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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-07870
Pioneer Real Estate Shares
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: December 31
Date of reporting period: January 1, 2011 through December 31, 2011
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
--------------------------------------------------------------------------------
Pioneer Real
Estate Shares
--------------------------------------------------------------------------------
Annual Report | December 31, 2011
--------------------------------------------------------------------------------
Ticker Symbols:
Class A PWREX
Class B PBREX
Class C PCREX
Class Y PYREX
[LOGO]PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Comparing Ongoing Fund Expenses 14
Schedule of Investments 16
Financial Statements 19
Notes to Financial Statements 27
Report of Independent Registered Public Accounting Firm 35
Approval of Investment Advisory and Sub-Advisory Agreements 36
Trustees, Officers and Service Providers 41
Pioneer Real Estate Shares | Annual Report | 12/31/11 1
President's Letter
Dear Shareowner,
Last year was difficult for investors, although bond investors experienced a
much smoother ride than equity investors. The year was characterized by
higher-than-usual volatility in the equity markets triggered by a series of
major events, including the nuclear disaster in Japan, the European financial
crisis, and political gridlock in Washington D.C. The Standard & Poor's 500
Index dropped 21% from its May high to its October low, only to finish the year
virtually flat. The Barclays Capital Aggregate Bond Index, by contrast, was up
7.8% for the year.
As we ended 2011, some positive trends were developing in the U.S. economy.
Consumption, the most important driver of economic growth, rose 2.3% in the
fourth quarter, up nicely from 0.7% in the second and third quarters. Year-
over-year retail sales grew 4% over the last six months of 2011, and auto sales
reached their highest level of the year. There were improvements in broad
economic data, including employment and rising consumer confidence. Initial
jobless claims trended in the right direction, with the final weekly report of
2011 falling to a three-and-a-half year low.
While we expect moderate economic growth in the U.S. in 2012, there are still
reasons for investors to remain cautious. The central issue remains Europe,
which faces weak or possibly declining economic growth. The greatest risk to our
outlook for 2012 is the possible contagion effects of the European
sovereign-debt and banking crises. The European Union must find a comprehensive
solution that includes ensuring funding for troubled sovereigns, achieving
workable fiscal and economic integration, and improving labor competitiveness in
southern Europe. Further setbacks in Europe could lead to further market
volatility, while tangible progress could help the equity markets make up last
year's lackluster results.
Pioneer's investment professionals focus on finding good opportunities to invest
in both equity and bond markets using the same disciplined investment approach
we have used since 1928. Our strategy is to identify undervalued individual
securities with the greatest potential for success, carefully weighing risk
against reward. Our teams of investment professionals continually monitor and
analyze the relative valuations of different sectors and securities
2 Pioneer Real Estate Shares | Annual Report | 12/31/11
globally to help build portfolios that we believe can help you achieve your
investment goals.
At Pioneer, we have long advocated the benefits of staying diversified* and
investing for the long term. The strategy has generally performed well for many
investors. Our advice, as always, is to work closely with a trusted financial
advisor to discuss your goals and work together to develop an investment
strategy that meets your individual needs. There is no single best strategy that
works for every investor.
We invite you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
us.pioneerinvestments.com. We greatly appreciate your trust in us and we thank
you for investing with Pioneer.
* Diversification does not assure a profit or protect against loss in a
declining market.
Sincerely,
/s/Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
Pioneer Real Estate Shares | Annual Report | 12/31/11 3
Portfolio Management Discussion | 12/31/11
Amid great uncertainty and market volatility, U.S. real estate investment trusts
(REITs) outperformed the broader equity markets and proved to be a rewarding
place to invest during the 12 months ended December 31, 2011. In the following
interview, Matthew Troxell of AEW Capital Management, L.P., Pioneer Real Estate
Shares' subadviser, discusses the market environment for real estate investment
trusts (REITs) and the performance of Pioneer Real Estate Shares during the
12-month period.
Q How did Pioneer Real Estate Shares perform during the 12 months ended
December 31, 2011?
