<PAGE>
[Pioneer logo]
Pioneer
Capital Growth
Fund
SEMIANNUAL REPORT
APRIL 30, 1996
<PAGE>
Dear Fellow Shareowner,
Pioneer Capital Growth Fund completed the first half of its seventh fiscal
year on April 30, 1996. The stock market remained strong during the six
months, continuing the momentum begun early in 1995. Volatility picked up,
particularly later in the period, as concerns over inflation and higher
interest rates triggered some significant price swings. Nonetheless, when all
was said and done, the stock market as a whole was substantially higher on
April 30 than on October 31. Your Fund performed well and held its five-star
rating from Morningstar, an independent mutual fund research firm, for the
three and five years through April 30, 1996. The rating is the highest
available from Morningstar and reflects the Fund's top 10% placing among the
1,505 equity funds tracked for three years, and among the 978 equity funds
tracked for five years.(1)
How Your Fund Performed
For the six months ended April 30, 1996, we report the following results:
(bullet) Class A shares -- Net asset value rose to $20.70 per share on April
30, versus $19.42 on October 31, 1995. Your Fund achieved a total
return of 17.96% based on net asset value, and 11.20% based on
maximum public offering price. These figures include reinvestment,
at net asset value, of the $0.088 per share dividend and the $1.874
per share capital gain paid in December 1995.
(bullet) Class B shares -- Net asset value increased to $20.44 per share on
April 30, versus $19.20 six months ago. Your Fund's six-month total
return was 17.50% assuming shares were held throughout the period,
and 13.50% assuming shares were redeemed and the 4% contingent
deferred sales charge deducted. These figures include reinvestment
of the $0.0156 per share dividend and the $1.874 per share capital
gain paid in December.
Pioneer Capital Growth Fund introduced Class C shares to investors on January
31, 1996. Since then, Class C shares achieved the following results:
(bullet) Net asset value was $20.43 per share on April 30, versus the opening
net asset value of $18.69 on January 31. Your Fund's total return
for the abbreviated period was 9.31% assuming shares were held
throughout, and 8.31% assuming shares were redeemed on April 30 and
the 1% contingent deferred sales charge deducted.
The accompanying chart shows the Fund's total returns for longer time
periods.
Average Annual Total Returns
(As of April 30, 1996)
Class A Shares Net Asset Value Public Offering Price*
- ------------------------- ---------------- -------------------------
Life of Fund (7/25/90) 19.52% 18.30%
Five Years 22.73 21.30
Three Years 22.52 20.12
One Year 28.19 20.82
Class B Shares If Held If Redeemed**
- ------------------------- -------------- -----------------------
Life of Fund (4/4/94) 25.42% 24.29%
One Year 27.24 23.24
A Fast-Moving Stock Market
At the beginning of the semiannual period, the environment for stock
investing was generally favorable. The low inflation, slow economic growth
and falling interest rates that existed throughout 1995 continued into 1996.
In fact, the Federal Reserve (the Fed) cut short-term interest rates on
January 31, reflecting its belief the economy was moving too slowly and
needed stimulation.
(1) Ratings are for 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 three- and five-year
performance ended April 30, 1996. 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%. Performance
figures are at net asset value and do not reflect sales charges. The
Fund's Class B and Class C shares will not be eligible for a Morningstar
rating until they have three years of operating history.
* 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.
** 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.
<PAGE>
Later in the period, however, better-than-expected employment reports
indicated the economy was picking up steam. While only one of many indicators
used to determine the economy's strength, the employment figures nonetheless
spooked financial markets, triggering spurts of volatility. Adding to market
instability were increasing commodities prices and worries the Fed would
raise short-term interest rates. Despite these concerns, the Dow Jones
Industrial Average gained an impressive 18.46% for the semiannual period,
while the broader-based Standard & Poor's 500 Index gained 13.75%.
Our Value Approach to Finding Opportunity
Your management employs a strict "aggressive value" strategy for Pioneer
Capital Growth Fund. We research companies on an individual basis and invest
when we consider a stock to be undervalued compared to the company's assets
and growth prospects. We examine basics such as cash flow, quality of
management, balance sheet and earnings growth, as well as any major change or
restructuring a company may be undergoing. We also set a specific "target"
price for each holding that, in our view, reflects the company's true worth.
When a stock reaches this price, we'll sell. The exception occurs when a
fundamental change takes place that we think makes long-term prospects more,
or less, appealing.
The Fund's assets grew steadily -- and strongly -- throughout the period,
thanks to ongoing investor interest and the appreciation of portfolio
holdings. Net assets totaled $1.7 billion as of April 30, up from $1.2
billion six months earlier and $781 million one year ago. Your management
took particular care in analyzing prospects for the Fund and was willing to
hold cash while looking for value among record-high stock prices. Our
research led to a number of companies we think will be strong performers
moving forward. The Fund's recent additions brought down its temporary cash
position to 10.5% at the period's end, versus 22.5% at October 31, 1995, and
a high of 24% on January 25.
The majority of your Fund's newer holdings share a common link: their size.
