[PIONEER LOGO]
Pioneer
Capital Growth
Fund
SEMIANNUAL REPORT 4/30/97
<PAGE>
Table of Contents
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Letter from the Chairman 1
Portfolio Summary 2
Performance Update 3
Portfolio Management Discussion 6
Schedule of Investments 11
Financial Statements 18
Notes to Financial Statements 24
Report of Independent Public Accountants 28
Trustees, Officers and Service Providers 29
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Pioneer Capital Growth Fund
LETTER FROM THE CHAIRMAN 4/30/97
Dear Shareowner,
- -------------------------------------------------------------------------------
Welcome to Pioneer Capital Growth Fund's semiannual report, covering the six
months ended April 30, 1997. I thank you for your interest, and for the
opportunity to comment briefly on the Fund and today's investing environment.
This was a busy period for your Fund's investment team. J. Rodman "Rod" Wright
shifted into the role of portfolio manager on January 24 of this year, after
serving as the Fund's assistant portfolio manager since January 1, 1996. Mr.
Wright now has responsibility for the day-to-day management of the Fund, and
remains one of the 10 or so members of the special equities team that
researches and selects investments in our hallmark "aggressive value" style. I
encourage you to read the Portfolio Management Discussion that appears later in
this report to learn more about their endeavors on your behalf.
As for the stock market, the trends that fueled a record year in 1996 continued
with only a few brief pauses. Money poured into financial markets; over the
past six months, more than $250 billion entered the stock market through mutual
funds alone. The bulk of the assets, however, have been directed toward one
type of stock - that of large, familiar companies. As time passes, it seems
realistic to expect the stock market's unprecedented surge to slow or even
backtrack - at least for the relatively narrow group of stocks that have led
the charge. On the surface, this may not appear to be an encouraging outlook,
but it could actually be the best possible news for investors, like Pioneer
Capital Growth Fund, whose broad portfolios have not benefited from the new
enthusiasm for stock investing.
Thank you for your support. Please contact your investment professional, or us
at 1-800-225-6292, if you have questions about Pioneer Capital Growth Fund.
Respectfully,
/s/ John F. Cogan, Jr.
John F. Cogan, Jr.,
Chairman and President
1
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Pioneer Capital Growth Fund
PORTFOLIO SUMMARY 4/30/97
[TABULAR REPRESENTATION OF PIE CHART]
Portfolio Diversification
- ----------------------------------------------------------------------------
(As a percentage of total investment portfolio)
U.S. Common Stocks 84%
Depositary Receipts Short-Term Cash
for International Equivalents 11%
Stocks 5%
Sector Distribution
- ----------------------------------------------------------------------------
(As a percentage of equity holdings)
[TABULAR REPRESENTATION OF PIE CHART]
Consumer Non-Durables 24%
Transportation 1%
Energy 2%
Consumer Durables 2%
Utilities 5%
Financials 6% Technology 20%
Capital Goods 11%
Basic Industries 17%
Services 12%
10 Largest Holdings
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(As a percentage of equity holdings)
1. Western National Corp. 2.39% 6. Tandy Corp. 1.94%
2. 20th Century Industries 2.20 7. GTE Corp. 1.91
3. McDonald's Corp. 2.15 8. Fingerhut Companies, Inc. 1.91
4. Teradyne, Inc. 2.04 9. DSC Communications Corp. 1.85
5. Kmart Corp. 2.03 10. Atlantic Richfield Co. 1.74
Fund holdings will vary for other periods.
2
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Pioneer Capital Growth Fund
PERFORMANCE UPDATE 4/30/97 CLASS A SHARES
S h a r e P r i c e s a n d D i s t r i b u t i o n s
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Net Asset Value
per Share 4/30/97 10/31/96
$20.09 $19.85
Distributions per Share Income Short-Term Long-Term
(10/31/96-4/30/97) Dividends Capital Gains Capital Gains
$0.064 $0.377 $0.506
I n v e s t m e n t R e t u r n s
- ----------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made
in Pioneer Capital Growth Fund at public offering price, compared to the growth
of the Standard & Poor's 500 Index.
Average Annual Total Returns
(As of April 30, 1997)
Net Asset Public Offering
Period Value Price*
Life-of-Fund 16.71% 15.70%
(7/25/90)
5 Years 16.86 15.48
1 Year 1.73 -4.10
[TABULAR REPRESENTATION OF MOUNTAIN CHART]
Growth of $10,000
Pioneer Capital Growth Fund* Standard & Poor's 500 Index
7/25/90 9425 10000
6732 8597
4/91 9470 10794
10395 11477
4/92 12315 12311
11526 12616
4/93 14341 13446
15743 14494
4/94 16752 14162
18738 15055
4/95 20575 16628
22348 19023
4/96 26375 21639
25292 23593
4/97 26832 27073
* Reflects deduction of the maximum 5.75% sales charge at the beginning
of the period and assumes reinvestment of distributions at net asset value.
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. You cannot invest directly in the Index.