A Pioneer Real Estate Shares Class A shares returned 8.90% at net asset value
during the 12 months ended December 31, 2011, while the Fund's benchmark,
the Morgan Stanley Capital International (MSCI) U.S. REIT Index1, returned
8.69%. During the same 12-month period, the average return of the 209
mutual funds in Lipper's Real Estate Funds category was 7.64%.
Positive stock selection in the office, regional mall, health care, and
storage sectors played a significant role in the Fund's outperformance
during the period. While the results were gratifying overall, investments
in the industrial and hotel sectors did provide some headwind, as did the
portfolio's overweight position in the underperforming diversified sector,
and limited exposure to the outperforming regional mall sector.
Q Could you describe the market environment during the 12 months ended
December 31, 2011?
A In general, 2011 was a very volatile year for equities as markets were
roiled by numerous factors. Political turmoil in North Africa and the
Middle East, Japan's earthquake and tsunami last March, rising concerns
over the sovereign-debt crisis in Europe, the U.S. debt ceiling debate and
resulting political divide in Congress, followed closely by Standard &
Poor's historic downgrade of its rating for U.S. Treasuries, all
contributed to fears of a global economic slowdown. However, signs of
improvement in the U.S. economy that included solid corporate earnings
reports, improved retail sales and a decrease in unemployment claims, and
progress in addressing Europe's debt issues helped to diminish investors'
expectations of a double-dip recession and lifted the markets late in the
2011 calendar year.
Q Which individual investments contributed the most to the Fund's performance
during the 12 months ended December 31, 2011?
A Our decision to overweight the portfolio to outperforming REITs Nationwide
Health Properties and DuPont Fabros Technologies was very
4 Pioneer Real Estate Shares | Annual Report | 12/31/11
rewarding. Nationwide Health Properties benefited from a February 2011
announcement that the company had agreed to be acquired by Ventas, a health
care REIT, at a premium over its share price, thus creating the largest
health care REIT in the country. The stock price of DuPont Fabros
Technologies climbed as a result of improved leasing conditions in the data
center industry, which removed fears about the company's development
pipeline. Not owning underperforming regional mall REIT General Growth
Properties, which ranked among the weakest performers in the sector given
concerns about the company's earnings disappointment in the second quarter
of 2011, also was beneficial to the Fund's returns.
Q Which investments detracted the most from the Fund's performance during the
12 months ended December 31, 2011?
A Our decision to overweight the portfolio's investments in the
underperforming Omega Healthcare Investors and underweight investments in
the outperforming Digital Realty Trust proved disappointing for results.
Omega Healthcare lagged in response to the announcement that the government
was cutting Medicare rates for skilled nursing facilities operators. Since
the company has the largest exposure to skilled nursing facilities within
the health care sector, its stock price fell. However, we remain confident
in the company's solid value and its ability to survive the cuts without
any material impact on earnings. Limiting the Fund's exposure to data
center property owner Digital Realty Trust also hurt results during the
period, because the company benefited from the positive effects of improved
leasing conditions. We remain committed to the portfolio's below-benchmark
weighting in Digital Realty Trust, however, and to the above-benchmark
weighting in the aforementioned DuPont Fabros Technologies, which in our
view represents a better relative value.
Q Given the U.S. economy's uneven recovery, how did the various property
types in which the Fund invests fare during the 12 months ended December
31, 2011?
A The apartment sector is furthest along in its recovery, with vacancy rates
down substantially from peak levels. Rental growth has been the best
performer of all the major property types, and it's possible that rental
growth is now peaking and may improve more slowly. Lodging has also seen
marked improvement in fundamentals, but pricing has been extremely volatile
given the fact that prospects for hotels are closely tied to the economic
outlook. Prices of lodging REITs fell for much of the 12-month reporting
period but recovered some of their losses in the fourth quarter of 2011 as
recession fears abated.
Economic concerns also weighed on the office and industrial sectors during
the 12-month reporting period, as hiring has been slow to gain momentum.
