January 26, 1999
PIONEER SMALL COMPANY FUND
SUPPLEMENT TO PROSPECTUS
DATED FEBRUARY 27, 1998
(SUPERSEDES SUPPLEMENTS DATED MAY 12 AND OCTOBER 14, 1998)
The following information supplements the corresponding section in the
Prospectus. Please consult the Prospectus for the full text of the revised
section.
III. INVESTMENT OBJECTIVE AND POLICIES
The Investment Company Act of 1940 (the "1940 Act") requires that the
Fund segregate assets in connection with certain types of transactions. If the
Fund enters into a transaction requiring segregation, the custodian or Pioneer
Investment Management, Inc. ("Pioneer Investments") will segregate liquid assets
in an amount required to comply with the 1940 Act. Such segregated assets will
be valued at market daily. If the aggregate value of such segregated assets
declines below the aggregate value required to satisfy the 1940 Act, additional
liquid assets will be segregated.
The Fund may invest in the securities of other investment companies to
the extent that such investments are consistent with the Fund's investment
objective and policies and permissible under the 1940 Act. Under the 1940 Act,
the Fund may not acquire the securities of other investment companies if, as a
result, (i) more than 10% of the Fund's total assets would be invested in
securities of other investment companies, (ii) such purchase would result in
more than 3% of the total outstanding voting securities of any one investment
company being held by the Fund, or (iii) more than 5% of the Fund's total assets
would be invested in any one investment company. These limitations do not apply
to the purchase of shares of any investment company in connection with a merger,
consolidation, reorganization or acquisition of substantially all the assets of
another investment company. The Fund will not invest in other investment
companies for which Pioneer or any of its affiliates act as an investment
adviser or distributor.
The Fund, as a holder of the securities of other investment companies,
will bear its pro rata portion of the other investment companies' expenses,
including advisory fees. These expenses are in addition to the direct expenses
of the Fund's own operations.
IV. MANAGEMENT OF THE FUND
The following replaces the fourth, fifth and sixth paragraphs:
Ms. Theresa A. Hamacher, chief investment officer of Pioneer Investments
since September 1, 1998, has general responsibility for Pioneer Investments'
investment operations. Ms. Hamacher joined Pioneer Investments in 1997 and has
been an investment professional since 1984. Mr. David Tripple, who formerly
served as chief investment officer, continues as president of Pioneer
Investments and executive vice president of all the Pioneer mutual funds.
Day-to-day management of the Fund is the responsibility of Todd E.
Grady, a vice president of Pioneer Investments and the Fund, who has managed the
fund's investments since January 1997 (with an assistant portfolio manager from
May 1998 to January 1999). Mr. Grady joined Pioneer Investments in 1993 and has
been an investment professional since 1989.
Mr. Grady is assisted by a team of managers and analysts which does
research for and oversees the management of several funds with similar
investment objectives. Members of the team meet regularly to discuss holdings,
prospective investments and portfolio composition.
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VII. HOW TO BUY FUND SHARES
CLASS B SHARES
These sentences replace the second sentence of the second paragraph:
For the purpose of determining the number of years from the time of any
purchase after September 30, 1998, all payments during a month will be
aggregated and deemed to have been made on the first day of that month. For the
purpose of determining the number of years from the time of any purchase made
prior to October 1, 1998, all payments during a calendar quarter will be
aggregated and deemed to have been made on the first day of that quarter.
This sentence replaces the first sentence of the fifth paragraph:
Class B shares will automatically convert into Class A shares at the
beginning of the month (or the calendar quarter for purchases made prior to
October 1, 1998) that is eight years after the purchase date, except as noted
below.
CLASS C SHARES
These sentences replace the first sentence of the second paragraph:
For the purpose of determining the number of years from the time of any
purchase after September 30, 1998, all payments during a month will be
aggregated and deemed to have been made on the first day of that month. For the
purpose of determining the number of years from the time of any purchase made
prior to October 1, 1998, all payments during a calendar quarter will be
aggregated and deemed to have been made on the first day of that quarter.
0199-6155
(C) Pioneer Funds Distributor, Inc.
