March 11, 1996
SUPPLEMENT TO THE PROSPECTUS OF
PIONEER REAL ESTATE SHARES
dated January 18, 1996
At a Special Meeting of Shareholders held on March 5, 1996, Boston
Financial Securities, Inc. ("BFS") was approved by Shareholders as the Fund's
subadviser with regard to the real estate industry. Pioneering Management
Corporation ("PMC"), as the Fund's investment adviser, will act on the advice
provided by BFS. The following information supplements the corresponding section
of the Prospectus. Please consult the Prospectus for the full text of the
section.
Management of the Fund
BFS is an affiliate of the Boston Financial Group Limited Partnership,
a Massachusetts limited partnership ("Boston Financial"), which together with a
predecessor has extensive experience and expertise in placing, evaluating and
providing advice on a variety of real estate related investments since 1969 for
individuals, institutions and real estate professionals. Several other
affiliates of BFS also provide a variety of financial, consulting and management
services to real estate investors and developers. As one of the largest real
estate asset managers in the U.S., Boston Financial oversees investment in over
$5.5 billion of properties in 49 states. The company serves over 37,000
investors with equity contributions in excess of $1.7 billion in real estate
investments. In its capacity as subadviser to the Fund, BFS (i) identifies and
analyzes real estate industry companies, including real estate properties and
other permissible investments for the Fund, (ii) analyzes market conditions
affecting the real estate industry generally and specific geographical and
securities markets in which the Fund may invest or is invested, (iii)
continuously reviews and analyzes the investments in the Fund's portfolio and
(iv) furnishes advisory reports based on such analysis to PMC.
Mr. Fred N. Pratt, Jr. has the ultimate responsibility for overseeing
the provisions of subadvisory services to the Fund. Mr. Pratt is President and
Chief Executive officer of Boston Financial, a Director of BFS and a Trustee of
the Fund. Mr. Pratt has worked in the real estate industry since 1969. Mr. David
Carter, a Vice President of BFS, has been primarily responsible for the
day-to-day provision of subadvisory services to the Fund since March 6, 1996.
Mr. Carter has worked as a real estate analyst since 1992.
As compensation for its subadvisory services, PMC will pay BFS a
subadvisory fee equal to 0.25% per annum of the Fund's average daily net assets
up to $27 million and 0.50% of average daily net assets in excess of $27
million. After written notice to BFS, the subadvisory fee payable by PMC to BFS
would be reduced proportionally to the extent that the net management fee earned
by PMC is reduced for any reason, including the application of PMC's voluntary
expense limitation agreement.
The executive offices of BFS are located at 101 Arch Street, Boston,
Massachusetts 02110. BFS has not previously served as an investment adviser or
subadviser to a registered investment company, however, on March 5, 1996, at a
Special Meeting of the Shareholders, BFS was approved as the investment
subadviser to the Real Estate Growth Portfolio of Pioneer Variable Contracts
Trust. BFS is a registered broker-dealer and may act as a broker in connection
with the sale of shares of the Fund under a selling agreement with Pioneer Funds
Distributor, Inc. ("PFD").
0396-3217
(C) Pioneer Funds Distributor, Inc.
<PAGE>
March 11, 1996
SUPPLEMENT TO THE
STATEMENT OF ADDITIONAL INFORMATION OF
PIONEER REAL ESTATE SHARES
dated January 18, 1996
At a Special Meeting of Shareholders held on March 5, 1996, Boston
Financial Securities, Inc. ("BFS") was approved by Shareholders as the Fund's
subadviser with regard to the real estate industry. Pioneering Management
Corporation ("PMC"), as the Fund's investment adviser, will act on the advice
provided by BFS. The following information supplements the corresponding section
of the Statement of Additional Information. Please consult the Statement of
Additional Information for the full text of the section.
MANAGEMENT OF THE FUND
Mr. Fred N. Pratt, Jr., Trustee, Date of Birth: December 1944
Boston Financial, 101 Arch Street, Boston, Massachusetts 02110
President and Chief Executive officer of Boston Financial, Director of
BFS, Vice President of Pioneer Variable Contracts Trust - Real Estate Growth
Portfolio.
ADVISORY SERVICES
The Subadviser. Boston Financial Securities, Inc. ("BFS"), 101 Arch Street,
Boston, Massachusetts, serves as the Fund's subadviser. The subadvisory
agreement among the Fund, PMC and BFS expires on May 31, 1997 but is renewable
annually after such date by the vote of a majority of the Board of Trustees of
the Fund (including a majority of the Board of Trustees who are not parties to
the contract of interested persons of any such parties) cast in person at a
meeting called for the purpose of voting on such renewal. This contract
terminates if assigned may be terminated with penalty by either party by vote of
its Board of Directors or Trustees or a majority of its outstanding voting
securities and the giving of 60 days' written notice.
As compensation for its subadvisory services, PMC will pay BFS a
subadvisory fee equal to 0.25% per annum of the Fund's average daily net assets
up to $27 million and 0.50% of average daily net assets in excess of $27
million. The fee is normally computed daily and paid monthly. After written
notice to BFS, the subadvisory fee payable by PMC to BFS will be reduced
proportionally to the extent that the net management fee earned by PMC is
reduced for any reason, including PMC's voluntary expense limitation agreement.
As of December 31, 1995, the following individuals owned beneficially
more than 10% of the outstanding common stock of BFS: Randolph G Hawthorne
(10.53%), Fred N. Pratt, Jr. (12.17%), William B Haynsworth (10.96%), Alvin H.
Howell (11.29%). The address for each of these individuals is BFS, 101 Arch
Street, Boston, Massachusetts 02110.
0396-3217-SAI
(C) Pioneer Funds Distributor, Inc.