As the Fund's assets have increased, your management has begun to look toward
larger companies. Our style and strategy remain focused on finding value in
overlooked or ignored companies, but we also must consider where we can
most effectively allocate the Fund's growing assets. Since small companies
can no longer have the impact on the overall portfolio and performance they
did when the Fund's asset base was smaller, your management has been focusing
on medium- and large-capitalization companies. Our investment approach has
proven to be effective regardless of company size, and so we have confidence
in our efforts in the larger-capitalization market.
Your Fund's Diverse Portfolio
Companies the Fund acquired and added to over the past six months represent a
wide assortment of industries and reflect our individual, value-oriented
investment approach. Examples include: U.S. Industries, a spin-out of Hanson
Plc and a diversified industrial management corporation; Intergraph, a
producer and marketer of interactive computer graphics systems; Twentieth
Century Industries, an insurance company; Medeva, a producer and marketer of
pharmaceutical products; and Alkermes, a neuropharmaceutical company. We also
added to a number of existing positions within the retail sector, which has
begun to demonstrate renewed signs of life. We expect good results from
select companies bought at low prices, including: Kmart, Paragon Trade
Brands, Toys "R" Us, Woolworth, and Fingerhut. On the other side of the coin,
we eliminated TJX from the portfolio after its stock appreciated to our
target price.
The following chart shows the Fund's diverse array of investments, designated
by industry, at the period's end.
[pie chart]
Sector Distribution
(Percentage of equity holdings as of April 30, 1996)
Consumer Non-Durables 24%
Technology 23%
Services 17%
Capital Goods 15%
Basic Industries 9%
Financial 7%
Consumer Durables 2%
Transportation 2%
Energy 1%
2
<PAGE>
Looking Ahead
Debates will undoubtedly persist -- particularly in this election year -- as
to whether financial markets will move higher, or whether they will reverse
course. We believe no one can predict stock market movements; however, we
think it is likely stock prices will remain somewhat volatile near-term,
especially given the uncertain strength of the economy. Your management,
however, does not get bogged down in market forecasting. Instead, we remain
focused on what we think is the most effective way to invest for the long
term -- identifying the potential of individual companies. By doing so, we
expect to maintain a diversified, well-managed portfolio that can offer
shareowners continued solid long-term results.
The following pages provide the Fund's audited Schedule of Investments and
financial statements as of April 30, 1996. 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,
/s/ John F. Cogan, Jr.
John F. Cogan, Jr.
Chairman and President,
Pioneer Capital Growth Fund
3
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<PAGE>
SCHEDULE OF INVESTMENTS--PIONEER CAPITAL GROWTH FUND--April 30, 1996
Shares Value
- ---------- --------------
COMMON STOCKS--89.5%
BASIC INDUSTRIES--8.2%
Chemicals--4.7%
1,510,000 Agrium, Inc. $ 19,441,250
1,331,900 Crompton & Knowles Corp. 20,477,962
369,300 The Geon Co. 9,786,450
1,000,000 Methanex Corp.* 7,906,200
862,500 NL Industries, Inc. 12,398,438
374,600 Wellman, Inc. 8,990,400
------------
$ 79,000,700
------------
Containers--0.5%
130,000 Jefferson Smurfit Corp.* $ 1,722,500
1,829,500 Zapata Corp.*+ 6,631,938
------------
$ 8,354,438
------------
Iron & Steel--2.6%
334,500 Allegheny Ludlum Corp. $ 6,606,375
3,780,900 Armco, Inc.* 21,267,563
500,200 British Steel Plc (Sponsored A.D.R.) 15,131,050
------------
$ 43,004,988
------------
Non-Ferrous Metals--0.4%
374,900 Brush Wellman, Inc. $ 7,029,375
------------
TOTAL BASIC INDUSTRIES $137,389,501
------------
CAPITAL GOODS--13.3%
Construction & Engineering--4.8%
198,000 BMC West Corp.* $ 3,861,000
1,740,200 Justin Industries+ 22,405,075
1,217,000 The Lamson & Sessions Co.*+ 12,626,375
815,000 Lone Star Industries, Inc.+ 29,238,125
1,587,900 Washington Construction Group, Inc.*+ 13,100,175
------------
$ 81,230,750
------------
Pollution/Waste--0.6%
1,788,500 Catalytica, Inc.*+ $ 7,377,563
2,668,500 Mid-American Waste Systems, Inc.*+ 3,669,188
------------
$ 11,046,751
------------
Producer Goods--7.9%
493,500 Ferrofluidics Corp.*#+ $ 6,538,875
362,900 Figgie International, Inc. (Class A)* 4,808,425
304,400 Furon Co. 6,620,700
373,300 Gehl Co.*+ 2,893,075
1,245,400 Griffon Corp.* 11,208,600
719,100 Insilco Corp.*+ 24,988,725
89,500 Lindsay Manufacturing Co. 3,356,250
1,040,600 Park Ohio Industries, Inc.*+ 19,381,175
290,661 Raymond Corp.* 5,159,233
170,000 Robbins & Myers, Inc. 6,545,000
896,900 U.S. Industries, Inc.* 18,834,900
1,160,000 Westinghouse Electric Co. 21,895,000
------------
$132,229,958
------------
TOTAL CAPITAL GOODS $224,507,459
------------
CONSUMER DURABLES--1.8%
Consumer Durables--0.5%
1,000,000 Sudbury, Inc.*+ $ 9,125,000
------------
Motor Vehicles--1.3%
737,440 Supreme Industries, Inc. (Class A)*+ $ 5,346,440
2,047,100 TBC Corp.*+ 15,865,025
------------
$ 21,211,465
------------
TOTAL CONSUMER DURABLES $ 30,336,465
------------
CONSUMER NON-DURABLES--21.9%
Agriculture & Food--0.1%
125,000 Saskatchewan Wheat Pool (Class B)* $ 1,299,205
------------
Consumer Luxuries--0.9%
543,000 Arctco, Inc. $ 5,226,375
747,998 Ladd Furniture, Inc.+ 7,853,979
201,400 Sunbeam Corp., Inc. 2,794,425
------------
$ 15,874,779
------------
Consumer Non-Durables--0.6%
463,000 The Rival Co. $ 10,764,750
------------
Home Products--0.2%
243,197 Lifetime Hoan Corp.* $ 2,523,169
------------
Retail Food--0.7%
1,238,300 Aracruz Cellulose S.A.
