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[LOGO]
PIONEER
EQUITY-INCOME
FUND
ANNUAL REPORT 10/31/00
<PAGE>
TABLE OF CONTENTS
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<TABLE>
<S> <C>
Letter from the President 1
Portfolio Summary 2
Performance Update 3
Portfolio Management Discussion 7
Schedule of Investments 11
Financial Statements 17
Notes to Financial Statements 24
Report of Independent Public Accountants 29
Results of Shareowner Meeting 30
Trustees, Officers and Service Providers 31
Programs and Services for Pioneer Shareowners 32
Retirement Plans from Pioneer 33
The Pioneer Family of Mutual Funds 36
</TABLE>
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Pioneer Equity-Income Fund
LETTER FROM THE PRESIDENT 10/31/00
------------------------------------------------------------------------
DEAR SHAREOWNER,
---------------------------------------------------------------
The year 2000, the last year of the old millenium, is ending on an historically
unsettling note. The bewildering final days of the presidential election have
come on top of a period of increased market volatility, leaving us all feeling
unsettled. We at Pioneer are convinced that the market's volatility has its
roots not in politics but in the signs of a slowing economy and in the sudden
realization by investors that some market valuations, notably technology, had
become irrational. As the new millenium unfolds we expect investors to get back
to work assessing the policies of the new administration, evaluating the
prospects for a growing economy and identifying undervalued companies.
As seasoned investors we treat periods of turmoil as periods of opportunity,
looking for the few significant facts and trends that hide well behind the
clutter of daily events. I think that you should do the same thing. This is a
good year, and a good time of the year, to evaluate your retirement program
contributions, to compare a Roth IRA with a traditional IRA and to reassess your
investment allocations in light of current market conditions. A successful
investment program requires not only money, but time and planning. Your
investment professional is your best guide to making these important decisions.
AN IMPORTANT ANNOUNCEMENT FROM PIONEER
---------------------------------------------------------------
I'm very happy to report that, on October 24, 2000, Pioneer Investment
Management became a wholly owned subsidiary of UniCredito Italiano S.p.A., one
of Italy's largest and most successful banking groups. All of UniCredito's
investment operations will be combined to form Pioneer Global Asset Management
S.p.A., which will manage over $110 billion for global individual and
institutional clients. The new Pioneer Global will bring to Pioneer greater
analytical resources that complement our broad set of investment skills,
reinforcing Pioneer's tradition of fundamental investment analysis and sound
long-term portfolio management. We believe fund shareholders will benefit from
this merger.
All of us at Pioneer Investments appreciate your decision to invest with us and
look forward to helping you reach your financial goals.
Sincerely,
/s/ David Tripple
David Tripple
Pioneer Investment Management, Inc.
1
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Pioneer Equity-Income Fund
PORTFOLIO SUMMARY 10/31/00
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PORTFOLIO DIVERSIFICATION
---------------------------------------------------------------
(As a percentage of total investment portfolio)
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S> <C>
U.S. Common Stocks 97.5%
U.S. Convertible Securities 2.0%
Short-Term Cash Equivalents 0.5%
</TABLE>
SECTOR DISTRIBUTION
---------------------------------------------------------------
(As a percentage of equity holdings)
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S> <C>
Financial 18%
Utilities 18%
Communication Services 15%
Health Care 12%
Energy 10%
Technology 7%
Consumer Staples 5%
Consumer Cyclicals 5%
Basic Materials 2%
Other 8%
</TABLE>
10 LARGEST HOLDINGS
---------------------------------------------------------------
(As a percentage of equity holdings)
<TABLE>
<C> <S> <C> <C> <C> <C>
1. SBC Communications, Inc. 6.59% 6. Chevron Corp. 2.96%
2. Schering-Plough Corp. 4.70 7. Texaco Inc. 2.86
3. Exxon Mobil Corp. 3.42 8. Ford Motor Co. 2.56
4. Constellation Energy Group 3.21 9. Duke Energy Corp. 2.39
5. Verizon Communications 3.15 10. Bellsouth Corp. 2.31
</TABLE>
Fund holdings will vary for other periods.
2
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS A SHARES
------------------------------------------------------------------------
SHARE PRICES AND DISTRIBUTIONS
---------------------------------------------------------------
<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 10/31/00 10/31/99
<S> <C> <C> <C>
$29.55 $29.97
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(10/31/99-10/31/00) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
$0.517 $0.008 $1.752
</TABLE>
INVESTMENT RETURNS
---------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Equity-Income Fund at public offering price, compared to the growth of
the Standard & Poor's 500 Index.
<TABLE>
AVERAGE ANNUAL TOTAL RETURNS
(As of October 31, 2000)
NET ASSET PUBLIC OFFERING
PERIOD VALUE PRICE*
<S> <C> <C>
10 Years 17.07% 16.38%
5 Years 16.29 14.92
1 Year 6.90 0.76
</TABLE>
<TABLE>
<C> <S>
* Reflects deduction of the maximum
5.75% sales charge at the
beginning of the period and
assumes reinvestment of
distributions at net asset value.
</TABLE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
Growth of $10,000
<TABLE>
<S> <C> <C>
Pioneer Equity- Standard & Poor's
Income Fund * 500 Index
10/31/90 $9,425 $10,000
$12,735 $13,350
10/31/92 $14,841 $14,676
$17,914 $16,859
10/31/94 $17,931 $17,514
$21,429 $22,133
10/31/96 $24,757 $27,447
$32,282 $36,261
10/31/98 $38,316 $44,234
$42,630 $55,568
10/31/00 $45,572 $58,934
</TABLE>
3
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS A SHARES (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<C> <S>
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.
</TABLE>
4
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS B SHARES
------------------------------------------------------------------------
SHARE PRICES AND DISTRIBUTIONS
---------------------------------------------------------------
<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 10/31/00 10/31/99
<S> <C> <C> <C>
$29.37 $29.78
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(10/31/99-10/31/00) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
$0.278 $0.008 $1.752
</TABLE>
INVESTMENT RETURNS
---------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Equity-Income Fund, compared to the growth of the Standard & Poor's 500
Index.
<TABLE>
AVERAGE ANNUAL TOTAL RETURNS
(As of October 31, 2000)
IF IF
PERIOD HELD REDEEMED*
<S> <C> <C>
Life-of-Fund 15.44% 15.44%
(4/4/94)
5 Years 15.41 15.29
1 Year 6.04 2.10
</TABLE>
<TABLE>
<C> <S>
* 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.
</TABLE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
Growth of $10,000
<TABLE>
<S> <C> <C>
Pioneer Equity- Standard & Poor's
Income Fund * 500 Index
4/4/94 $10,000 $10,000
$10,343 $10,273
10/31/94 $10,593 $10,922
$11,036 $12,065
$12,568 $13,802
$13,854 $15,698
10/31/96 $14,416 $17,116
$15,853 $19,641
$18,646 $22,613
$22,009 $27,694
10/31/98 $21,971 $27,585
$24,529 $33,732
$24,263 $34,653
$23,061 $37,134
10/31/00 $25,728 $36,752
</TABLE>
4
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Pioneer Equity-Income Fund
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<TABLE>
<C> <S>
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.
</TABLE>
5
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS C SHARES
------------------------------------------------------------------------
SHARE PRICES AND DISTRIBUTIONS
---------------------------------------------------------------
<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 10/31/00 10/31/99
<S> <C> <C> <C>
$29.32 $29.75
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(10/31/99-10/31/00) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
$0.272 $0.008 $1.752
</TABLE>
INVESTMENT RETURNS
---------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Equity-Income Fund, compared to the growth of the Standard & Poor's 500
Index.
