,828,882 $17,954,438 $679,403 $421,107,392
============ =========== ======== ===========
</TABLE>
* Non-income producing security.
15
<PAGE>
TRUSTEES' FEES, PRINCIPAL SHAREHOLDERS AND SHARE OWNERSHIP OF TRUSTEES AND
OFFICERS (UNAUDITED)
The aggregate direct remuneration paid by the Fund to nonaffiliated trustees
and officers during the year ended October 31, 1995 was approximately
$10,000, plus expenses incurred in attending trustees meetings of
approximately $3,000. Fees of trustees who are affiliated with or "interested
persons" of Pioneering Management Corporation and Pioneer Funds Distributor,
Inc., the investment adviser and principal underwriter, respectively, of the
Fund (approximately $300 in 1995), are reimbursed to the Fund by Pioneering
Management Corporation in accordance with the management contract with the
Fund. At October 31, 1995, the trustees and officers of the Fund owned
beneficially 26,637 Class A shares of the Fund (approximately 0.06% of the
outstanding Class A shares). The Pioneer Group, Inc., the parent company of
Pioneering Management Corporation and Pioneer Funds Distributor, Inc., is a
publicly held corporation of which Mr. Cogan, Chairman and President of the
Fund, owned approximately 15% of the outstanding shares of capital stock at
October 31, 1995.
16
<PAGE>
TAX TREATMENT OF DISTRIBUTIONS MADE DURING THE YEAR ENDED OCTOBER 31, 1995
During the fiscal year ended October 31, 1995, the Fund paid Class A and
Class B shareholders the following distributions:
Distributions Per Share
------------------------------------
From Net From Net Realized Gain
To Shareholders Investment ------------------------
of Record Payment Date Income Short-term Long-term
- ----------------- ---------------- ---------- ----------- -----------
December 20, 1994 December 28,1994 $-- .338 $0.609
On a per share basis, the distributions from net realized gain include
$0.609, which should be reported as long-term capital gain. The remaining
$0.338 is from short-term capital gain and should be reported as ordinary
income.
Shareholders who elected to take the Capital Gain Distribution in additional
shares of the Fund should report the distributions as explained above. The
tax cost of the shares received is $15.65 and $15.57 per share for Class A
shares and Class B shares, respectively.
The Fund hereby designates $55,064,088 as a capital gain dividend for the
purposes of the dividend paid deduction.
17
<PAGE>
TO THE SHAREHOLDERS AND THE BOARD OF TRUSTEES OF PIONEER CAPITAL GROWTH FUND:
We have audited the accompanying balance sheet of Pioneer Capital Growth
Fund (one of the portfolios that composes Pioneer Growth Trust), including
the schedule of investments, as of October 31, 1995, and the related
statement of operations, 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 October 31, 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 Capital Growth Fund as of October 31, 1995, the results of its
operations, the changes in its net assets and financial highlights for the
periods presented, in conformity with generally accepted accounting
principles.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
November 27, 1995
18