(Sponsored A.D.R.) $ 11,144,700
------------
Retail Non-Food--13.4%
3,133,300 Best Products Corp., Inc.*+ $ 8,616,575
2,925,000 Charming Shoppes, Inc. 18,829,688
639,200 Cole National Corp. (Class A)*+ 10,466,900
1,768,400 Fingerhut Companies, Inc. 22,547,100
1,536,000 Genesco Inc.*+ 9,408,000
840,000 Grossman's Inc.* 1,312,500
2,337,000 Kmart Corp. 23,662,125
2,154,400 Levitz Furniture, Inc.*+ 10,502,700
709,700 Melville Corp. 27,589,588
332,700 Fred Meyer, Inc.* 9,565,125
900,000 MicroAge, Inc.*+ 10,125,000
1,507,300 The Stride Rite Corp. 14,507,762
1,220,000 Toys "R" Us, Inc.* 34,007,500
1,269,900 Woolworth Corp.* 24,286,838
------------
$225,427,401
------------
Textiles/Clothes--6.0%
1,172,800 Galey & Lord, Inc.*+ $ 12,754,200
720,600 Guilford Mills, Inc.+ 17,474,550
1,109,600 Paragon Trade Brands, Inc.*+ 25,936,900
2,211,100 Shaw Industries, Inc. 27,362,362
1,685,900 Tultex Corp.*+ 9,061,712
1,444,700 Worldtex, Inc.*+ 8,307,025
------------
$100,896,749
------------
TOTAL CONSUMER NON-DURABLES $367,930,753
------------
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
SCHEDULE OF INVESTMENTS--PIONEER CAPITAL GROWTH FUND--April 30, 1996--Continued
Shares Value
- ---------- --------------
FINANCIAL--6.1%
Insurance--5.4%
531,855 Financial Security Assurance Holdings
Ltd. $ 14,360,085
600,000 Gryphon Holdings, Inc.*+ 10,425,000
129,000 Travelers/Aetna Property Casualty Corp.
(Class A)* 3,563,625
1,893,000 Twentieth Century Industries* 29,578,125
1,790,600 Western National Corp. 32,454,625
------------
$ 90,381,460
------------
Real Estate--0.7%
608,500 AMRESCO, Inc. $ 10,420,562
515,082 Bluegreen Corp. 2,253,484
------------
$ 12,674,046
------------
TOTAL FINANCIAL $ 103,055,506
------------
SERVICES--15.0%
Broadcasting & Media--0.0%
145,000 Future Communications, Inc.*@+ $ 18,125
------------
Pharmaceuticals--6.8%
1,234,000 Alkermes, Inc.*+ $ 13,419,750
645,000 Autoimmune Inc.* 7,578,750
580,000 Ethical Holdings, Plc
(Sponsored A.D.R.)* 5,800,000
1,495,000 ImClone Systems, Inc.*+ 19,995,625
471,800 IVAX Corp. 13,741,175
746,325 Ligand Pharmaceuticals Inc. (Class B)* 10,915,003
630,000 Magainin Pharmaceuticals, Inc.* 7,402,500
1,365,800 Medeva Plc (Sponsored A.D.R.) 20,828,450
733,000 NeoRx Corp.* 5,222,625
705,000 Sepracor, Inc.* 9,870,000
------------
$ 114,773,878
------------
Health Services & Personal Care--5.2%
785,900 American Healthcorp, Inc.*+ $ 7,760,762
290,000 Apria Healthcare Group Inc.* 9,860,000
1,042,000 BioWhittaker, Inc.*+ 8,336,000
1,982,200 Coastal Physician Group Inc.*+ 16,600,925
400,000 Horizon/CMS Healthcare Corp.* 5,300,000
568,700 Integrated Health Services, Inc, 15,639,250
492,000 Mid Atlantic Medical Services, Inc.* 9,594,000
922,200 Sun Healthcare Group, Inc.* 13,948,275
------------
$ 87,039,212
------------
Miscellaneous Services--3.0%
1,052,900 AMRE, Inc.+ $ 19,741,875
2,321,400 Ideon Group, Inc.+ 30,468,375
------------
$ 50,210,250
------------
TOTAL SERVICES $ 252,041,465
------------
TECHNOLOGY--20.4%
Business Machines--2.0%
375,000 Apple Computer, Inc. $ 9,140,625
4,177,500 Unisys Corp.* 25,065,000
------------
$ 34,205,625
------------
Computer Services--4.9%
731,500 AFC Cable Systems*+ $ 11,521,125
300,000 Amdahl Corp.* 3,825,000
1,539,600 Banctec, Inc.*+ 31,369,350