Past performance does not guarantee future results. Returns and share prices
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
3
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Pioneer Capital Growth Fund
PERFORMANCE UPDATE 4/30/97 CLASS B SHARES
S h a r e P r i c e s a n d D i s t r i b u t i o n s
- ----------------------------------------------------------------------------
Net Asset Value
per Share 4/30/97 10/31/96
$19.73 $19.53
Distributions per Share Income Short-Term Long-Term
(10/31/96-4/30/97) Dividends Capital Gains Capital Gains
- $0.377 $0.506
I n v e s t m e n t R e t u r n s
- -------------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made
in Pioneer Capital Growth Fund, compared to the growth of the Standard & Poor's
500 Index.
Average Annual Total Returns
(As of April 30, 1997)
If If
Period Held Redeemed*
Life-of-Fund 16.94% 16.23%
(4/4/94)
1 Year 0.93 -2.93
[TABULAR REPRESENTATION OF MOUNTAIN CHART]
Growth of $10,000
Pioneer Capital Growth Fund* Standard & Poor's 500 Index
4/4/94 10000 10000
10321 10273
10/94 11513 10921
11396 10956
4/95 12589 12062
13789 13259
10/95 13633 13800
14640 15181
4/96 16019 15697
14726 15443
10/96 15306 17115
16635 19176
4/97 15868 19639
* Reflects deduction of the maximum applicable contingent deferred sales charge
(CDSC) at the end of the period and assumes reinvestment of distributions. The
maximum CDSC of 4% declines over six years.
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.
You cannot invest directly in the Index.
Past performance does not guarantee future results. Returns and share prices
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
4
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Pioneer Capital Growth Fund
PERFORMANCE UPDATE 4/30/97 CLASS C SHARES
S h a r e P r i c e s a n d D i s t r i b u t i o n s
- ----------------------------------------------------------------------------
Net Asset Value
per Share 4/30/97 10/31/96
$19.70 $19.53
Distributions per Share Income Short-Term Long-Term
(10/31/96-4/30/97) Dividends Capital Gains Capital Gains
$0.041 $0.377 $0.506
I n v e s t m e n t R e t u r n s
- ----------------------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made
in Pioneer Capital Growth Fund, compared to the growth of the Standard & Poor's
500 Index.
Average Annual Total Returns
(As of April 30, 1997)
If If
Period Held Redeemed*
Life-of-Fund 8.28% 8.28%
(1/31/96)
1 Year 1.04 1.04
[TABULAR REPRESENTATION OF MOUNTAIN CHART]
Growth of $10,000
Pioneer Capital Growth Fund* Standard & Poor's 500 Index
1/31/96 10000 10000
10048 10069
10139 10203
4/96 10931 10340
11327 10577
10856 10660
7/96 10053 10172
10364 10364
10594 10987
10/96 10449 11274
10781 12101
10983 11902
1/97 11359 12632
11393 12706
11208 12223
4/97 11045 12937
* Assumes reinvestment of distributions. The 1% contingent deferred sales
charge (CDSC) applies to redemptions made within one year of purchase.
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. You cannot invest directly in the Index.
Past performance does not guarantee future results. Returns and share prices
fluctuate, and your shares, when redeemed, may be worth more or less than their
original cost.
5
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Pioneer Capital Growth Fund
PORTFOLIO MANAGEMENT DISCUSSION 4/30/97
Dear Shareowner,
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Pioneer Capital Growth Fund reached the midpoint of its fiscal year on April
30, 1997, a date that also marked the close of my first full fiscal quarter as
your Fund's portfolio manager. On behalf of the entire special equities team
that researches and selects investments for your Fund's portfolio, I'm pleased
to update you on our efforts to build the Fund for long-term success.
Stocks of Large Companies Continued Their Strong Advance
Over the past six months, the stock market was increasingly driven by the
standout performance of a relatively small number of large, well-known
"blue-chip" companies. This often occurs when investors get nervous - they are
willing to pay a premium for liquidity (the ability to get in or out of a stock
position quickly), and for the comfort of a well-known brand name, such as
Coca-Cola or General Electric.
Such periods of high valuations - that is, high prices relative to the
companies' growth prospects or financial condition - among a relatively small
number of stocks rarely last long, however. We expect that either their prices
will decline, returning them to more reasonable valuations, or the rest of the
stock market will catch up. In the meantime, this was a frustrating period for
investors, like Pioneer Capital Growth Fund, that have a diverse portfolio with
a significant representation in smaller, lesser-known companies. The table
below illustrates the wide difference in gains posted by various types of
stocks over the past six months.
Stock Market Returns
<TABLE>
<CAPTION>
3 Months 3 Months 6 Months
10/31/96 - 1/31/97 - 10/31/96 -
Index 1/31/97 4/30/97 4/30/97
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Dow Jones Industrial Average 13.60% 3.40% 17.46%
(30 large-company stocks)
Standard & Poor's 500 Index 12.04% 2.42% 14.75%
(500 of the largest-capitalization stocks)
Russell 2000 Index 8.98% -6.77% 1.61%
(small-company stocks)
Nasdaq Composite Index 12.96% -8.63% 3.21%
(nearly 6,000 smaller, over-the-counter stocks)
</TABLE>
6
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Pioneer Capital Growth Fund
Reducing the Cash Position
As we entered 1997, our major focus was to deploy the Fund's cash position. I'm
pleased to report that we made significant progress over the past six months,
especially during the most recent quarter.
Over the course of fiscal 1996, we invested over $900 million for the Fund,
reflecting both the inflow of money from new investments and the cash generated
by selling stocks when they appreciated to our target prices. (This last point
is an important part of our investment discipline.) So far in fiscal year 1997,
we have put to work another $864 million in a variety of stocks. By the end of
April, 11% of the Fund's portfolio was held in short-term cash-equivalents, and
we have no shortage of stock ideas to work on going forward.
"Aggressive Value" Approach Leads to Diverse Portfolio
Companies we choose for the portfolio bear the traditional hallmarks of our
"aggressive value" investment style - they're out of favor and selling at
relatively low prices, but have strong cash flows, strong market shares, solid
balance sheets and proactive management. Typically, their leadership has a
significant personal stake in the company's equity, and often either the
company or management has recently bought shares.