<TABLE>
AVERAGE ANNUAL TOTAL RETURNS
(As of October 31, 2000)
IF IF
PERIOD HELD REDEEMED*
<S> <C> <C>
Life-of-Fund 14.16% 14.16%
(1/31/96)
1 Year 5.94 5.94
</TABLE>
<TABLE>
<C> <S>
* Assumes reinvestment of
distributions. The 1% contingent
deferred sales charge (CDSC)
applies to investments sold within
one year of purchase.
</TABLE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
Growth of $10,000
<TABLE>
<S> <C> <C>
Pioneer Equity- Standard & Poor's
Income Fund * 500 Index
1/31/96 $10,000 $10,000
$10,133 $10,340
$9,745 $10,173
10/31/96 $10,534 $11,274
$11,405 $12,631
$11,580 $12,937
$13,563 $15,473
10/31/97 $13,622 $14,894
$14,795 $16,030
$16,075 $18,241
$15,828 $18,456
10/31/98 $16,047 $18,169
$16,858 $21,230
$17,908 $22,218
$17,879 $22,177
10/31/99 $17,708 $22,825
$16,551 $23,419
$16,813 $24,459
$17,016 $24,164
10/31/00 $18,761 $24,207
</TABLE>
5
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS C SHARES (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<C> <S>
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.
</TABLE>
6
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Pioneer Equity-Income Fund
PERFORMANCE UPDATE 10/31/00 CLASS Y SHARES
------------------------------------------------------------------------
SHARE PRICES AND DISTRIBUTIONS
---------------------------------------------------------------
<TABLE>
<CAPTION>
NET ASSET VALUE
PER SHARE 10/31/00 10/31/99
<S> <C> <C> <C>
$29.59 $30.00
<CAPTION>
DISTRIBUTIONS PER SHARE INCOME SHORT-TERM LONG-TERM
(10/31/99-10/31/00) DIVIDENDS CAPITAL GAINS CAPITAL GAINS
<S> <C> <C> <C>
$0.619 $0.008 $1.752
</TABLE>
INVESTMENT RETURNS
---------------------------------------------------------------
The mountain chart on the right shows the growth of a $10,000 investment made in
Pioneer Equity-Income Fund, compared to the growth of the Standard & Poor's 500
Index.
<TABLE>
AVERAGE ANNUAL TOTAL RETURNS*
(As of October 31, 2000)
PERIOD IF HELD IF REDEEMED
<S> <C> <C>
Life-of-Fund 7.32% 7.32%
(7/2/98)
1 Year 7.33 7.33
</TABLE>
<TABLE>
<C> <S>
* Assumes reinvestment of
distributions.
</TABLE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
Growth of $10,000
<TABLE>
<S> <C> <C>
Pioneer Equity- Standard & Poor's
Income Fund * 500 Index
7/2/98 $10,000 $10,000
$9,680 $9,788
10/31/98 $9,841 $9,635
$10,366 $11,259
$11,045 $11,783
$11,060 $11,761
10/31/99 $10,990 $12,104
$10,307 $12,420
$10,506 $12,971
$10,667 $12,815
10/31/00 $11,796 $12,838
</TABLE>
6
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Pioneer Equity-Income Fund
------------------------------------------------------------------------
<TABLE>
<C> <S>
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.
</TABLE>
7
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Pioneer Equity-Income Fund
PORTFOLIO MANAGEMENT DISCUSSION 10/31/00
------------------------------------------------------------------------
In the following discussion John Carey, the portfolio manager of Pioneer
Equity-Income Fund, reviews some of the factors that affected the Fund's
peformance for the year ended October 31, 2000.
Q:The fiscal year ended October 31, 2000, was marked by extreme fluctuations in
the U.S. stock market. What has that meant for dividend-paying stocks?
A:Pioneer Equity-Income Fund concluded its eleventh fiscal year on October 31,
2000. Few years have seemed as tumultuous for the stock market as the past
year has been. The volatility in the soaring, then sinking, again soaring, and
again sinking technology sector was especially pronounced. Dividend-paying
stocks also had their ups and downs during the year (and note that some
technology stocks do also pay dividends!) On the whole, though, the year was
not really very exceptional. Moderate returns characterized both our Fund and
the market in general as measured by the Standard & Poor's 500 Index.
For the twelve months ended October 31, the Fund showed a total return of
6.90% on Class A shares (6.04% for Class B shares and 5.94% for Class C
shares) versus 6.06% for the S&P 500 and 6.02% for the average fund in
Lipper, Inc.'s Equity Income category. (Lipper is an independent firm that
tracks mutual fund performance.)
The first four months or so of our year -- November through the beginning of
March -- saw stupendous price gains for technology issues. Then a big slump
occurred for those stocks, followed by some recovery in the summer, and
finally renewed weakness in the fall. Pioneer Equity-Income Fund is
generally underweighted relative to the S&P 500 in technology investments,
both because of our overall portfolio objective of generating above-average
dividend income, and because we also aim to keep the average
price-to-earnings multiple on the portfolio below that of the S&P.
Many investors appear to assume that technology will always be the leading
market sector, or at least the most exuberant, popular or influential. One
need only recall that natural resources companies
7
<PAGE>
Pioneer Equity-Income Fund
PORTFOLIO MANAGEMENT DISCUSSION 10/31/00 (CONTINUED)
------------------------------------------------------------------------
similarly, although not with the same magnitude, captivated investors in the
late 1970s and early 1980s, or that branded consumer goods companies were
the apples of investors' eyes from the late 1980s until well into the 1990s,
to see how shortsighted that assumption might be.
The only certainty about the market is its ever changing outlook on
companies, industries and the economy. Investors look at areas where money
is being made and where further growth is possible, and it will not matter
to them ultimately which areas those are from one year to the next and from
one decade to the next. To be trapped in the notion that it will always be
technology or any other industry where investors will find the greatest
opportunity seems to us quite foolhardy.
What we do in our Fund is focus on companies in a wide variety of industries
that nevertheless share common characteristics; they are profitable, they
share their profits with shareholders in the form of dividend payments, and
they retain the financial strength to stay profitable and continue paying
dividends. We take a "bottom-up" approach, seeking the evidence of good
businesses. While there were times during the past year when our approach
appeared to be regarded as "stodgy," in the end it produced respectable
results in a market that many found quite rough.
Q:What sectors and Fund holdings had an important impact on the performance of
the Fund?
A:The positive results of the Fund during the year were generated by a wide
cross-section of portfolio holdings. Most heartening was the strong
performance of several industries that had lagged the market quite badly in
earlier periods, including electric utilities, property-and-casualty insurers,
and oil-and-gas companies. The Fund also benefited from the wave of mergers
and acquisitions, as several of our larger holdings were bought by other
companies at premium prices. Those included Best Foods, Atlantic Richfield,
Reliastar, USWest Communications, and First Security.
At the same time, some of our basic industry, transportation, and consumer
cyclical holdings struggled. While the leading economic indicators were
giving mixed signals, there did certainly seem to be the
8
<PAGE>
Pioneer Equity-Income Fund
------------------------------------------------------------------------
evidence of an economic slowdown in the lackluster results of many companies
in those sectors.
Q:The Fund has a meaningful stake in financial stocks (18% at October 31, 2000).
What effect did rising interest rates have on those holdings?
A:It has been our approach to keep a well-diversified mix of financial
companies, precisely because of the interest rate risk to which almost all
financials are exposed in one way or another. Thus we have investments in
insurers, banks, securities brokers, and investment management companies. We
have also emphasized those companies in each area of finance that appear to
have taken a conservative approach to their business and allowed for the
unforeseen but inevitable setbacks that from time to time hit every company in
the financial industry. Interest rates have been a big issue over this past
year, though it may be that they will not move higher from here, but rather
will go down in the next year.