431,600 CrossCom Corp.* 4,531,800
169,300 Meridian Data, Inc.* 2,941,588
350,000 Silicon Graphics, Inc.* 10,368,750
817,950 Triad Systems Corp.* 4,805,456
1,163,300 Walker Interactive Systems, Inc.*+ 13,377,950
------------
$ 82,741,019
------------
Electronics--10.2%
271,500 Adobe Systems, Inc. $ 11,674,500
588,000 Belden, Inc. 17,493,000
444,200 Instron Corp.+ 5,941,175
1,335,000 Intergraph Corp.* 16,937,812
200,000 Lam Research Corp.* 8,100,000
835,000 Marcam Corp.*+ 9,602,500
1,288,000 Micro Focus Group Plc
(Sponsored A.D.R.)*+ 19,803,000
239,300 Moog Inc. (Class A)* 4,935,562
1,049,600 Rexel Inc.* 14,038,400
1,500,000 Teradyne, Inc.* 30,750,000
450,000 Vishay Intertechnology, Inc.* 13,500,000
815,300 Whittaker Corp.*+ 18,548,075
------------
$ 171,324,024
------------
Technology--2.2%
1,363,900 Amtech Corp.*+ $ 12,104,612
1,608,500 Banyan Systems, Inc.*+ 14,074,375
59,000 Culligan Water Technologies, Inc.* 1,991,250
655,000 View Logic Systems, Inc.* 9,006,250
------------
$ 37,176,487
------------
Telecommunications--1.1%
313,000 AT&T Corp. $ 19,171,250
------------
TOTAL TECHNOLOGY $ 344,618,405
------------
TRANSPORTATION--2.0%
Air Transportation--0.4%
250,000 Airborne Freight Corp. $ 6,593,750
------------
Ships & Shipping--1.6%
1,377,000 Avondale Industries, Inc.*+ $ 26,335,125
------------
TOTAL TRANSPORTATION $ 32,928,875
------------
ENERGY--0.8%
Electric Utility--0.3%
300,000 Edison International $ 4,800,000
------------
Oil Refining & Drilling--0.5%
400,000 YPF S.A. (Class C) (Sponsored A.D.R.) $ 8,750,000
------------
TOTAL ENERGY $ 13,550,000
------------
TOTAL COMMON STOCKS
(Cost $1,267,872,792) $1,506,358,429
------------
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
SCHEDULE OF INVESTMENTS--PIONEER CAPITAL GROWTH FUND--April 30, 1996--Continued
Principal
Amount Value
- ---------- --------------
TEMPORARY CASH INVESTMENTS--10.5%
Commercial Paper--10.5%
$16,096,000 Chevron Credit Corp., 5.25%, 5/7/96 $ 16,096,000
30,329,000 Commercial Credit Co., 5.28%, 5/8/96 30,329,000
29,715,000 Exxon Asset Management Co., 5.23%, 5/1/96 29,715,000
35,086,000 Ford Motor Credit Co., 5.25%, 5/2/96 35,086,000
32,969,000 Household Finance Corp., 5.23%, 5/3/96 32,969,000
31,619,000 Prudential Funding Corp., 5.22%, 5/6/96 31,619,000
------------
TOTAL TEMPORARY CASH
INVESTMENTS
(Cost $175,814,000) $ 175,814,000
------------
TOTAL INVESTMENT IN
SECURITIES--100%
(Cost $1,443,686,792) (a) $1,682,172,429
============
* Non-income producing security.
+ Investment held by the Fund representing 5% or more of the outstanding
voting stock of such company (see Note 6).
@ 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 April 30, 1996.
(a) At April 30, 1996, the net unrealized gain on investments based on cost
for federal income tax purposes of $1,445,325,344 was as follows:
Aggregate gross unrealized gain for all investments
in which there is an excess of value over tax cost $303,150,532
Aggregate gross unrealized loss for all investments
in which there is an excess of tax cost over value (66,303,447)
-------------
Net unrealized gain $236,847,085
=============
Purchases and sales of securities (excluding temporary cash investments) for
the six months ended April 30, 1996 aggregated approximately $649,175,000 and
$271,052,000, respectively.