This approach means we typically avoid crowds, and your Fund generally does not
own the Coca-Colas of the world. We prefer to find unique opportunities offered
by lesser-known, often complicated or misunderstood enterprises. Frequently,
these are smaller companies. In fact, as of April 30, the median size of the
companies in the fund was fairly small at only $803.7 million. We continue to
find abundant opportunities for investment in this neglected sector of the
market, and among some larger, misunderstood operations.
Smaller companies added recently include Imation, a manufacturer of computer
storage disks and digital imaging products; Jostens, a specialty manufacturer
and retailer of high school and college yearbooks and class rings; Frontier,
the fifth-largest long distance company in the U.S., which also operates local
telephone companies, cellular properties and a nationwide fiber-optic
communications system; and Bowater, a manufacturer of
7
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Pioneer Capital Growth Fund
newsprint and uncoated groundwood. Other new buys among smaller outfits were
Reader's Digest Association, publisher of specialty magazines; ACNielsen, a
market research company; and Pacificare Health Systems, a California-based
health maintenance organization.
We also keep an eye out for large companies we believe offer hidden value, and
a number of new selections joined the ranks of current holdings Woolworth,
Levitz Furniture and Kmart. AT&T's stock price was knocked down by fears of
increased competition and uncertainty surrounding the company's new president.
But we believe AT&T's clean balance sheet, dominant brand name, strong cash
flows and international depth will serve it well. Viacom's stock price was cut
in two over the past six months in reaction to concerns about its Blockbuster
division. What we see, however, is that the company has aggressively reduced
its debt and bought back stock. It also owns valuable assets - MTV, VH-1,
Paramount Studios, Nickelodeon, Simon & Schuster, MacMillan Publishing, UPN and
Virgin Interactive.
In the case of Tandy, we purchased stock just before the company closed its
poorly performing Incredible Universe division, cut back Computer City stores
and repurchased stock. With McDonald's, our research showed compelling value
and potential for its unique, cash-generating global franchise system. This
stock rose sharply when renowned value-oriented investor Warren Buffett
disclosed that he had significant holdings in the company. Although we were
fortunate in our timing of both these purchases, they are the exception, not
the rule. More typically, companies we select have significant difficulties -
internal or external - to overcome before other investors take interest. We are
patient, and expect to give companies several quarters, or even years, to
realize their potential.
8
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Pioneer Capital Growth Fund
Looking Ahead
As we move into the second half of the fiscal year, we believe Pioneer Capital
Growth Fund is on the right track. We intend to continue to reduce the cash
position; our goal is about 5% of the portfolio, a level we think is prudent
for both maintaining liquidity and capturing long-term opportunities.
While it is too early to tell how recent investments will develop - and one can
never predict how the overall stock market will behave - we will continue to
work with diligence and discipline, using the same aggressive value strategy
that has brought shareowners long-term success. We are convinced this approach
has the potential for significant rewards, in exchange for a moderate amount of
risk, and are excited about the Fund's prospects. On behalf of the entire
special equities team, thank you for your interest and support.
Respectfully,
/s/ J. Rodman Wright
J. Rodman Wright,
Portfolio Manager
9
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Pioneer Capital Growth Fund
This page for your notes.
10
<PAGE>
Pioneer Capital Growth Fund
SCHEDULE OF INVESTMENTS 4/30/97
Shares Value
COMMON STOCKS - 88.9%
Basic Industries - 14.7%
Chemicals - 7.1%
2,100,000 Agrium Inc. $ 27,037,500
1,048,900 Borden Chemicals & Plastics, L.P. 10,620,112
1,168,700 The Geon Co. 25,565,312
652,000 Georgia Gulf Corp. 15,811,000
11,500 Goodrich (B.F.) Co. 458,563
1,390,200 NL Industries, Inc. 13,206,900
2,063,000 Wellman, Inc.+ 32,492,250
772,100 Witco Corp. 28,857,238
-------------
$154,048,875
-------------
Containers - 0.5%
947,500 Jefferson Smurfit Corp.* $ 12,317,500
-------------
Forest Products - 1.5%
118,000 Consolidated Papers, Inc. $ 6,342,500
1,355,000 Louisiana-Pacific Corp. 25,236,875
-------------
$ 31,579,375
-------------
Iron & Steel - 1.5%
4,041,800 Armco, Inc.* $ 14,146,300
1,356,000 LTV Corp. 17,797,500
-------------
$ 31,943,800
-------------
Metals & Mining - 1.6%
300,000 Freeport-McMoran Copper & Gold, Inc. $ 8,400,000
600,000 Newmont Mining Corp. 20,775,000
200,000 Santa Fe Pacific Gold Corp. 2,950,000
400,000 TVX Gold, Inc.* 2,250,000
-------------
$ 34,375,000
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Non-Ferrous Metals - 0.8%
863,200 Brush Wellman, Inc.+ $ 16,400,800
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The accompanying notes are an integral part of these financial statements. 11
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Pioneer Capital Growth Fund
SCHEDULE OF INVESTMENTS 4/30/97 (continued)
Shares Value
Paper Products - 1.7%
1,053,675 Aracruz Cellulose S.A. (Sponsored A.D.R.) $ 19,888,116
403,000 Bowater, Inc. 17,429,750
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$ 37,317,866
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Total Basic Industries $317,983,216
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Capital Goods - 9.7%
Aerospace - 0.5%
125,000 Lockheed Martin Corp. $ 11,187,500
-------------
Construction & Engineering - 3.5%
518,000 BMC West Corp.* $ 5,568,500
1,983,700 Justin Industries+ 22,068,662
1,217,000 The Lamson & Sessions Co.*+ 9,127,500
2,551,800 Morrison Knudsen Corp.* 31,897,500
290,200 Texas Industries, Inc. 6,674,600
-------------
$ 75,336,762
-------------
Producer Goods - 4.3%
422,900 Figgie International, Inc.* $ 5,021,937
896,900 Griffon Corp.* 10,874,913
743,800 Insilco Corp.*+ 27,706,550
784,300 Keystone International, Inc. 15,489,925
1,085,000 Park Ohio Industries, Inc.+ 13,155,625
1,260,000 Westinghouse Electric Co. 21,420,000
-------------
$ 93,668,950
-------------
Telecommunications - 1.4%
610,000 Frontier Corp. $ 9,683,750
900,000 General Instrument Corp.* 21,037,500
-------------
$ 30,721,250
-------------
Total Capital Goods $210,914,462
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12 The accompanying notes are an integral part of these financial statements.