However, there will still be plenty for investors in financial stocks to
worry about, ranging from deteriorating credit quality in bank loan
portfolios to a slowing securities underwriting cycle in the wake of the
collapse of internet stocks, to heightened competition among brokers and
other financial services companies for new clients. We are keeping an eye on
all of those things, but we also see some promising developments, including
better pricing in commercial insurance lines, a clearer focus on overseas
opportunities, and easing regulations on combinations of different financial
businesses. The last development may well mean that we shall see additional
merger-and-acquisition activity in our portfolio of financial stocks.
Q:What is your outlook for the Fund?
A:Naturally, we are always hopeful for our Fund, but we do think that there are
now some particular reasons to be hopeful. A decline in interest rates would
be quite helpful not only to banks and other financial companies, but also to
the basic industry and consumer cyclical companies. For, while the decline
would most likely be a sign of economic slowdown, the easing
9
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Pioneer Equity-Income Fund
PORTFOLIO MANAGEMENT DISCUSSION 10/31/00 (CONTINUED)
------------------------------------------------------------------------
of credit would eventually be a stimulus to renewed growth. Our portfolio
does include quite a number of companies that are economically sensitive or
cyclical. They could get a big boost were interest rates to come down.
Secondly, there does appear to have been something of a shift in the market
away from the "concept" stocks like the internet and "new telecomm" and
biotech stocks toward the more conservatively priced stocks of the steadily
profitable and well established companies more typical of the holdings in
our Fund. We are reluctant to make too much of that, as we know how quickly
the market can change direction yet again.
Finally dividends, and dividend-paying stocks have emerged, if not into the
limelight, at least from the darkest shadows of the stage. Historically,
dividends have been an important part of the total return available on
stocks. During this past year that was again the case. While distant history
is often of interest to people, recent history is more likely to catch their
attention. So we think that our focus on dividends stands a chance of
becoming more widespread.
As always, we are much appreciative for your support, and we look forward to
reporting to you on the Fund's performance during the coming year.
10
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Pioneer Equity-Income Fund
SCHEDULE OF INVESTMENTS 10/31/00
------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<C> <S> <C>
CONVERTIBLE PREFERRED STOCKS - 2.0%
123,000 Cox Communication, Inc., 7.00%, 08/16/02 $ 7,195,500
84,700 Union Pacific Capital Trust, 6.25%, 4/1/28 3,708,335
123,000 Union Pacific Capital Trust, 6.25%, 4/1/28 (144A) 5,385,186
------------
TOTAL CONVERTIBLE PREFERRED STOCKS
(Cost $15,543,900) $ 16,289,021
------------
COMMON STOCKS - 97.5%
BASIC MATERIALS - 1.9%
CHEMICALS - 0.6%
105,232 E.I. du Pont de Nemours and Co. $ 4,774,902
------------
IRON & STEEL - 0.9%
523,405 Roanoke Electric Steel Corp. $ 5,234,050
250,000 Worthington Industries, Inc. 2,390,625
------------
$ 7,624,675
------------
METALS MINING - 0.4%
75,000 Phelps Dodge Corp. $ 3,506,250
------------
TOTAL BASIC MATERIALS $ 15,905,827
------------
CAPITAL GOODS - 4.0%
AEROSPACE/DEFENSE - 0.3%
38,700 General Dynamics Corp. $ 2,769,469
------------
MACHINERY (DIVERSIFIED) - 0.9%
505,957 The Gorman-Rupp Co.+ $ 7,779,089
------------
MANUFACTURING (SPECIALIZED) - 1.2%
112,550 Diebold, Inc. $ 2,926,300
117,800 Johnson Controls, Inc. 7,023,825
------------
$ 9,950,125
------------
TRUCKS & PARTS - 1.6%
310,500 PACCAR, Inc. $ 13,060,406
------------
TOTAL CAPITAL GOODS $ 33,559,089
------------
COMMUNICATION SERVICES - 15.0%
TELECOMMUNICATIONS (LONG DISTANCE) - 1.6%
522,000 Sprint Corp. $ 13,311,000
------------
TELEPHONE - 13.4%
184,585 Alltel Corp. $ 11,894,196
396,400 BellSouth Corp. 19,151,075
</TABLE>
The accompanying notes are an integral part of these financial statements. 11
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Pioneer Equity-Income Fund
SCHEDULE OF INVESTMENTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<C> <S> <C>
TELEPHONE - 13.4% - (CONTINUED)
944,669 SBC Communications, Inc. $ 54,495,593
451,354 Verizon Communications 26,093,903
------------
$111,634,767
------------
TOTAL COMMUNICATION SERVICES $124,945,767
------------
CONSUMER CYCLICALS - 5.3%
AUTOMOBILES - 2.6%
810,803 Ford Motor Corp. $ 21,182,228
------------
PUBLISHING - 1.2%
160,000 The McGraw-Hill Co., Inc. $ 10,270,000
------------
PUBLISHING (NEWSPAPERS) - 0.1%
20,000 Tribune Co. $ 741,250
------------
RETAIL (DEPARTMENT STORES) - 0.8%
100,000 Harcourt General, Inc. $ 5,605,000
41,000 May Department Stores Co. 1,076,250
------------
$ 6,681,250
------------
SERVICES (ADVERTISING/MARKETING) - 0.6%
117,800 The Interpublic Group of Companies, Inc. $ 5,058,038
------------
TOTAL CONSUMER CYCLICALS $ 43,932,766
------------
CONSUMER STAPLES - 4.9%
BEVERAGES (NON-ALCOHOLIC) - 0.7%
121,300 PepsiCo, Inc. $ 5,875,468
------------
ENTERTAINMENT - 1.1%
531,200 Cedar Fair, L.P. $ 9,462,000
------------
FOODS - 2.6%
130,000 Campbell Soup Co. $ 3,802,500
156,000 General Mills, Inc. 6,513,000
177,750 H.J. Heinz Co. 7,454,391
50,000 The Quaker Oats Co. 4,078,125
------------
$ 21,848,016
------------
HOUSEHOLD PRODUCTS (NON-DURABLES) - 0.5%
66,000 Colgate-Palmolive Co. $ 3,878,160
------------
TOTAL CONSUMER STAPLES $ 41,063,644
------------
ENERGY - 9.7%
OIL (DOMESTIC INTEGRATED) - 0.5%
153,305 Conoco Inc. (Class B) $ 4,167,980
------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
12
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Pioneer Equity-Income Fund
------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<C> <S> <C>
OIL (INTERNATIONAL INTEGRATED) - 9.2%
297,700 Chevron Corp. $ 24,448,612
400,000 Texaco, Inc. 23,625,000
316,939 Exxon Mobil Corp. 28,266,997
------------
$ 76,340,609
------------
TOTAL ENERGY $ 80,508,589
------------
FINANCIAL - 18.3%
BANKS (MAJOR REGIONAL) - 5.7%
50,000 Comerica, Inc. $ 3,015,625
98,440 FleetBoston Financial Corp. 3,740,720
266,600 Mellon Financial Corp. 12,863,450
264,000 National City Corp. 5,643,000
447,077 Old Kent Financial Corp. 12,378,444
215,663 Wells Fargo Co. 9,987,870
------------
$ 47,629,109
------------
BANKS (REGIONAL) - 1.3%
250,000 First Tennessee National Corp. $ 5,750,000
164,700 SouthTrust Corp. 5,332,163
------------
$ 11,082,163
------------
INSURANCE (PROPERTY/CASUALTY) - 4.4%
170,100 Chubb Corp. $ 14,362,818
175,050 HSB Group, Inc. 6,925,416
150,000 Safeco Corp. 3,628,125
227,800 St. Paul Companies, Inc. 11,674,750
------------
$ 36,591,109
------------
INVESTMENT MANAGEMENT - 6.9%
232,600 Alliance Capital Management L.P. $ 11,164,800