Pioneer Real Estate Shares | Annual Report | 12/31/11 5
The slow pace of hiring has resulted in smaller declines in vacancy rates
than previously expected, and slightly negative returns in the sectors for
the full 2011 calendar year. The two sectors tend to lag somewhat behind
apartments and lodging, because their longer lease structure means that
improvements in fundamentals take longer to affect the bottom line.
Retail REITs performed slightly better than the REIT sector as a whole
during 2011, though retailers, too, were sensitive to the overall economic
outlook. Improving consumer confidence and labor market metrics have lifted
expectations for the near term, though confidence remains below
pre-recession levels. Health care REITs performed well during the period
given their conservative balance sheets, but we think they may offer less
value at current prices than do other subsectors.
Q Dividends can help provide a cushion in volatile markets. How did REIT
yields compare to other income-producing investments as of December 31,
2011?
A REIT yields are substantially lower than they were in the 1990s, when 8%
yields or better were commonplace. However, they represent an attractive
option today given their healthy yield spreads relative to other income-
generating alternatives, especially U.S. Treasuries. As of December 31,
2011, the dividend yield for the MSCI U.S. REIT Index was 3.8%, nearly 200
basis points (2.00%) higher than the yield for the 10-year U.S. Treasury
bond, which typically serves as a yield benchmark. The spread over
Treasuries for REITS is above the long-term average, and appears quite
attractive in an environment where investors have been searching for higher
yields. If economic conditions continue to improve, we think REIT
dividends* could grow as property incomes continue to improve, thereby
lifting their historically low payout ratios from current levels.
Q Do you think interest rates are likely to rise in the coming months?
A We think that interest rates are likely to remain low for the foreseeable
future. However, at some point they will increase, most likely in tandem
with a more robust economic recovery. While REITs would see higher
financing costs in a rising-rate environment, they also would be able to
capture higher income from rents and improving occupancies in a way that
traditional fixed-income vehicles, like bonds, could not. Combined with a
strengthening economy, higher baseline interest rates have a mixed effect
on the REIT sector, but they are an unequivocal negative for most bond
portfolios, particularly those dominated by Treasuries.
* Dividends are not guaranteed.
6 Pioneer Real Estate Shares | Annual Report | 12/31/11
Q What is your outlook for the real estate market in 2012?
A We believe European sovereign-debt woes, pre-election uncertainty in the
U.S., and questions about the U.S. fiscal outlook will continue to weigh on
the real estate market in the Fund's new fiscal year. However, there is
some room for optimism. The U.S. economy has largely looked past the
problems in Europe in recent months, and economic indicators as of the end
of 2011 had firmed considerably compared with the summer of 2011. Barring a
major market shock, we think the economy may continue to expand at a
moderate pace in 2012. That scenario represents a fairly supportive
environment for REITs, as it would allow financing costs to remain low
while also allowing property incomes to improve. Such a scenario likely
would make REITs a useful component of any broadly diversified* investment
portfolio. Against the current backdrop, we plan to maintain our bias in
the Fund toward REITs with strong balance sheets, while limiting risk -- a
strategy that, we believe, has served the Fund well in recent years.
(1) The MSCI information may only be used for your internal use, may not
be reproduced or re-disseminated in any form and may not be used as a
basis for or a component of any financial instruments or products or
indices. None of the MSCI information is intended to constitute
investment advice or a recommendation to make (or refrain from making)
any kind of investment decision and may not be relied on as such.
Historical data and analysis should not be taken as an indication or
guarantee of any future performance analysis, forecast or prediction.
The MSCI information is provided on an "as is" basis and the user of
this information assumes the entire risk of any use made of this
information. MSCI, each of its affiliates and each other person
involved in or related to compiling, computing or creating any MSCI
information (collectively, the "MSCI Parties") expressly disclaims all
warranties (including, without limitation, any warranties of
originality, accuracy, completeness, timeliness, non-infringement,
merchantability and fitness for a particular purpose) with respect to
this information. Without limiting any of the foregoing, in no event
shall any MSCI Party have any liability for any direct, indirect,
special, incidental, punitive, consequential (including, without
limitation, lost profits) or any other damages.