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
PIONEER CAPITAL GROWTH FUND
BALANCE SHEET--April 30, 1996
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<S> <C>
ASSETS:
Investment in securities, at value (including temporary cash investments of $175,814)
(cost $1,443,687; see Schedule of Investments and Notes 1 and 6) $1,682,172
Cash 91
Receivables--
Investment securities sold 14,525
Fund shares sold 15,419
Dividends and interest 658
Other 29
---------
Total assets $1,712,894
---------
LIABILITIES:
Payables--
Investment securities purchased $ 6,397
Fund shares repurchased 1,196
Due to affiliates (Notes 2, 3 and 4) 1,032
Accrued expenses 263
---------
Total liabilities $ 8,888
---------
NET ASSETS:
Paid-in capital (Note 1) $1,417,923
Accumulated undistributed net investment income (Note 1) 854
Accumulated undistributed net realized gain on investments (Note 1) 46,744
Net unrealized gain on investments (Note 1) 238,485
---------
Total net assets $1,704,006
=========
NET ASSET VALUE PER SHARE:
Class A--(based on $1,194,393/57,711,786 shares of beneficial interest outstanding--unlimited
number of shares authorized) $20.70
=========
Class B--(based on $502,332/24,577,636 shares of beneficial interest outstanding--unlimited
number of shares authorized) $20.44
=========
Class C--(based on $7,281/356,343 shares of beneficial interest outstanding--unlimited number of
shares authorized) $20.43
=========
MAXIMUM PUBLIC OFFERING PRICE:
Class A $21.96
=========
</TABLE>
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
PIONEER CAPITAL GROWTH FUND
STATEMENT OF OPERATIONS
For the Six Months Ended April 30, 1996
(Dollars in Thousands)
INVESTMENT INCOME (Note 1):
Dividends (net of foreign taxes withheld of $48) $ 3,632
Interest 7,121
-------
Total investment income $ 10,753
-------
EXPENSES:
Management fees (Note 2) $ 3,686
Distribution fees (Note 4)
Class A 1,238
Class B 1,952
Class C 7
Transfer agent fees (Note 3)
Class A 1,073
Class B 486
Class C 3
Registration fees 323
Custodian fees 61
Professional fees 23
Accounting (Note 2) 41
Printing 30
Fees and expenses of nonaffiliated trustees 14
Miscellaneous 32
-------
Total expenses $ 8,969
Less fees paid indirectly (Note 5) (105)
-------
Net expenses $ 8,864
-------
Net investment income $ 1,889
-------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments (Note 1) $ 47,532
Change in net unrealized gain on investments 185,382
-------
Net gain on investments $232,914
-------
Net increase in net assets resulting from
operations $234,803
=======
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
PIONEER CAPITAL GROWTH FUND
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended April 30, 1996 and the Year Ended October 31, 1995
(Dollars in Thousands Except Per Share Amounts)
Six Months Year
Ended Ended
April 30, 1996 October 31, 1995
------------- ----------------
FROM OPERATIONS:
Net investment income $ 1,889 $ 3,285
Net realized gain on investments 47,532 118,604
Change in net unrealized gain on investments 185,382 13,149
------------- -------------
Net increase in net assets resulting from
operations $ 234,803 $ 135,038
------------- -------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income--
Class A ($0.09 and $0.00 per share,
respectively) $ (4,039) $ --
Class B ($0.02 and $0.00 per share,
respectively) (281) --
Net realized gain--
Class A ($1.87 and $0.95 per share,
respectively) (85,511) (24,106)
Class B ($1.87 and $0.95 per share,
respectively) (32,977) (3,342)
------------- -------------
Decrease in net assets resulting from
distributions to shareholders $ (122,808) $ (27,448)
------------- -------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 525,521 $ 829,056
Net asset value of shares issued to
shareholders in reinvestment of
distributions 108,836 25,071
Cost of shares repurchased (199,433) (252,993)
------------- -------------
Net increase in net assets resulting from
fund share transactions $ 434,924 $ 601,134
------------- -------------
Net increase in net assets $ 546,919 $ 708,724
NET ASSETS:
Beginning of period 1,157,087 448,363
------------- -------------
End of period (including accumulated
undistributed net investment income of $854
and $3,285, respectively) $1,704,006 $1,157,087
============= =============
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 Six Months Ended April 30, 1996 and the Year Ended October 31, 1995
(Dollars in Thousands Except Per Share Amounts) (Continued)
<TABLE>
<CAPTION>
Six Months Ended Year Ended
April 30, 1996 October 31, 1995
---------------------- -------------------------
Shares Amount Shares Amount
-------- ------ --------- --------
<S> <C> <C> <C> <C>
CLASS A
Shares sold 18,500,958 $ 357,328 31,217,878 $ 560,356
Shares issued to shareholders in
reinvestment of distributions 4,464,135 82,140 1,416,455 22,168
Less shares repurchased (8,794,741) (169,390) (12,606,807) (229,689)
-------- ------ --------- --------
Net increase 14,170,352 $ 270,078 20,027,526 $ 352,835
======== ====== ========= ========
CLASS B
Shares sold 8,438,506 $ 161,266 14,855,236 $ 268,700
Shares issued to shareholders in
reinvestment of distributions 1,465,198 26,696 186,465 2,903
Less shares repurchased (1,558,718) (29,975) (1,277,916) (23,304)
-------- ------ --------- --------
Net increase 8,344,986 $ 157,987 13,763,785 $ 248,299
======== ====== ========= ========
CLASS C*
Shares sold 359,833 $ 6,927
Shares issued to shareholders in
reinvestment of distributions -- --
Less shares repurchased (3,490) (68)
-------- ------
Net increase 356,343 $ 6,859
======== ======
</TABLE>
* Class C shares were first publicly offered on January 31, 1996.