175,000 Edwards (A.G.), Inc. 8,881,250
104,000 Eaton Vance Corp. (Non-voting) 5,180,500
184,100 Paine Webber Group, Inc. 13,117,125
402,000 T. Rowe Price Associates, Inc. 18,818,625
------------
$ 57,162,300
------------
TOTAL FINANCIAL $152,464,681
------------
HEALTHCARE - 12.0%
HEALTHCARE (DIVERSIFIED) - 4.9%
356,600 Abbott Laboratories $ 18,832,938
</TABLE>
The accompanying notes are an integral part of these financial statements. 13
<PAGE>
Pioneer Equity-Income Fund
SCHEDULE OF INVESTMENTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<C> <S> <C>
HEALTHCARE (DIVERSIFIED) - 4.9% - (CONTINUED)
200,000 Bristol-Myers Squibb Co. $ 12,187,500
105,000 Johnson & Johnson 9,673,125
------------
$ 40,693,563
------------
HEALTHCARE (DRUGS/MAJOR PHARMACEUTICALS) - 6.7%
190,400 Merck & Co., Inc. $ 17,124,100
751,600 Schering-Plough Corp. 38,848,325
------------
$ 55,972,425
------------
HEALTHCARE (MEDICAL PRODUCTS/SUPPLIES) - 0.4%
88,000 Becton, Dickinson & Co. $ 2,948,000
------------
TOTAL HEALTHCARE $ 99,613,988
------------
TECHNOLOGY - 6.6%
COMMUNICATIONS EQUIPMENT - 1.5%
500,000 Motorola Inc. $ 12,468,750
------------
COMPUTER (HARDWARE) - 3.6%
331,200 Hewlett-Packard Co. $ 15,380,100
145,000 IBM Corp. 14,282,500
------------
$ 29,662,600
------------
ELECTRONICS (SEMICONDUCTORS) - 0.5%
100,000 Intel Corp. $ 4,500,000
------------
PHOTOGRAPHY/IMAGING - 1.0%
180,000 Eastman Kodak Co. $ 8,077,500
------------
TOTAL TECHNOLOGY $ 54,708,850
------------
TRANSPORTATION - 1.4%
AIRLINES - 0.6%
100,000 Delta Air Lines, Inc. $ 4,725,000
------------
RAILROADS - 0.8%
105,000 Burlington Northern Santa Fe, Inc. $ 2,789,063
293,600 Norfolk Southern Corp. 4,147,100
------------
$ 6,936,163
------------
TOTAL TRANSPORTATION $ 11,661,163
------------
UTILITIES - 18.4%
ELECTRIC COMPANIES - 11.8%
296,200 Allegheny Energy, Inc. $ 12,125,688
</TABLE>
14 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Equity-Income Fund
------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
<C> <S> <C>
ELECTRIC COMPANIES - 11.8% - (CONTINUED)
235,400 American Electric Power Co., Inc. 9,769,100
636,500 Constellation Energy Group 26,534,094
372,350 DPL, Inc. $ 10,565,430
200,000 DQE, Inc. 6,987,500
229,000 Duke Energy Corp. 19,794,188
284,400 Kansas City Power & Light Co. 6,843,375
140,000 NSTAR 5,416,250
------------
$ 98,035,625
------------
NATURAL GAS - 5.9%
100,600 Buckeye Partners, L.P. $ 2,967,700
454,700 KeySpan Energy Corp. 15,999,756
110,882 Kinder Morgan Energy Partners L.P. 5,266,895
72,200 Lakehead Pipe Line Partners, L.P. (Preferred Units) 2,806,775
191,200 NICOR, Inc. 6,751,750
446,600 Questar Corp. 12,086,113
147,933 Vectren Corp. 3,420,950
------------
$ 49,299,939
------------
POWER PRODUCERS (INDEPENDENT) - 0.2%
100,000 Consol Energy, Inc. $ 1,693,750
------------
WATER UTILITIES - 0.5%
150,400 American Water Works Co., Inc. $ 3,666,000
------------
TOTAL UTILITIES $152,695,314
------------
TOTAL COMMON STOCKS
(Cost $562,954,146) $811,059,678
------------
TOTAL INVESTMENT IN SECURITIES - 99.5%
(Cost $578,498,046) $827,348,699
------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
15
<PAGE>
Pioneer Equity-Income Fund
SCHEDULE OF INVESTMENTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
<C> <S> <C>
TEMPORARY CASH INVESTMENT - 0.5%
COMMERCIAL PAPER - 0.5%
$ 4,470,000 American Express Credit Corp., 6.6%, 11/1/00 $ 4,470,000
------------
TOTAL TEMPORARY CASH INVESTMENT
(Cost $4,470,000) $ 4,470,000
------------
TOTAL INVESTMENT IN SECURITIES AND TEMPORARY CASH
INVESTMENT - 100%
(Cost $582,968,046)(a) $831,818,699
------------
</TABLE>
<TABLE>
<S> <C>
144A Security is exempt from registration under Rule 144A of the
Securities Act of 1933. Such securities may be resold
normally to qualified institutional buyers in a transaction
exempt from registration. At October 31, 2000, the value of
these securities amounted to $5,385,186 or 0.6% of total net
assets.
+ Investment held by the Fund representing 5% or more of the
outstanding voting stock of such company.
(a) At October 31, 2000, the net unrealized gain on investments
based on cost for federal income tax purposes of
$577,696,710 was as follows:
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Aggregate gross unrealized gain for all investments in which
there is an excess of value over cost $281,465,452
Aggregate gross unrealized loss for all investments in which
there is an excess of cost over value (27,343,463)
------------
Net unrealized gain $254,121,989
------------
</TABLE>
Purchases and sales of securities (excluding temporary cash investments) for the
year ended October 31, 2000 aggregated $121,835,858 and $340,463,534,
respectively.
16 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Equity-Income Fund
BALANCE SHEET 10/31/00
------------------------------------------------------------------------
<TABLE>
<S> <C>
ASSETS:
Investment in securities, at value (including temporary
cash
investment of $4,470,000) (cost $582,968,046) $831,818,699
Cash 4,395
Receivables -
Fund shares sold 908,986
Dividends and interest 1,764,715
Other 9,675
------------
Total assets $834,506,470
------------
LIABILITIES:
Payables -
Fund shares repurchased $ 952,497
Due to affiliates 985,749
Accrued expenses 248,530
------------
Total liabilities $ 2,186,776
------------
NET ASSETS:
Paid-in capital $513,998,420
Accumulated undistributed net investment income 5,271,336
Accumulated undistributed net realized gain on investments 64,199,285
Net unrealized gain on investments 248,850,653
------------
Total net assets $832,319,694
------------
NET ASSET VALUE PER SHARE:
(Unlimited number of shares authorized)
Class A (based on $539,601,598/18,257,756 shares) $ 29.55
------------
Class B (based on $257,999,490/8,783,916 shares) $ 29.37
------------
Class C (based on $32,049,641/1,093,134 shares) $ 29.32
------------
Class Y (based on $2,668,965/90,202 shares) $ 29.59
------------
MAXIMUM OFFERING PRICE:
Class A $ 31.35
------------
</TABLE>
The accompanying notes are an integral part of these financial statements. 17
<PAGE>
Pioneer Equity-Income Fund
STATEMENT OF OPERATIONS
------------------------------------------------------------------------
FOR THE YEAR ENDED 10/31/00
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
Dividends $26,047,688
Interest 449,370
-----------
Total investment income $ 26,497,058
------------
EXPENSES:
Management fees $ 5,197,528
Transfer agent fees
Class A 1,054,865
Class B 635,771
Class C 116,526
Class Y 733
Distribution fees
Class A 1,398,213
Class B 2,702,372
Class C 340,207
Administrative fees 202,865
Custodian fees 117,709
Registration fees 123,203
Professional fees 43,488
Printing 50,139
Fees and expenses of nonaffiliated trustees 35,233
Miscellaneous 40,045
-----------
Total expenses $ 12,058,897
Less fees paid indirectly (218,762)
------------
Net expenses $ 11,840,135
------------
Net investment income $ 14,656,923
------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments $ 66,519,762
Change in net unrealized gain on investments (43,657,079)