* Diversification does not assure a profit or protect against loss in a
declining market.
Please refer to the Schedule of Investments on pages 16-18 for a full listing of
Fund securities.
The Fund invests in REIT securities, the value of which can fall for a variety
of reasons, such as declines in rental income, fluctuating interest rates, poor
property management, environmental liabilities, uninsured damage, increased
competition, or changes in real estate tax laws.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries or sectors.
These risks may increase share price volatility.
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes.
Pioneer Real Estate Shares | Annual Report | 12/31/11 7
Portfolio Summary | 12/31/11
Sector Diversification
--------------------------------------------------------------------------------
(As a percentage of equity holdings)
[THE FOLLOWING DATA IS A REPRESENTATION OF A PIE CHART IN THE PRINTED MATERIAL]
Apartment 16.7%
Regional Mall 13.8%
Office 12.0%
Health Care 11.9%
Diversified 9.5%
Shopping Center 8.9%
Storage 8.2%
Industrial 7.8%
Hotel 6.8%
Triple Net Lease 2.8%
Manufactured Home 1.6%
10 Largest Holdings*
--------------------------------------------------------------------------------
(As a percentage of equity holdings)
1. Simon Property Group, Inc. 9.94%
2. Equity Resident Property Trust, Inc. 7.05
3. Public Storage, Inc. 5.67
4. AvalonBay Communities, Inc. 5.10
5. Boston Properties, Inc. 5.06
6. Ventas, Inc. 4.61
7. HCP, Inc. 4.58
8. Prologis, Inc. 4.34
9. Vornado Realty Trust 4.04
10. Macerich Co. 3.78
* This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any securities listed.
8 Pioneer Real Estate Shares | Annual Report | 12/31/11
Prices and Distributions | 12/31/11
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Class 12/31/11 12/31/10
--------------------------------------------------------------------------------
A $ 21.79 $ 20.41
--------------------------------------------------------------------------------
B $ 21.50 $ 20.13
--------------------------------------------------------------------------------
C $ 21.53 $ 20.15
--------------------------------------------------------------------------------
Y $ 21.78 $ 20.39
--------------------------------------------------------------------------------
Distributions per Share: 1/1/11-12/31/11
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net
Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
A $ 0.4143 $ -- $ --
--------------------------------------------------------------------------------
B $ 0.1681 $ -- $ --
--------------------------------------------------------------------------------
C $ 0.2348 $ -- $ --
--------------------------------------------------------------------------------
Y $ 0.5371 $ -- $ --
--------------------------------------------------------------------------------
Index Definition
--------------------------------------------------------------------------------
The MSCI U.S. REIT Index is a widely used index comprising a broad
representation of the most actively traded real estate trusts, and is designed
to be a measure of real estate equity performance. Index returns assume
reinvestment of dividends and, unlike Fund returns, do not reflect any fees,
expenses or sales charges. It is not possible to invest directly in an index.
The index defined here pertains to the "Value of $10,000 Investment" and "Value
of $5 Million Investment" charts on pages 10-13.
Pioneer Real Estate Shares | Annual Report | 12/31/11 9
Performance Update | 12/31/11 Class A Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Real Estate Shares at public offering price,
compared to that of the Morgan Stanley Capital International (MSCI) U.S. REIT
Index.