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Pioneer Capital Growth Fund
Shares Value
Consumer Durables - 1.7%
Motor Vehicles - 1.7%
1,000,000 Chrysler Corp. $ 30,000,000
737,440 Supreme Industries, Inc.*+ 5,392,530
117,500 TBC Corp.* 881,250
-------------
Total Consumer Durables $ 36,273,780
-------------
Consumer Non-Durables - 21.7%
Consumer Luxuries - 1.5%
1,129,700 Arctic Cat, Inc. $ 11,297,000
597,000 U.S. Industries, Inc.* 21,566,625
-------------
$ 32,863,625
-------------
Home Products - 0.9%
722,998 Ladd Furniture, Inc.+ $ 9,218,225
668,000 The Rival Co.+ 9,101,500
-------------
$ 18,319,725
-------------
Retail Food - 1.9%
772,000 McDonald's Corp. $ 41,398,500
-------------
Retail Non-Food - 13.3%
3,793,000 Charming Shoppes, Inc.* $ 22,402,596
597,000 Cole National Corp.*+ 19,701,000
96,000 CVS Corp. 4,764,000
2,467,200 Fingerhut Companies, Inc.+ 36,699,600
200,000 Genesco, Inc.* 2,325,000
638,600 Jostens, Inc. 15,246,575
2,867,000 Kmart Corp.* 39,062,875
2,154,400 Levitz Furniture, Inc.*+ 5,386,000
600,000 Office Depot, Inc.* 8,400,000
1,900,000 Stride Rite Corp. 26,125,000
715,000 Tandy Corp. 37,448,125
388,000 Toro Co. 13,580,000
790,000 Toys "R" Us, Inc.* 22,515,000
1,540,500 Woolworth Corp.* 33,120,750
-------------
$286,776,521
-------------
The accompanying notes are an integral part of these financial statements. 13
<PAGE>
Pioneer Capital Growth Fund
SCHEDULE OF INVESTMENTS 4/30/97 (continued)
Shares Value
Textiles/Clothes - 4.1%
1,127,300 Galey & Lord, Inc.*+ $ 17,754,975
879,700 Guilford Mills, Inc.+ 24,851,525
212,600 Paragon Trade Brands, Inc.* 3,401,600
1,923,100 Shaw Industries, Inc. 23,317,587
1,685,900 Tultex Corp.*+ 10,958,350
1,444,700 Worldtex, Inc.*+ 9,390,550
-------------
$ 89,674,587
-------------
Total Consumer Non-Durables $469,032,958
-------------
Energy - 1.6%
Oil Refining & Drilling - 1.6%
246,100 Atlantic Richfield Co. $ 33,500,363
-------------
Total Energy $ 33,500,363
-------------
Financial - 5.5%
Insurance - 5.3%
531,855 Financial Security Assurance Holdings Ltd. $ 17,218,806
660,000 Gryphon Holdings, Inc.*+ 9,487,500
2,381,600 20th Century Industries 42,273,400
1,790,600 Western National Corp. 46,107,950
-------------
$115,087,656
-------------
Real Estate - 0.2%
1,716,782 Bluegreen Corp.*+ $ 4,935,748
-------------
Total Financial $120,023,404
-------------
Services - 10.7%
Health & Personal Care - 4.2%
850,000 Apria Healthcare Group, Inc.* $ 14,343,750
923,600 Coastal Physician Group, Inc.* 1,269,950
1,000,000 Dial Corp. 15,500,000
831,700 Integrated Health Services, Inc. 26,718,362
1,609,000 Mid Atlantic Medical Services, Inc.* 19,106,875
1,022,200 Sun Healthcare Group, Inc.* 14,438,575
-------------
$ 91,377,512
-------------
14 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Capital Growth Fund
Shares Value
Hotel/Restaurant - 0.4%
1,051,000 Darden Restaurants, Inc. $ 8,145,250
-------------
Pharmaceuticals - 3.9%
1,420,000 ImClone Systems, Inc.*+ $ 7,277,500
1,005,000 Ethical Holdings Plc (Sponsored A.D.R.)*+ 5,150,625
1,172,600 IVAX Corp. 8,867,787
530,000 Magainin Pharmaceuticals, Inc.* 3,908,750
1,429,900 Medeva Plc (Sponsored A.D.R.) 27,525,575
500,000 NeoRx Corp.* 1,937,500
190,000 Pacificare Health Systems, Inc.* 15,247,500
790,500 Sepracor, Inc.* 15,414,750
-------------
$ 85,329,987
-------------
Publishing - 0.6%
600,000 Readers Digest Association, Inc. $ 13,725,000
-------------
Misc. Services - 1.6%
636,500 ACNielsen Corp. $ 9,547,500
463,900 Manpower, Inc. 18,613,988
294,500 Regis Corp. 6,037,250
-------------
$ 34,198,738
-------------
Total Services $232,776,487
-------------
Technology - 17.9%
Business Machines - 1.6%
180,000 Apple Computer, Inc. $ 3,060,000
5,354,900 Unisys Corp.* 32,129,400
-------------
$ 35,189,400
-------------
Computer Services - 2.6%
1,632,500 Amdahl Corp.* $ 13,978,281