------------
Net gain on investments $ 22,862,683
------------
Net increase in net assets resulting from operations $ 37,519,606
------------
</TABLE>
18 The accompanying notes are an integral part of these financial statements.
<PAGE>
Pioneer Equity-Income Fund
STATEMENTS OF CHANGES IN NET ASSETS
------------------------------------------------------------------------
FOR THE YEAR ENDED 10/31/00 AND THE YEAR ENDED 10/31/99
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
FROM OPERATIONS: 10/31/00 10/31/99
<S> <C> <C>
Net investment income $ 14,656,923 $ 13,786,196
Net realized gain on investments 66,519,762 61,324,548
Change in net unrealized gain on investments (43,657,079) 25,524,442
-------------- --------------
Net increase in net assets resulting from
operations $ 37,519,606 $ 100,635,186
-------------- --------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.52 and $0.47 per share, respectively) $ (10,555,233) $ (10,285,113)
Class B ($0.28 and $0.23 per share, respectively) (2,749,857) (2,531,367)
Class C ($0.27 and $0.21 per share, respectively) (340,012) (249,159)
Class Y ($0.62 and $0.58 per share, respectively) (60,202) (65,967)
Net realized gain:
Class A ($1.76 and $0.76 per share, respectively) (38,674,197) (15,956,369)
Class B ($1.76 and $0.76 per share, respectively) (19,330,510) (7,785,465)
Class C ($1.76 and $0.76 per share, respectively) (2,471,114) (736,803)
Class Y ($1.76 and $0.76 per share, respectively) (206,266) (80,223)
-------------- --------------
Total distributions to shareowners $ (74,387,391) $ (37,690,466)
-------------- --------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 152,285,109 $ 277,147,856
Reinvestment of distributions 68,083,498 34,629,922
Cost of shares repurchased (385,976,595) (234,614,664)
-------------- --------------
Net increase (decrease) in net assets resulting
from Fund share transactions $ (165,607,988) $ 77,163,114
-------------- --------------
Net increase (decrease) in net assets $ (202,475,773) $ 140,107,834
NET ASSETS:
Beginning of year 1,034,795,467 894,687,633
-------------- --------------
End of year (including accumulated undistributed net
investment income of $5,271,336 and $4,154,150,
respectively) $ 832,319,694 $1,034,795,467
-------------- --------------
</TABLE>
<TABLE>
<CAPTION>
CLASS A '00 SHARES '00 AMOUNT '99 SHARES '99 AMOUNT
<S> <C> <C> <C> <C>
Shares sold 3,626,103 $ 98,582,842 5,534,197 $ 162,178,227
Reinvestment of distributions 1,669,366 45,882,406 858,056 24,507,206
Less shares repurchased (9,114,542) (243,890,094) (5,110,961) (150,324,477)
---------- ------------- ---------- -------------
Net increase (decrease) (3,819,073) $ (99,424,846) 1,281,292 $ 36,360,956
---------- ------------- ---------- -------------
Class B
Shares sold 1,553,273 $ 41,887,882 3,060,616 $ 89,638,439
Reinvestment of distributions 713,993 19,543,375 322,601 9,146,739
Less shares repurchased (4,511,215) (119,487,097) (2,438,832) (71,739,397)
---------- ------------- ---------- -------------
Net increase (decrease) (2,243,949) $ (58,055,840) 944,385 $ 27,045,781
---------- ------------- ---------- -------------
CLASS C
Shares sold 414,172 11,279,145 834,174 $ 24,434,881
Reinvestment of distributions 87,593 2,395,692 29,295 829,857
Less shares repurchased (797,781) (21,091,723) (404,784) (11,931,328)
---------- ------------- ---------- -------------
Net increase (decrease) (296,016) $ (7,416,886) 458,685 $ 13,333,410
---------- ------------- ---------- -------------
Class Y
Shares sold 19,432 $ 535,240 30,456 $ 896,309
Reinvestment of distributions 9,528 262,025 5,108 146,120
Less shares repurchased (56,014) (1,507,681) (20,985) (619,462)
---------- ------------- ---------- -------------
Net increase (decrease) (27,054) $ (710,416) 14,579 $ 422,967
---------- ------------- ---------- -------------
</TABLE>
The accompanying notes are an integral part of these financial statements. 19
<PAGE>
Pioneer Equity-Income Fund
FINANCIAL HIGHLIGHTS 10/31/00
------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
10/31/00 10/31/99 10/31/98 10/31/97 10/31/96
<S> <C> <C> <C> <C> <C>
CLASS A
Net asset value, beginning of year $ 29.97 $ 28.10 $ 24.78 $ 20.37 $ 18.22
-------- -------- -------- -------- --------
Increase from investment operations:
Net investment income $ 0.58 $ 0.48 $ 0.49 $ 0.50 $ 0.55
Net realized and unrealized gain on investments 1.28 2.62 4.04 5.36 2.24
-------- -------- -------- -------- --------
Net increase from investment operations $ 1.86 $ 3.10 $ 4.53 $ 5.86 $ 2.79
Distributions to shareowners:
Net investment income (0.52) (0.47) (0.48) (0.50) (0.50)
Net realized gain (1.76) (0.76) (0.73) (0.95) (0.14)
-------- -------- -------- -------- --------
Net increase (decrease) in net asset value $ (0.42) $ 1.87 $ 3.32 $ 4.41 $ 2.15
-------- -------- -------- -------- --------
Net asset value, end of year $ 29.55 $ 29.97 $ 28.10 $ 24.78 $ 20.37
-------- -------- -------- -------- --------
Total return* 6.90% 11.26% 18.69% 30.40% 15.53%
Ratio of net expenses to average net assets+ 1.11% 1.09% 1.05% 1.11% 1.19%
Ratio of net investment income to average net
assets+ 1.95% 1.62% 1.82% 2.22% 2.85%
Portfolio turnover rate 14% 23% 12% 18% 47%
Net assets, end of year (in thousands) $539,602 $661,598 $584,389 $452,300 $336,384
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.08% 1.07% 1.04% 1.10% 1.18%
Net investment income 1.98% 1.64% 1.83% 2.23% 2.86%
</TABLE>
<TABLE>
<C> <S>
* Assumes initial investment at net asset value at the
beginning of each year, reinvestment of all distributions,
the complete redemption of the investment at net asset value
at the end of each year, and no sales charges. Total return
would be reduced if sales charges were taken into account.
+ Ratios assuming no reduction for fees paid indirectly.
</TABLE>
The accompanying notes are an integral part of these financial statements.