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>
For the Years Ended October 31,
-------------------------------------------------
Six
Months July 25,
Ended 1990 to
April 30, October 31,
CLASS A 1996 1995 1994 1993 1992 1991 1990
--------- ------- ------- ------- ------ ------ -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $ 19.42 $ 17.26 $ 16.17 $ 12.42 $ 11.58 $ 7.50 $ 10.50
------- ----- ----- ----- ---- ---- ---------
Increase (decrease) from investment
operations:
Net investment income (loss) $ 0.04 $ 0.08 $ (0.05) $ (0.02) $ (0.01) $ 0.07 $ (0.04)
Net realized and unrealized gain (loss) on
investments 3.20 3.03 2.80 4.43 1.21 4.01 (2.96)
------- ----- ----- ----- ---- ---- ---------
Total increase (decrease) from investment
operations $ 3.24 $ 3.11 $ 2.75 $ 4.41 $ 1.20 $ 4.08 $ (3.00)
Distribution to shareholders from:
Net investment income (0.09) -- -- -- (0.04) -- --
Net realized gain (1.87) (0.95) (1.66) (0.66) (0.32) -- --
------- ----- ----- ----- ---- ---- ---------
Net increase (decrease) in net asset value $ 1.28 $ 2.16 $ 1.09 $ 3.75 $ 0.84 $ 4.08 $ (3.00)
------- ----- ----- ----- ---- ---- ---------
Net asset value, end of period $ 20.70 $ 19.42 $ 17.26 $ 16.17 $ 12.42 $ 11.58 $ 7.50
======= ===== ===== ===== ==== ==== =========
Total return * 17.96% 19.32% 19.03% 36.59% 10.88% 54.40% (28.57%)
Ratio of net expenses to average net assets 1.07%**+ 1.16%+ 1.26% 1.27% 1.48% 1.69% 7.12%**
Ratio of net investment income (loss) to
average net assets 0.49%**+ 0.53%+ (0.44%) (0.26%) (0.20%) 0.69% (2.18%)**
Portfolio turnover rate 47.51%** 59.43% 47.10% 68.09% 62.00% 37.76% --
Average commission rate paid per exchange
listed transaction $ 0.0518 -- -- -- -- -- --
Net assets, end of period (in thousands) $1,194,393 $845,415 $405,904 $194,670 $75,796 $21,013 $ 2,483
Ratios assuming no waiver of management fees
and assumption of expenses by PMC:
Net expenses -- -- -- -- -- 2.78% --
Net investment loss -- -- -- -- -- (0.40%) --
Ratios assuming reduction for fees paid
indirectly:
Net expenses 1.06%** 1.14% -- -- -- -- --
Net investment income 0.50%** 0.55% -- -- -- -- --
</TABLE>
+ Ratios assuming no reduction for 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>
PIONEER CAPITAL GROWTH FUND
FINANCIAL HIGHLIGHTS
Selected Data for a Share Outstanding for the Periods Presented (Continued)
<TABLE>
<CAPTION>
Six Months Year April 4, 1994
Ended Ended to
April 30, October 31, October 31,
CLASS B 1996 1995 1994
----------- ------------- ---------------
<S> <C> <C> <C>
Net asset value, beginning of period $ 19.20 $ 17.20 $ 14.94
--------- ----------- -------------
Increase (decrease) from investment operations:
Net investment loss $ (0.02) $ (0.01) $ (0.04)
Net realized and unrealized gain on investments 3.15 2.96 2.30
--------- ----------- -------------
Total increase from investment operations $ 3.13 $ 2.95 $ 2.26
Distribution to shareholders from:
Net investment income (0.02) -- --
Net realized gain (1.87) (0.95) --
--------- ----------- -------------
Net increase in net asset value $ 1.24 $ 2.00 $ 2.26
--------- ----------- -------------
Net asset value, end of period $ 20.44 $ 19.20 $ 17.20
========= =========== =============
Total return * 17.50% 18.42% 15.13%
Ratio of net expenses to average net assets 1.85%**+ 1.93%+ 2.04%**
Ratio of net investment loss to average net assets (0.31%)**+ (0.18%)+ (1.12%)**
Portfolio turnover rate 47.51%** 59.43% 47.10%
Average commission rate paid per exchange listed
transaction $ 0.0518 -- --
Net assets, end of period (in thousands) $502,332 $311,672 $42,459
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.84%** 1.88% --
Net investment loss (0.30%)** (0.13%) --
</TABLE>
January 31,
1996
to
April 30,
CLASS C*** 1996
------------
Net asset value, beginning of period $ 18.69
----------
Increase (decrease) from investment operations:
Net investment loss $ (0.01)
Net realized and unrealized gain on investments 1.75
----------
Total increase from investment operations $ 1.74
----------
Net asset value, end of period $ 20.43
==========
Total return * 9.31%
Ratio of net expenses to average net assets 1.88%**+
Ratio of net investment loss to average net assets (0.74%)**+
Portfolio turnover rate 47.51%**
Average commission rate paid per exchange listed
transaction $0.0518
Net assets, end of period (in thousands) $ 7,281
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.78%**
Net investment loss (0.64%)**
+ Ratios assuming no reduction for 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.