1,069,200 BancTec, Inc.*+ 24,457,950
300,000 Electronic Data Systems Corp. 10,012,500
207,200 Policy Management Systems Corp.* 9,013,200
-------------
$ 57,461,931
-------------
The accompanying notes are an integral part of these financial statements. 15
<PAGE>
Pioneer Capital Growth Fund
SCHEDULE OF INVESTMENTS 4/30/97 (continued)
Shares Value
Electronics - 12.3%
219,300 Belden, Inc. $ 6,743,475
1,750,000 DSC Communications Corp.* 35,656,250
402,800 Elsag Bailey Process Automation N.V.* 5,639,200
260,000 Harman International 9,945,000
1,252,400 Imation Corp.* 29,587,950
1,953,000 Intergraph Corp.* 12,450,375
480,000 Lam Research Corp.* 13,920,000
1,118,000 Marcam Corp.*+ 13,136,500
620,000 Marshall Industries* 20,227,500
1,339,000 Micro Focus Group Plc (Sponsored A.D.R.)*+ 27,784,250
888,600 Rexel, Inc.* 15,661,575
1,200,000 Teradyne, Inc.* 39,300,000
1,070,300 Vishay Intertechnology, Inc.* 25,820,987
1,057,000 Whittaker Corp.*+ 10,437,875
---------------
$ 266,310,937
---------------
Photo/Instrumentation - 1.4%
1,100,000 Viacom, Inc.* $ 29,425,000
---------------
Total Technology $ 388,387,268
---------------
Transportation - 0.7%
Ships & Shipping - 0.7%
862,500 Avondale Industries, Inc.*+ $ 15,309,375
---------------
Total Transportation $ 15,309,375
---------------
Utilities - 4.7%
Electric Utilities - 0.2%
108,700 Dominion Resources, Inc. $ 3,736,563
---------------
Telecommunications - 4.5%
1,000,000 Alcatel Alsthom (Sponsored A.D.R.) $ 22,250,000
1,000,000 AT&T Corp. 33,500,000
800,000 GTE Corp. 36,700,000
100,000 Nynex Corp. 5,175,000
---------------
$ 97,625,000
---------------
Total Utilities $ 101,361,563
---------------
TOTAL COMMON STOCKS
(Cost $1,790,567,312) $1,925,562,876
---------------
16 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Capital Growth Fund
<TABLE>
<CAPTION>
Principal
Amount Value
<S> <C> <C>
TEMPORARY CASH INVESTMENTS - 11.1%
Commercial Paper - 11.1%
$8,575,000 Abbott Laboratories, Inc., 5.45%, 5/9/97 $ 8,564,615
4,500,000 Banc One Corp., 5.30%, 5/9/97 4,494,700
15,200,000 Bank America Corp., 5.42%, 5/23/97 15,149,654
20,000,000 Coca Cola Co., 5.45%, 5/8/97 19,978,805
15,260,000 Corestates Financial Corp., 5.50%, 5/30/97 15,192,390
13,000,000 Corestates Financial Corp., 5.50%, 5/29/97 12,944,389
13,241,000 Exxon Corp., 5.60%, 5/1/97 13,241,000
9,703,000 Exxon Asset Management, 5.45%, 5/6/97 9,703,000
17,635,000 Ford Motor Credit Co., 5.47%, 5/6/97 17,635,000
15,400,000 Hershey Foods, 5.44%, 5/20/97 15,355,785
26,236,000 Household Finance Corp., 5.47%, 5/7/97 26,236,000
15,000,000 Motorola, Inc., 5.44%, 5/28/97 14,938,800
19,500,000 Proctor & Gamble, 5.42%, 5/5/97 19,488,257
20,000,000 Republic New York Corp., 5.47%, 5/12/97 19,966,572
18,334,000 Travelers Property Casualty Corp., 5.48%, 5/12/97 18,334,000
10,060,000 Warner-Lambert Co., 5.51%, 5/27/97 10,019,967
---------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $241,242,934) $ 241,242,934
---------------
TOTAL INVESTMENT IN SECURITIES -100%
(Cost $2,031,810,246)(a) $2,166,805,810
---------------
</TABLE>
* Non-income producing security.
+ Investment held by the Fund representing 5% or more of the outstanding
voting stock of such company.
(a) At April 30, 1997, the net unrealized gain on investments based on cost for
federal income tax purposes of $2,031,810,246 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized gain for all investments in which
there is an excess of value over tax cost $ 275,214,268
Aggregate gross unrealized loss for all investments in which
there is an excess of tax cost over value (140,218,704)
-------------
Net unrealized gain $ 134,995,564
-------------
</TABLE>
Purchases and sales of securities (excluding temporary cash investments) for
the six months ended April 30, 1997 aggregated approximately $864,165,000 and
$517,176,000, respectively.