20
<PAGE>
Pioneer Equity-Income Fund
FINANCIAL HIGHLIGHTS 10/31/00
------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
10/31/00 10/31/99 10/31/98 10/31/97 10/31/96
<S> <C> <C> <C> <C> <C>
CLASS B
Net asset value, beginning of year $ 29.78 $ 27.91 $ 24.63 $ 20.26 $ 18.15
-------- -------- -------- -------- --------
Increase from investment operations:
Net investment income $ 0.35 $ 0.25 $ 0.29 $ 0.33 $ 0.41
Net realized and unrealized gain on investments 1.28 2.61 4.01 5.32 2.22
-------- -------- -------- -------- --------
Net increase from investment operations $ 1.63 $ 2.86 $ 4.30 $ 5.65 $ 2.63
Distributions to shareowners:
Net investment income (0.28) (0.23) (0.29) (0.33) (0.38)
Net realized gain (1.76) (0.76) (0.73) (0.95) (0.14)
-------- -------- -------- -------- --------
Net increase (decrease) in net asset value $ (0.41) $ 1.87 $ 3.28 $ 4.37 $ 2.11
-------- -------- -------- -------- --------
Net asset value, end of year $ 29.37 $ 29.78 $ 27.91 $ 24.63 $ 20.26
-------- -------- -------- -------- --------
Total return* 6.04% 10.43% 17.83% 29.35% 14.70%
Ratio of net expenses to average net assets+ 1.91% 1.87% 1.82% 1.88% 1.95%
Ratio of net investment income to average net assets+ 1.15% 0.84% 1.05% 1.45% 2.06%
Portfolio turnover rate 14% 23% 12% 18% 47%
Net assets, end of year (in thousands) $257,999 $328,360 $281,469 $201,360 $134,657
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.89% 1.85% 1.81% 1.87% 1.94%
Net investment income 1.17% 0.86% 1.06% 1.46% 2.07%
</TABLE>
The accompanying notes are an integral part of these financial statements.
21
<PAGE>
Pioneer Equity-Income Fund
FINANCIAL HIGHLIGHTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
<TABLE>
<C> <S>
* Assumes initial investment at net asset value at the
beginning of each year, reinvestment of all distributions,
the complete redemption of the investment at net asset value
at the end of each year, and no sales charges. Total return
would be reduced if sales charges were taken into account.
+ Ratios assuming no reduction for fees paid indirectly.
</TABLE>
The accompanying notes are an integral part of these financial statements.
21
<PAGE>
Pioneer Equity-Income Fund
FINANCIAL HIGHLIGHTS 10/31/00
------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 1/31/96 TO
10/31/00 10/31/99 10/31/98 10/31/97 10/31/96
<S> <C> <C> <C> <C> <C>
CLASS C
Net asset value, beginning of period $ 29.75 $ 27.88 $ 24.61 $ 20.25 $ 19.49
------- ------- ------- ------- -------
Increase from investment operations:
Net investment income $ 0.30 $ 0.22 $ 0.27 $ 0.32 $ 0.27
Net realized and unrealized gain on investments 1.30 2.62 4.02 5.32 0.76
------- ------- ------- ------- -------
Net increase from investment operations $ 1.60 $ 2.84 $ 4.29 $ 5.64 $ 1.03
Distributions to shareowners:
Net investment income (0.27) (0.21) (0.29) (0.33) (0.27)
Net realized gain (1.76) (0.76) (0.73) (0.95) -
------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (0.43) $ 1.87 $ 3.27 $ 4.36 $ 0.76
------- ------- ------- ------- -------
Net asset value, end of period $ 29.32 $ 29.75 $ 27.88 $ 24.61 $ 20.25
------- ------- ------- ------- -------
Total return* 5.94% 10.35% 17.80% 29.32% 5.34%
Ratio of net expenses to average net assets+ 2.02% 1.97% 1.89% 1.93% 1.98%(**)
Ratio of net investment income to average net assets+ 1.05% 0.74% 0.97% 1.35% 1.91%(**)
Portfolio turnover rate 14% 23% 12% 18% 47%
Net assets, end of period (in thousands) $32,050 $41,320 $25,941 $12,324 $ 4,144
Ratios assuming reduction for fees paid indirectly:
Net expenses 1.98% 1.94% 1.87% 1.91% 1.94%(**)
Net investment income 1.09% 0.77% 0.99% 1.37% 1.95%(**)
</TABLE>
<TABLE>
<C> <S>
* 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.
</TABLE>
The accompanying notes are an integral part of these financial statements.
22
<PAGE>
Pioneer Equity-Income Fund
------------------------------------------------------------------------
<TABLE>
<C> <S>
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
</TABLE>
The accompanying notes are an integral part of these financial statements.
22
<PAGE>
Pioneer Equity-Income Fund
FINANCIAL HIGHLIGHTS 10/31/00
------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED 7/2/98 TO
10/31/00 10/31/99 10/31/98
<S> <C> <C> <C>
CLASS Y
Net asset value, beginning of period $30.00 $28.13 $28.72
------ ------ ------
Increase (decrease) from investment
operations:
Net investment income $ 0.70 $ 0.59 $ 0.18
Net realized and unrealized gain (loss)
on investments 1.27 2.62 (0.64)
------ ------ ------
Net increase (decrease) from investment
operations $ 1.97 $ 3.21 $(0.46)
Distributions to shareowners:
Net investment income (0.62) (0.58) (0.13)
Net realized gain (1.76) (0.76) -
------ ------ ------
Net increase (decrease) in net asset
value $(0.41) $ 1.87 $(0.59)
------ ------ ------
Net asset value, end of period $29.59 $30.00 $28.13
------ ------ ------
Total return* 7.33% 11.67% (1.59)%
Ratio of net expenses to average net
assets+ 0.70% 0.70% 0.74%**
Ratio of net investment income to average
net assets+ 2.37% 2.01% 2.07%**
Portfolio turnover rate 28% 23% 12%
Net assets, end of period (in thousands) $2,669 $3,517 $2,888
Ratios assuming reduction for fees paid
indirectly:
Net expenses 0.68% 0.69% 0.74%**
Net investment income 2.39% 2.02% 2.07%**
</TABLE>
<TABLE>
<C> <S>
* Assumes initial investment at net asset value at the
beginning of each period, reinvestment of all distributions
and the complete redemption of the investment at net asset
value at the end of each period.
** Annualized.
+ Ratios assuming no reduction for fees paid indirectly.
</TABLE>
The accompanying notes are an integral part of these financial statements. 23
<PAGE>
Pioneer Equity-Income Fund
NOTES TO FINANCIAL STATEMENTS 10/31/00
------------------------------------------------------------------------
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Pioneer Equity-Income Fund (the Fund), is a Delaware business trust registered
under the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objectives of the Fund are current income and
long-term growth of capital.
The Fund offers four classes of shares - Class A, Class B, Class C and Class Y
shares. Shares of Class A, Class B, Class C and Class Y 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 respectively. There is no distribution
plan for Class Y shareowners.
The Fund's financial statements have been prepared in conformity with accounting
principles generally accepted in the United States 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 as of trade date. The net asset value is
computed once daily, on each day the New York Stock Exchange is open, as of
the close of regular trading on the Exchange. In computing the net asset
value, 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, including
interest on income bearing cash accounts, is recorded on the accrual basis.
Temporary cash investments are valued at amortized cost.
24
<PAGE>
Pioneer Equity-Income Fund
------------------------------------------------------------------------
Gains and losses on sales of investments are calculated on the identified cost
method for both financial reporting and federal income tax purposes.
Settlements from litigation and class action suits are recognized when the
Fund acquires an enforceable right to such awards. Included in net realized
gain from investments is $2,707 of class action settlements received by the
Fund during the year ended October 31, 2000.
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
shareowners. Therefore, no federal income tax provision is required.
The characterization of distributions to shareowners 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.
At October 31, 2000 the Fund reclassified $165,567 from accumulated
undistributed net realized gain on investments to accumulated undistributed
net investment income. The reclassification has no impact on the net asset
value of the Fund and is designed to present the Fund's capital accounts on a
tax basis.
In order to comply with federal income tax regulations, the Fund has
designated $66,494,894 as a capital gain dividend for the purposes of the
dividend paid deduction.
C. FUND SHARES
The Fund records sales and repurchases of its shares as of trade date. Pioneer
Funds Distributor, Inc. (PFD), the principal underwriter for the Fund and a
wholly owned subsidiary of UniCredito Italiano S.p.A., (UniCredito Italiano),
earned $60,377 in underwriting commissions on the sale of fund shares during
the year ended October 31, 2000.