Average Annual Total Returns
(As of December 31, 2011)
--------------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
--------------------------------------------------------------------------------
10 Years 10.16% 9.51%
5 Years -2.00 -3.15
1 Year 8.90 2.61
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
1.62% 1.62%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Real MSCI US
Estate Shares REIT INDEX
12/01 $ 9,425 $10,000
12/02 $ 9,764 $10,364
12/03 $13,013 $14,173
12/04 $17,602 $18,635
12/05 $20,205 $20,896
12/06 $27,435 $28,402
12/07 $22,114 $23,626
12/08 $13,643 $14,655
12/09 $17,757 $18,848
12/10 $22,775 $24,216
12/11 $24,800 $26,321
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 5.75% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
10 Pioneer Real Estate Shares | Annual Report | 12/31/11
Performance Update | 12/31/11 Class B Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Real Estate Shares, compared to that of the Morgan
Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns
(As of December 31, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 9.06% 9.06%
5 Years -3.15 -3.15
1 Year 7.67 3.67
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
2.90% 2.90%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Real MSCI US
Estate Shares REIT INDEX
12/01 $10,000 $10,000
12/02 $10,284 $10,364
12/03 $13,605 $14,173
12/04 $18,258 $18,635
12/05 $20,762 $20,896
12/06 $27,927 $28,402
12/07 $22,302 $23,626
12/08 $13,602 $14,655
12/09 $17,462 $18,848
12/10 $22,107 $24,216
12/11 $23,803 $26,321
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). Effective December 1, 2004, the period during which a CDSC is applied to
withdrawals was shortened to 5 years. The maximum CDSC for Class B shares is 4%
and declines over five years. For more complete information, please see the
prospectus. Note: Shares purchased prior to December 1, 2004, remain subject to
the CDSC in effect at the time you purchased those shares. For performance
information for shares purchased prior to December 1, 2004, please visit
us.pioneerinvestments.com.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses will
differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of taxes that a
shareowner would pay on Fund distributions or the redemption of Fund shares.
Pioneer Real Estate Shares | Annual Report | 12/31/11 11
Performance Update | 12/31/11 Class C Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Real Estate Shares, compared to that of the Morgan
Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns
(As of December 31, 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 9.25% 9.25%
5 Years -2.86 -2.86
1 Year 8.07 8.07
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
2.50% 2.50%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $10,000 Investment
Pioneer Real MSCI US
Estate Shares REIT INDEX
12/01 $10,000 $10,000
12/02 $10,279 $10,364
12/03 $13,605 $14,173
12/04 $18,268 $18,635
12/05 $20,798 $20,896
12/06 $27,995 $28,402
12/07 $22,376 $23,626
12/08 $13,684 $14,655
12/09 $17,635 $18,848
12/10 $22,410 $24,216
12/11 $24,217 $26,321
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). The performance of Class C shares does not reflect
the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a
1% sales charge, your returns would be lower than those shown above. "If Held"
results represent the percent change in net asset value per share. Returns would
have been lower had sales charges been reflected. All results are historical and
assume the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
12 Pioneer Real Estate Shares | Annual Report | 12/31/11
Performance Update | 12/31/11 Class Y Shares
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $5 million
investment made in Pioneer Real Estate Shares, compared to that of the Morgan
Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns
(As of December 31 , 2011)
--------------------------------------------------------------------------------
If If
Period Held Redeemed
--------------------------------------------------------------------------------
10 Years 10.82% 10.82%
5 Years -1.36 -1.36
1 Year 9.60 9.60
--------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated May 1, 2011, as revised
May 20, 2011)
--------------------------------------------------------------------------------
Gross Net
--------------------------------------------------------------------------------
1.00% 1.00%
--------------------------------------------------------------------------------
[THE FOLLOWING DATA IS A REPRESENTATION OF A MOUNTAIN CHART IN THE PRINTED
MATERIAL]
Value of $5 Million Investment
Pioneer Real MSCI US
Estate Shares REIT INDEX
12/01 $ 5,000,000 $ 5,000,000
12/02 $ 5,210,475 $ 5,182,230
12/03 $ 6,990,310 $ 7,086,382
12/04 $ 9,504,618 $ 9,317,579
12/05 $10,964,864 $10,448,069
12/06 $14,959,229 $14,200,991
12/07 $12,112,838 $11,812,995
12/08 $ 7,522,434 $ 7,327,629
12/09 $ 9,882,875 $ 9,423,981
12/10 $12,746,161 $12,107,786
12/11 $13,969,145 $13,160,294
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class Y shares are not subject to sales charges and are available for limited
groups of eligible investors, including institutional investors. All results are
historical and assume the reinvestment of dividends and capital gains. Other
share classes are available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
Pioneer Real Estate Shares | Annual Report | 12/31/11 13
Comparing Ongoing Fund Expenses
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
--------------------------------------------------------------------------------
Actual Expenses
The first table below provides information about actual account values and
actual expenses. You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
(1) Divide your account value by $1,000
Example: an $8,600 account value [divided by] $1,000 = 8.6
(2) Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period"
to estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares
Based on actual returns from July 1, 2011 through December 31, 2011.