The accompanying notes are an integral part of these financial statements. 17
<PAGE>
Pioneer Capital Growth Fund
BALANCE SHEET 4/30/97
(Dollars in Thousands Except Per Share Amounts)
ASSETS:
Investment in securities, at value (including temporary cash
investments of $241,243)(cost $2,031,810) $2,166,806
Cash 98
Receivables -
Investment securities sold 4,002
Fund shares sold 8,802
Dividends and interest 1,279
Other 94
-----------
Total assets $2,181,081
-----------
LIABILITIES:
Payables -
Investment securities purchased $ 45,188
Fund shares repurchased 2,839
Due to affiliates 2,072
Accrued expenses 68
-----------
Total liabilities $ 50,167
-----------
NET ASSETS:
Paid-in capital $1,903,388
Accumulated undistributed net investment income 4,764
Accumulated undistributed net realized gain on investments 87,766
Net unrealized gain on investments 134,996
-----------
Total net assets $2,130,914
-----------
NET ASSET VALUE PER SHARE:
(Unlimited number of shares authorized)
Class A (based on $1,456,767/72,524,901 shares) $ 20.09
-----------
Class B (based on $630,904/31,971,569 shares) $ 19.73
-----------
Class C (based on $43,243/2,195,546 shares) $ 19.70
-----------
MAXIMUM OFFERING PRICE:
Class A $ 21.32
-----------
18 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Capital Growth Fund
STATEMENT OF OPERATIONS
For the Six Months Ended 4/30/97
(Dollar in Thousands)
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $75) $5,385
Interest 14,161
-------
Total investment income $ 19,546
--------
EXPENSES:
Management fees $5,242
Transfer agent fees
Class A 1,467
Class B 733
Class C 45
Distribution fees
Class A 1,760
Class B 3,156
Class C 185
Accounting 106
Custodian fees 47
Registration fees 205
Professional fees 23
Printing 48
Fees and expenses of nonaffiliated trustees 21
Miscellaneous 50
-------
Total expenses $ 13,088
Less fees paid indirectly (192)
--------
Net expenses $ 12,896
--------
Net investment income $ 6,650
--------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments $ 89,688
Change in net unrealized gain on investments 19,579
--------
Net gain on investments $109,267
--------
Net increase in net assets resulting from operations $115,917
--------
The accompanying notes are an integral part of these financial statements. 19
<PAGE>
Pioneer Capital Growth Fund
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended 4/30/97 and the Year Ended 10/31/96
(Dollars in Thousands Except Per Share Amount)
<TABLE>
<CAPTION>
Six Months Ended Year Ended
FROM OPERATIONS: 4/30/97 10/31/96
<S> <C> <C>
Net investment income $ 6,650 $ 3,459
Net realized gain on investments 89,688 86,162
Change in net unrealized gain on investments 19,579 62,314
---------- ----------
Net increase in net assets resulting from operations $ 115,917 $ 151,935
---------- ----------
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income:
Class A ($0.06 and $0.09 per share, respectively) $ (4,245) $ (4,039)
Class C ($0.04 and $0.00 per share, respectively) (65) -
In excess of net investment income:
Class B ($0.00 and $0.02 per share, respectively) - (281)
Net realized gain:
Class A ($0.88 and $1.87 per share, respectively) (58,684) (85,512)
Class B ($0.88 and $1.87 per share, respectively) (27,212) (32,984)
Class C ($0.88 and $0.00 per share, respectively) (1,392) --
---------- ----------
Total distributions to shareholders $ (91,598) $ (122,816)
---------- ----------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 424,686 $1,101,509
Reinvestment of distributions 79,554 108,844
Cost of shares repurchased (313,646) (480,558)
---------- ----------
Net increase in net assets resulting from fund
share transactions $ 190,594 $ 729,795
---------- ----------
Net increase in net assets $ 214,913 $ 758,914
NET ASSETS:
Beginning of period 1,916,001 1,157,087
---------- ----------
End of period (including accumulated undistributed net
investment income of $4,764 and $2,424,
respectively) $2,130,914 $1,916,001
---------- ----------
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
CLASS A '97 Shares '97 Amount '96 Shares '96 Amount
Shares sold 15,185,360 $ 308,574 38,301,967 $ 758,959
Reinvestment of distributions 2,921,100 57,371 4,464,200 82,141
Less shares repurchased (11,052,964) (226,062) (20,836,196) (408,960)
------------ --------- ------------ ---------
Net increase 7,053,496 $ 139,883 21,929,971 $ 432,140
------------ --------- ------------ ---------
CLASS B
Shares sold 4,847,580 $ 96,776 16,096,669 $ 314,193
Reinvestment of distributions 1,116,318 21,601 1,465,566 26,703
Less shares repurchased (4,163,793) (83,606) (3,623,421) (70,774)
------------ --------- ------------ ---------
Net increase 1,800,105 $ 34,771 13,938,814 $ 270,122
------------ --------- ------------ ---------
CLASS C*
Shares sold 970,770 $ 19,336 1,434,585 $ 28,357
Reinvestment of distributions 30,143 582 -- --
Less shares repurchased (198,141) (3,978) (41,811) (824)
------------ --------- ------------ ---------
Net increase 802,772 $ 15,940 1,392,774 $ 27,533
------------ --------- ------------ ---------
</TABLE>
* Class C shares were first publicly offered on January 31, 1996.
20 The accompanying notes are an integral part of these financial
statements.