25
<PAGE>
Pioneer Equity-Income Fund
NOTES TO FINANCIAL STATEMENTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
D. CLASS ALLOCATIONS
Distribution fees are calculated based on the average daily net asset values
attributable to Class A, Class B, Class C shares of the Fund, respectively.
Class Y shares are not subject to a distribution plan. Shareowners 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 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 shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, and in the same amount,
except that Class A, Class B, Class C and Class Y shares can bear different
transfer agent and distribution fees.
2. MANAGEMENT AGREEMENT
Pioneer Investment Management, Inc. (PIM), the Fund's investment adviser,
manages the Fund's portfolio and is a wholly owned subsidiary of UniCredito
Italiano. Management fees are calculated at the annual rate of 0.60% of the
Fund's average daily net assets up to $10 billion and 0.575% of the excess over
$10 billion.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund. At October 31, 2000, $439,461 was payable to PIM
related to management fees, administrative fees and certain others services.
3. TRANSFER AGENT
PSC, a wholly owned subsidiary of UniCredito Italiano, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates.
Included in due to affiliates is $194,654 in transfer agent fees payable to PSC
at October 31, 2000.
4. DISTRIBUTION PLANS
The Fund adopted a Plan of Distribution with respect to Class A, Class B and
Class C shares (Class A Plan, Class B Plan, and Class C Plan) in
26
<PAGE>
Pioneer Equity-Income Fund
------------------------------------------------------------------------
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 average
daily net assets attributable to Class A shares 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 the 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 $351,634 in distribution fees payable to PFD at October 31,
2000.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
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 4.00%, 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 CDSCs are paid to PFD. For the year ended October 31, 2000,
CDSCs in the amount of $993,653 were 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 year
ended October 31, 2000, the Fund's expenses were reduced by $218,762 under such
arrangements.
6. LINE OF CREDIT FACILITY
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), collectively participate in a $50 million committed, unsecured revolving
line of credit facility. Borrowings are used solely for temporary or emergency
purposes. The Fund may borrow up to the lesser of $50 million or the limits set
by its prospectus for borrowings. Interest on collective borrowings of up to $25
million is payable at the Federal Funds Rate plus 3/8% on an annualized basis,
or at the Federal Funds Rate plus 1/2% if the borrowing exceeds $25 million at
any one time. The Funds pay an
27
<PAGE>
Pioneer Equity-Income Fund
NOTES TO FINANCIAL STATEMENTS 10/31/00 (CONTINUED)
------------------------------------------------------------------------
annual commitment fee for this facility. The commitment fee is allocated among
such Funds based on their respective borrowing limits.
The average daily amount of borrowings outstanding during the year ended
October 31, 2000 was $128,538. The average daily shares outstanding during the
period were 31,957,169 resulting in an average borrowing of less than one cent
per share. The related weighted average annualized interest rate for the period
was 6.40%, and the total interest expense on such borrowings was $12,663.
7. AFFILIATED COMPANIES
The Fund's investments in certain companies exceed 5% of the outstanding voting
stock. Such companies are deemed affiliates of the Fund for financial reporting
purposes. The following summarizes transactions with affiliates of the Fund as
of October 31, 2000:
<TABLE>
DIVIDEND
AFFILIATES PURCHASES SALES INCOME VALUE
<S> <C> <C> <C> <C>
The Gorman-Rupp Co. $ - $ - $308,634 $7,779,089
</TABLE>
28
<PAGE>
Pioneer Equity-Income Fund
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
------------------------------------------------------------------------
TO THE SHAREOWNERS AND THE BOARD OF TRUSTEES OF PIONEER EQUITY-INCOME FUND:
We have audited the accompanying balance sheet, including the schedule of
investments, of Pioneer Equity-Income Fund as of October 31, 2000, 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 auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of October 31, 2000, by correspondence with the custodian. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Equity-Income Fund as of October 31, 2000, the results of its
operations, the changes in its net assets, and the financial highlights for the
periods presented, in conformity with accounting principles generally accepted
in the United States.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
December 5, 2000
29
<PAGE>
Pioneer Equity-Income Fund
RESULTS OF SHAREOWNER MEETING
------------------------------------------------------------------------
On September 11, 2000, Pioneer Equity-Income Fund held a special meeting of
shareowners to approve a new management contract between the Fund and Pioneer
Investment Management, Inc., the Fund's investment adviser. Shareowners also
voted to elect trustees. Both proposals passed by shareowner vote. The new
management contract took effect when UniCredito Italiano S.p.A. completed its
acquisition of the Pioneer Group, Inc. on October 24, 2000. Here are the
detailed results of the votes.
Proposal 1 -- To approve a new management contract.
<TABLE>
<CAPTION>
AFFIRMATIVE AGAINST ABSTAIN
<S> <C> <C>
20,246,803.291 734,617.735 598,101.976
</TABLE>
Proposal 2 -- To elect trustees.
<TABLE>
<CAPTION>
NOMINEE AFFIRMATIVE WITHHELD
<S> <C> <C>
M.K.
Bush 21,032,482.834 547,040.168
J.F.
Cogan,
Jr. 21,055,681.928 523,841.074
Dr. R.
H.
Egdahl 21,061,566.898 517,956.104
M.B.W.
Graham 21,077,154.574 502,368.428
M.A.
Piret 21,064,378.886 515,144.116
D.D.
Tripple 21,073.007.954 506,515.048
S.K.
West 21,064,098.747 515,424.255
J.
Winthrop 21,080,393.069 499,129.933
</TABLE>
30
<PAGE>
Pioneer Equity-Income Fund
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
------------------------------------------------------------------------
Trustees
John F. Cogan, Jr., Chairman
Mary K. Bush
Richard H. Egdahl, M.D.
Margaret B.W. Graham
Marguerite A. Piret
David D. Tripple
Stephen K. West
John Winthrop
Investment Adviser
Pioneer Investment Management, Inc.
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
Officers
John F. Cogan, Jr., President
David D. Tripple, Executive Vice
President
Vincent Nave, Treasurer
Joseph P. Barri, Secretary
31
<PAGE>
THE PIONEER FAMILY OF MUTUAL FUNDS
------------------------------------------------------------------------
For information about any Pioneer mutual fund, please contact your investment
professional, or call Pioneer at 1-800-225-6292. Ask for a free fund information
kit, which includes a fund prospectus. Please read the prospectus carefully
before you invest or send money.
Growth Funds
UNITED STATES
Pioneer Growth Shares
Pioneer Micro-Cap Fund
Pioneer Mid-Cap Fund
Pioneer Mid-Cap Value Fund
Pioneer Science & Technology Fund
Pioneer Small Company Fund
Pioneer Tax-Managed Fund
INTERNATIONAL / GLOBAL
Pioneer Emerging Markets Fund
Pioneer Europe Fund
Pioneer Indo-Asia Fund
Pioneer International Growth Fund
Pioneer World Equity Fund
Growth and Income Funds
Pioneer Fund
Pioneer II
Pioneer Balanced Fund
Pioneer Equity-Income Fund
Pioneer Real Estate Shares
Income Funds
TAXABLE
Pioneer America Income Trust
Pioneer Bond Fund
Pioneer High Yield Fund
Pioneer Limited Maturity Bond Fund
Pioneer Strategic Income Fund
32
<PAGE>
------------------------------------------------------------------------
TAX-FREE
Pioneer Tax-Free Income Fund
Money Market Fund
Pioneer Cash Reserves Fund*
* An investment in the Fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although the Fund seeks
to preserve the value of your investment at $1 per share, it is possible to
lose money by investing in the Fund.
33
<PAGE>
PROGRAMS AND SERVICES FOR PIONEER SHAREOWNERS
------------------------------------------------------------------------
Your investment representative can give you additional information on Pioneer's
programs and services. If you want to order literature on any of the following
items directly, simply call Pioneer at 1-800-225-6292.