*** Class C shares were first publicly offered on January 31, 1996.
The accompanying notes are an integral part of these financial statements.
13
<PAGE>
NOTES TO FINANCIAL STATEMENTS--April 30, 1996
1. Pioneer Capital Growth Fund (the Fund), one of three funds that composes
Pioneer Growth Trust (the Trust), is a Massachusetts business trust
registered under the Investment Company Act of 1940 as a diversified, open-
end management investment company. The investment objective of the Fund is to
seek capital appreciation by investing in a diversified portfolio of
securities consisting primarily of common stocks.
The Board of Trustees (the Trustees) has authorized the issuance of three
share classes of the Fund, designated as Class A, Class B and Class C shares.
Class C shares were first publicly offered on January 31, 1996. The shares of
Class A, Class B and Class C represent an interest in the same portfolio of
investments of the Fund and have equal rights to voting, redemptions,
dividends and liquidation, except that each class of shares can bear
different transfer agent and distribution fees and have exclusive voting
rights with respect to the distribution plans that have been adopted by Class
A, Class B and Class C shareholders, respectively.
The Fund's financial statements have been prepared in conformity with
generally accepted accounting principles that require the management of the
Fund to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities at the date of the financial statements, and the
reported amounts of revenues and expenses during the reporting periods.
Actual results could differ from those estimates. The following is a summary
of significant accounting policies consistently followed by the Fund, which
are in conformity with those generally accepted in the investment company
industry:
A. Security Valuation--Security transactions are recorded on trade date.
Each day, securities are valued at the last sale price on the principal
exchange where they are traded. Securities that have not traded on the date
of valuation, or securities for which sale prices are not generally
reported, are valued at the mean between the last bid and asked prices.
Securities for which market quotations are not readily available are valued
at their fair values as determined by, or under the direction of, the
Trustees. Temporary cash investments are valued at amortized cost. 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 to first select for sale those
securities that have the highest cost and also qualify for long-term capital
gain or loss treatment for tax purposes.
B. Federal Income Taxes--It is the Fund's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income and net realized
capital gains, if any, to its shareholders. Therefore, no federal income tax
provision is required.
The characterization of distributions to shareholders for financial
reporting purposes is determined in accordance with federal income tax
rules. Therefore, the source of the Fund's distributions may be shown in the
accompanying financial statements as either from or in excess of net
investment income or net realized gain on investment transactions, or from
paid-in capital, depending on the type of book/tax differences that may
exist.
C. Fund Shares--The Fund records sales and repurchases of its shares on
trade date. Net losses, if any, as a result of cancellations are absorbed by
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and an indirect wholly owned subsidiary of The Pioneer Group, Inc.
(PGI). PFD earned $989,762 in underwriting commissions on the sale of fund
shares during the six months ended April 30, 1996. 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, Class B and Class C shares bear different transfer
agent and distribution fees.
D. Class Allocations--Distribution fees are calculated based on the average
daily net asset value attributable to Class A, Class B and Class C shares of
the Fund, respectively. Shareholders of each class share all expenses and
fees paid to the transfer agent, Pioneering Services Corporation (PSC), for
their services, which are allocated based on the number of accounts in each
class
14
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Continued)
and the ratable allocation of related out-of-pocket expense (see Note 3).
Income, common expenses and realized and unrealized gains and losses are
calculated at the Fund level and allocated daily to each class of shares
based on the respective percentage of adjusted net assets at the beginning
of the day.
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; and 0.45% of the 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 due to affiliates is approximately $120,000 and
$6,000 in management fees and accounting fees, respectively, payable to PMC
at April 30, 1996.
3. PSC, a wholly owned subsidiary of PGI, provides substantially all transfer
agent and shareholder services to the Fund at negotiated rates. Included in
due to affiliates is approximately $265,000 in transfer fees payable to PSC
at April 30, 1996.