<PAGE>
Pioneer Capital Growth Fund
FINANCIAL HIGHLIGHTS 4/30/97
<TABLE>
<CAPTION>
Six Months
Ended Year Ended
4/30/97 10/31/96
<S> <C> <C>
CLASS A
Net asset value, beginning of period $ 19.85 $ 19.42
----------- ------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.09 $ 0.08
Net realized and unrealized gain on investments 1.09 2.31
----------- ------------
Net increase from investment operations $ 1.18 $ 2.39
Distributions to shareholders:
Net investment income (0.06) (0.09)
Net realized gain (0.88) (1.87)
----------- ------------
Net increase in net asset value $ 0.24 $ 0.43
----------- ------------
Net asset value, end of period $ 20.09 $ 19.85
----------- ------------
Total return* 6.090% 13.12%
Ratio of net expenses to average net assets 1.01%**+ 1.02%+
Ratio of net investment income (loss) to average net assets 0.87%**+ 0.43%+
Portfolio turnover rate 65%** 37%
Average commission rate paid(1) $ 0.0555 $ 0.0518
Net assets, end of year (in thousands) $1,456,767 $1,299,611
Ratios assuming reduction for fees paid indirectly:
Net expenses 0.99%** 1.00%
Net investment income 0.89%** 0.45%
<CAPTION>
Year Ended Year Ended Year Ended Year Ended
10/31/95 10/31/94 10/31/93 10/31/92
<S> <C> <C> <C> <C>
CLASS A
Net asset value, beginning of period $ 17.26 $ 16.17 $ 12.42 $ 11.58
---------- ---------- ---------- ----------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.08 $ (0.05) $ (0.02) $ (0.01)
Net realized and unrealized gain on investments 3.03 2.80 4.43 1.21
---------- ---------- ---------- ----------
Net increase from investment operations $ 3.11 $ 2.75 $ 4.41 $ 1.20
Distributions to shareholders:
Net investment income - - - (0.04)
Net realized gain (0.95) (1.66) (0.66) (0.32)
---------- ---------- ---------- ----------
Net increase in net asset value $ 2.16 $ 1.09 $ 3.75 $ 0.84
---------- ---------- ---------- ----------
Net asset value, end of period $ 19.42 $ 17.26 $ 16.17 $ 12.42
---------- ---------- ---------- ----------
Total return* 19.32% 19.03% 36.59% 10.88%
Ratio of net expenses to average net assets 1.16%+ 1.26% 1.27% 1.48%
Ratio of net investment income (loss) to average net assets 0.53%+ (0.44)% (0.26)% (0.20)%
Portfolio turnover rate 59% 47% 68% 62%
Average commission rate paid(1) - - - -
Net assets, end of year (in thousands) $845,415 $405,904 $194,670 $ 75,796
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.14% - - -
Net investment income 0.55% - - -
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of 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.
+ Ratio assuming no reduction for fees paid indirectly.
(1) Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
The accompanying notes are an integral part of these financial statements. 21
</TABLE>
<PAGE>
Pioneer Capital Growth Fund
FINANCIAL HIGHLIGHTS 4/3/97
<TABLE>
<CAPTION>
Six Months
Ended Year Ended Year Ended 4/4/94 to
4/30/97 10/31/96 10/31/95 10/31/95
<S> <C> <C> <C> <C>
CLASS B
Net asset value, beginning of period $ 19.53 $ 19.20 $ 17.20 $ 14.94
----------- ----------- ---------- ----------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.01 $ (0.04) $ (0.01) $ (0.04)
Net realized and unrealized gain on investments 1.07 2.26 2.96 2.30
----------- ----------- ---------- ----------
Net increase from investment operations $ 1.08 $ 2.22 $ 2.95 $ 2.26
Distributions to shareholders:
In excess of net investment income - (0.02) - -
Net realized gain (0.88) (1.87) (0.95) -
----------- ----------- ---------- ----------
Net increase in net asset value $ 0.20 $ 0.33 $ 2.00 $ 2.26
----------- ----------- ---------- ----------
Net asset value, end of period $ 19.73 $ 19.53 $ 19.20 $ 17.20
----------- ----------- ---------- ----------
Total return* 5.63% 12.27% 18.42% 15.13%
Ratio of net expenses to average net assets 1.78%**+ 1.79%+ 1.93%+ 2.04%**
Ratio of net investment income (loss) to average net assets 0.10%**+ (0.35)%+ (0.18)%+ (1.12)%**
Portfolio turnover rate 65%** 37% 59% 47%
Average commission rate paid(1) $ 0.0555 $ 0.0518
Net assets, end of period (in thousands) $ 630,904 $ 589,188 $ 311,672 $ 42,459
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.77%** 1.78% 1.88% -
Net investment income (loss) 0.11%** (0.34)% (0.13)% -
</TABLE>
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of 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.
+ Ratio assuming no reduction for fees paid indirectly.
(1) Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
22 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Capital Growth Fund
FINANCIAL HIGHLIGHTS 4/30/97
<TABLE>
<CAPTION>
Six Months
Ended 1/31/96 to
4/30/97 10/31/96
<S> <C> <C>
CLASS C
Net asset value, beginning of period $ 19.53 $ 18.69
----------- -----------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.03 $ (0.02)
Net realized and unrealized gain on investments 1.06 0.86
----------- -----------
Net increase from investment operations $ 1.09 $ 0.84
Distributions to shareholders:
Net investment income (0.04) -
Net realized gain (0.88) -
----------- -----------
Net increase in net asset value $ 0.17 $ 0.84
----------- -----------
Net asset value, end of period $ 19.70 $ 19.53
----------- -----------
Total return* 5.70% 4.50%
Ratio of net expenses to average net assets 1.80%**+ 1.79%**+
Ratio of net investment income (loss) to average net assets 0.07%**+ (0.39)%**+
Portfolio turnover rate 65%** 37%
Average commission rate paid(1) $ 0.0555 $ 0.0518
Net assets, end of period (in thousands) $ 43,243 $ 27,202
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.76%** 1.74%**
Net investment income (loss) 0.11%** (0.34)%**
</TABLE>
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of 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.