FactFone-SM-
Our automated account information service, available to you 24 hours a day,
seven days a week. FactFone gives you a quick and easy way to check fund share
prices, yields, dividends and distributions, as well as information about your
own account. Simply call 1-800-225-4321. For specific account information, have
your 13-digit account number and four-digit personal identification number at
hand.
90-Day Reinstatement Privilege (for Class A Shares)
Enables you to reinvest all or a portion of the money you redeem from your
Pioneer account - without paying a sales charge - within 90 days of your
redemption. You have the choice of investing in any Pioneer fund, as long as you
meet its minimum investment requirement.
Investomatic Plan
An easy and convenient way for you to invest on a regular basis. All you need to
do is authorize a set amount of money to be moved out of your bank account into
the Pioneer fund of your choice. Investomatic also allows you to change the
dollar amount, frequency and investment date right over the phone. By putting
aside affordable amounts of money regularly, you can build a long-term
investment - without sacrificing your current standard of living.
Payroll Investment Program (PIP)
Lets you invest in a Pioneer fund directly through your paycheck. All that's
involved is for your employer to fill out an authorization form allowing Pioneer
to deduct from participating employees' paychecks. You specify the dollar amount
you want to invest into the Pioneer fund(s) of your choice.
32
<PAGE>
------------------------------------------------------------------------
Automatic Exchange Program
A simple way to move money from one Pioneer fund to another over a period of
time. Just invest a lump sum in one fund, and select the other Pioneer funds you
wish to invest in. You choose the amounts and dates for Pioneer to sell shares
of your original fund and use the proceeds to buy shares of the other funds you
have chosen. Over time, your investment will be shifted out of the original
fund. (Automatic Exchange is available for originating accounts with a balance
of $5,000 or more.)
Directed Dividends
Lets you invest cash DIVIDENDS from one Pioneer fund to an account in another
Pioneer fund with no sales charge or fee. Simply fill out the applicable
information on a Pioneer Account Options Form. (This program is available for
dividend payments only; capital gains distributions are not eligible at this
time.)
Direct Deposit
Lets you move money into your bank account using electronic funds transfer
(EFT). EFT moves your money faster than you would receive a check, eliminates
unnecessary paper and mail, and avoids lost checks. Simply fill out a Pioneer
Direct Deposit Form, giving your instructions.
Systematic Withdrawal Plan (SWP)
Lets you establish automatic withdrawals from your account at set intervals. You
decide the frequency and the day of the month you want. Pioneer will send the
proceeds by check to the address you designate, or electronically to your bank
account. You also can authorize Pioneer to make the redemptions payable to
someone else. (SWPs are available for accounts with a value of $10,000 or more.)
33
<PAGE>
RETIREMENT PLANS FROM PIONEER
------------------------------------------------------------------------
Pioneer has a long history of helping people work toward their retirement goals,
offering plans suited to the individual investor and businesses of all sizes.
For more information on Pioneer retirement plans, contact your investment
professional, or call Pioneer at 1-800-622-0176.
Individual Retirement Account (IRA)
An IRA is a tax-favored account that allows anyone under age 70 1/2 with earned
income to contribute up to $2,000 annually. Spouses may contribute up to $2,000
annually into a separate IRA, for a total of $4,000 per year for a married
couple. Earnings are tax-deferred, and contributions may be tax-deductible.
Roth IRA
The Roth IRA came about as part of the Taxpayer Relief Act of 1997 and became
available to investors in 1998. Contributions, up to $2,000 a year, are not
tax-deductible, but earnings are tax-free for qualified withdrawals.
401(k) Plan
The traditional 401(k) plan allows employees to make pre-tax contributions
through payroll deduction, up to $10,500 per year or 25% of pay, whichever is
less. Employers may contribute.
SIMPLE (Savings Incentive Match Plan for Employees) - IRA Plan
Businesses with 100 or fewer eligible employees can establish the plan; it
resembles a traditional 401(k), but has no administration costs. Employees can
make pre-tax contributions of up to $6,000 per year, and an employer
contribution is required.
Most retirement plan withdrawals must meet specific conditions to avoid
penalties.
34
<PAGE>
------------------------------------------------------------------------
403(b) Plan
Also known as a Tax-Sheltered Account (TSA), a 403(b) plan is available only to
employees of public schools, not-for-profit hospitals and certain other
tax-exempt organizations. A 403(b) plan lets employees set aside a portion of
their salary, before taxes, through payroll deduction.
Simplified Employee Pension Plan (SEP)
SEPs let self-employed people and small-business owners make tax-deductible
contributions of up to 15% of their income. Generally, employers must contribute
the same percentage of pay for themselves and any eligible employees;
contributions are made directly to employees' IRAs. SEPs are easy to administer
and can be an especially good choice for firms with few or no employees.
Profit Sharing Plan
Profit sharing plans offer companies considerable flexibility, allowing them to
decide each year whether a contribution will be made and how much, up to 15% of
each participant's pay. These plans can include provisions for loans and vesting
schedules.
Age-Weighted Profit Sharing Plan
Like traditional profit sharing plans, employer contributions are flexible, but
age-weighted plans allocate contributions based on both age and salary.
Age-weighted plans are designed for employers who want to maximize their own
contributions while keeping contributions to employees affordable.
Money Purchase Pension Plan (MPP)
Money purchase plans are similar to profit sharing plans, but allow for higher
annual contributions - up to 25% of pay. MPPs aren't as flexible as profit
sharing plans; a fixed percentage of pay must be contributed each year,
determined when the plan is established. Businesses often set up both MPPs and
profit sharing plans.
Most retirement plan withdrawals must meet specific conditions to avoid
penalties.
35
<PAGE>
THE PIONEER FAMILY OF MUTUAL FUNDS
------------------------------------------------------------------------
For information about any Pioneer mutual fund, please contact your investment
professional, or call Pioneer at 1-800-225-6292. Ask for a free fund information
kit, which includes a fund prospectus. Please read the prospectus carefully
before you invest or send money.
Growth Funds
UNITED STATES
Pioneer Growth Shares
Pioneer Micro-Cap Fund
Pioneer Mid-Cap Fund
Pioneer Mid-Cap Value Fund
Pioneer Science & Technology Fund
Pioneer Small Company Fund
Pioneer Tax-Managed Fund
INTERNATIONAL / GLOBAL
Pioneer Emerging Markets Fund
Pioneer Europe Fund
Pioneer Indo-Asia Fund
Pioneer International Growth Fund
Pioneer World Equity Fund
Growth and Income Funds
Pioneer Fund
Pioneer II
Pioneer Balanced Fund
Pioneer Equity-Income Fund
Pioneer Real Estate Shares
Income Funds
TAXABLE
Pioneer America Income Trust
Pioneer Bond Fund
Pioneer High Yield Fund
Pioneer Limited Maturity Bond Fund
Pioneer Strategic Income Fund
36
<PAGE>
------------------------------------------------------------------------
TAX-FREE
Pioneer Tax-Free Income Fund
Money Market Fund
Pioneer Cash Reserves Fund*
* An investment in the Fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although the Fund seeks
to preserve the value of your investment at $1 per share, it is possible to
lose money by investing in the Fund.
37
<PAGE>
------------------------------------------------------------------------
This page for your notes.
37
<PAGE>
HOW TO CONTACT PIONEER
------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
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
Write to us:
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)
Visit our web site: www.pioneerfunds.com
This report must be preceded or accompanied by a current
Fund prospectus.
<TABLE>
<S> <C> <C>
9444-00-1200
Pioneer Investment Management, Inc. -C- Pioneer Funds
60 State Street Distributor, Inc.
Boston, Massachusetts 02109 yPrinted on Recycled
[LOGO] www.pioneerfunds.com Paper
</TABLE>