4. The Fund adopted a Plan of Distribution for each class of shares (Class A
Plan, Class B Plan and Class C Plan) in accordance with Rule 12b-1 of the
Investment Company Act of 1940. Pursuant to the Class A Plan, the Fund pays
PFD a service fee of up to 0.25% of the Fund's average daily net assets in
reimbursement of its actual expenditures to finance activities primarily
intended to result in the sale of Class A shares. Pursuant to the Class B
Plan and Class C Plan, the Fund pays PFD 1.00% of the average daily net
assets attributable to each class of shares. The fee consists of a 0.25%
service fee and a 0.75% distribution fee paid as compensation for personal
services and/or account maintenance services or distribution services with
regard to Class B and Class C shares. Included in due to affiliates is
approximately $641,000 in distribution fees payable to PFD at April 30, 1996.
In addition, redemptions of each class of shares may be subject to a
contingent deferred sales charge (CDSC). A CDSC of 1.00% may be imposed on
certain net asset value purchases of Class A shares that are redeemed within
one year of purchase. Class B shares that are redeemed within 6 years of
purchase are subject to a CDSC at declining rates beginning at 4.0%, based on
the lower of cost or market value of shares being redeemed. Redemptions of
Class C shares within one year of purchase are subject to a CDSC of 1.00%.
Proceeds from the CDSC are paid to PFD. For the six months ended April 30,
1996, CDSC in the amount of approximately $348,000 was paid to PFD.
5. The Fund has entered into certain expense offset arrangements resulting in
a reduction in the Fund's total expenses. For the six months ended April 30,
1996, the Fund's expenses were reduced by approximately $105,000 under such
arrangements.
6. 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 investment 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 April 30, 1996 (in thousands):
15
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Continued)
<TABLE>
<CAPTION>
Purchases Sales Dividend
Affiliates Cost Cost Income Value
- ----------------------------------------- ------- ----- ------ ---------
<S> <C> <C> <C> <C>
AFC Cable Systems $ 3,009 $ -- $ -- $ 11,521
Alkermes, Inc. 1,413 -- -- 13,420
American Healthcorp, Inc. 3,685 -- -- 7,761
AMRE, Inc. -- 961 -- 19,742
Amtech Corp. 2,176 -- -- 12,105
Avondale Industries, Inc. -- -- -- 26,335
Banctec, Inc. 15,947 -- -- 31,369
Banyan Systems, Inc. 5,234 -- -- 14,074
Best Products Corp., Inc. 5,936 -- -- 8,617
BioWhittaker, Inc. 4,122 -- -- 8,336
Catalytica, Inc. 2,236 -- -- 7,378
Coastal Physician Group Inc. 21,249 -- -- 16,601
Cole National Corp. (Class A) 578 870 -- 10,467
Ferrofluidics Corp. 3,127 252 -- 6,539
Future Communications, Inc. -- -- -- 18
Galey & Lord, Inc. 665 228 -- 12,754
Gehl Co. -- 225 -- 2,893
Genesco Inc. 910 -- -- 9,408
Gryphon Holdings, Inc. 9,938 -- -- 10,425
Guilford Mills, Inc. -- -- 190 17,475
Ideon Group, Inc. -- -- 223 30,468
ImClone Systems, Inc. 1,125 -- -- 19,996
Insilco Corp. 2,984 -- -- 24,989
Instron Corp. 509 -- 33 5,941
Justin Industries 5,093 -- 116 22,405
Ladd Furniture, Inc. 1,724 -- 28 7,854
The Lamson & Sessions Co. -- -- -- 12,626
Levitz Furniture, Inc. 479 -- -- 10,503
Lone Star Industries, Inc. -- -- 77 29,238
Marcam Corp. 2,686 -- -- 9,603
Micro Focus Group Plc (Sponsored A.D.R.) 8,970 3,680 -- 19,803
MicroAge, Inc. 2,643 -- -- 10,125
Mid-American Waste Systems, Inc. -- -- -- 3,669
Paragon Trade Brands, Inc. 11,206 -- -- 25,937
Park Ohio Industries, Inc. 1,221 -- -- 19,381
Sudbury, Inc. -- -- -- 9,125
Supreme Industries, Inc. (Class A) -- -- -- 5,346
TBC Corp. 7,154 -- -- 15,865
Tultex Corp. 1,397 -- -- 9,062
Walker Interactive Systems, Inc. 488 762 -- 13,378
Washington Construction Group, Inc. 37 -- -- 13,100
Whittaker Corp. 11,253 -- -- 18,548
Worldtex, Inc. -- 28 -- 8,307
Zapata Corp. 963 -- -- 6,632
----- --- ---- -------
$140,157 $7,006 $667 $599,139
===== === ==== =======
</TABLE>
16
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
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 three funds that composes Pioneer Growth Trust), including the
schedule of investments, as of April 30, 1996, and the related statement of
operations, the statements of changes in net assets and the financial
highlights for the periods presented. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of April 30, 1996, 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 April 30, 1996, 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 31, 1996
17
<PAGE>
This page intentionally left blank.
<PAGE>
This page intentionally left blank.
<PAGE>
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
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.
0696-3427
(c)Pioneer Funds Distributor, Inc.