+ Ratio assuming no reduction for fees paid indirectly.
(1)Amount represents the rate of commission paid per share on the Fund's
exchange listed security transactions.
The accompanying notes are an integral part of these financial statements. 23
<PAGE>
Pioneer Capital Growth Fund
NOTES TO FINANCIAL STATEMENTS 4/30/97
1. Organization and Significant Accounting Policies
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 investment objective of the Fund is to seek capital appreciation.
The Fund offers three classes of shares - Class A, Class B, and Class C shares.
Shares of Class A, Class B, and Class C each 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 Board of Trustees. Dividend
income is recorded on the ex-dividend date and interest income is recorded
on the accrual basis. Temporary cash investments are valued at amortized
cost.
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 first to select for sale those
24
<PAGE>
Pioneer Capital Growth Fund
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.
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 approximately $700,000 in underwriting commissions on the sale of
fund shares during the six months ended April 30, 1997.
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 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 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.
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.
2. Management Agreement
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 excess over $1 billion.
25
<PAGE>
Pioneer Capital Growth Fund
NOTES TO FINANCIAL STATMENTS 4/30/97 (continued)
In addition, under the management agreement, certain other services and costs,
including accounting, regulatory reporting and insurance premiums, are paid by
the Fund. At April 30, 1997, approximately $891,000 was payable to PMC related
to management fees and certain other services.
3. Transfer Agent
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 $340,000 in transfer agent fees payable to PSC
at April 30, 1997.
4. Distribution Plans
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 $841,000 in distribution fees payable to PFD
at April 30, 1997.
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 six 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, 1997, CDSC in the
amount of approximately $1,255,000 was paid to PFD.
5. Expense Offsets
The Fund has entered into certain directed brokerage and expense offset
arrangements resulting in a reduction in the Fund's total expenses. For the six
months ended April 30, 1997, the Fund's expenses were reduced by approximately
$192,000 under such arrangements.
26
<PAGE>
Pioneer Capital Growth Fund
6. Affiliated Companies
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, 1997:
<TABLE>
<CAPTION>
Dividend
Affiliates Purchases Sales Income Value
- ---------------------------- ------------- ------------- ------------ -------------
<S> <C> <C> <C> <C>
Avondale Industries, Inc. $ - $ 6,273,790 $ - $ 15,309,375
BancTec, Inc. - 10,255,104 - 24,457,950
Bluegreen Corp. - - - 4,935,748
Brush Wellman, Inc. 2,000,381 - 168,872 16,400,800
Cole National Corp. 3,464,969 - - 19,701,000
Ethical Holdings, Plc
(Sponsored A.D.R.) 854,375 - - 5,150,625
Fingerhut Companies, Inc. 1,203,611 1,889,539 202,608 36,399,600
Galey & Lord, Inc. - 742,695 - 17,754,975
Gryphon Holdings, Inc. - - - 9,487,500
Guilford Mills, Inc. - - 263,910 24,851,525
ImClone Systems, Inc. - - - 7,277,500
Insilco Corp. - - - 27,706,550
Justin Industries - - 158,696 22,068,662
Ladd Furniture, Inc. - 387,487 - 9,218,225
Lamson & Sessions Co. - - - 9,127,500
Levitz Furniture, Inc. - - - 5,386,000
Marcam Corp. - - - 13,136,500
Micro Focus Group Plc
(Sponsored A.D.R.) - 2,540,540 - 27,784,250
Park Ohio Industries, Inc. - - - 13,155,625
Rival Company 3,489,627 961,222 53,160 9,101,500
Supreme Industries, Inc. - - - 5,392,530
Tultex Corp. - - - 10,958,350
Wellman, Inc. 10,299,596 - 293,456 32,492,250
Whittaker Corp. - - - 10,437,875
Worldtex, Inc. - - - 9,390,550
------------ ------------ ----------- -------------
$21,312,559 $23,050,377 $1,140,702 $387,082,965
------------ ------------ ----------- -------------
</TABLE>
27
<PAGE>
Pioneer Capital Growth Fund
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, including the schedule of
investments, of Pioneer Capital Growth Fund (one of the portfolios constituting
Pioneer Growth Trust) as of April 30, 1997, 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, 1997 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 (of Pioneer Growth Trust) as of April 30, 1997, 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.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
June 2, 1997
28
<PAGE>
Pioneer Capital Growth Fund
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
Trustees Officers
John F. Cogan, Jr. John F. Cogan, Jr., Chairman and
Richard H. Egdahl, M.D. President
Margaret B.W. Graham David D. Tripple, Executive Vice President
John W. Kendrick J. Rodman Wright, Vice President
Marguerite A. Piret William H. Keough, Treasurer
David D. Tripple Joseph P. Barri, Secretary
Stephen K. West
John Winthrop
Investment Adviser
Pioneering Management Corporation
Custodian
Brown Brothers Harriman & Co.
Independent Public Accountants
Arthur Andersen LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneering Services Corporation
29
<PAGE>
HOW TO CONTACT PIONEER
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
You can call us for:
Account information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Or write to us at:
Pioneering Services Corporation
60 State Street
Boston, Massachusetts 02109
Our toll-free fax 1-800-225-4240
Our Internet e-mail address [email protected]
(for general questions about Pioneer only)
Or visit our web site: www.pioneerfunds.com
This report must be preceded or accompanied by a current
Fund prospectus.
(Pioneer logo)
Pioneer Funds Distributor, Inc.
60 State Street
Boston, Massachusetts 02109 0697 - 4217
(C) Pioneer Funds Distributor, Inc.
[Recycle Logo] Printed on Recycled Paper