--------------------------------------------------------------------------------
Share Class A B C Y
--------------------------------------------------------------------------------
Beginning Account Value $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Value on 7/1/11
--------------------------------------------------------------------------------
Ending Account $ 986.95 $ 981.49 $ 983.35 $ 990.42
Value on 12/31/11
--------------------------------------------------------------------------------
Expenses Paid $ 7.96 $ 13.73 $ 12.10 $ 5.02
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.59%, 2.75%,
2.42%, and 1.00% for Class A, Class B, Class C, and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 184/365 (to reflect the one-half year period).
14 Pioneer Real Estate Shares | Annual Report | 12/31/11
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to estimate
the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the 5%
hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads) that are charged at the time of the transaction. Therefore, the
table below is useful in comparing ongoing costs only and will not help you
determine the relative total costs of owning different funds. In addition, if
these transaction costs were included, your costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares
Based on a hypothetical 5% return per year before expenses, reflecting the
period from July 1, 2011 through December 31, 2011.
--------------------------------------------------------------------------------
Share Class A B C Y
--------------------------------------------------------------------------------
Beginning Account $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Value on 7/1/11
--------------------------------------------------------------------------------
Ending Account $ 1,017.19 $ 1,011.34 $ 1,013.01 $ 1,020.16
Value on 12/31/11
--------------------------------------------------------------------------------
Expenses Paid $ 8.08 $ 13.94 $ 12.28 $ 5.09
During Period*
--------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.59%, 2.75%,
2.42%, and 1.00% for Class A, Class B, Class C, and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 184/365 (to reflect the one-half year period).
Pioneer Real Estate Shares | Annual Report | 12/31/11 15
Schedule of Investments | 12/31/11
--------------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------------
COMMON STOCKS -- 98.7%
CONSUMER SERVICES -- 2.6%
Hotels, Resorts & Cruise Lines -- 2.6%
60,000 Pebblebrook Hotel Trust $ 1,150,800
34,500 Starwood Hotels & Resorts Worldwide, Inc. 1,654,965
------------
$ 2,805,765
------------
Total Consumer Services $ 2,805,765
--------------------------------------------------------------------------------
REAL ESTATE -- 96.1%
Diversified Real Estate Investment Trusts -- 7.7%
47,869 American Assets Trust, Inc. $ 981,793
64,600 Liberty Property Trust 1,994,848
93,200 Retail Opportunity Investment Corp. 1,103,488
56,600 Vornado Realty Trust 4,350,276
------------
$ 8,430,405
--------------------------------------------------------------------------------
Industrial Real Estate Investment Trusts -- 8.0%
60,700 DCT Industrial Trust, Inc. $ 310,784
95,000 Dupont Fabros Technology, Inc. 2,300,900
107,400 First Potomac Realty Trust 1,401,570
163,300 ProLogis, Inc. 4,668,747
------------
$ 8,682,001
--------------------------------------------------------------------------------
Office Real Estate Investment Trusts -- 12.7%
31,400 Alexandria Real Estate Equities, Inc. $ 2,165,658
111,600 BioMed Property Trust, Inc. 2,017,728
54,700 Boston Properties, Inc. 5,448,120
26,900 Coresite Realty Corp. 479,358
76,100 Kilroy Realty Corp. 2,897,127
50,700 Piedmont Office Realty Trust, Inc. 863,928
------------
$ 13,871,919
--------------------------------------------------------------------------------
Real Estate Operating Companies -- 1.5%
59,100 Brookfield Office Properties, Inc. $ 924,324
62,300 Forest City Enterprises, Inc.* 736,386
------------
$ 1,660,710
--------------------------------------------------------------------------------
Residential Real Estate Investment Trusts -- 18.0%
29,100 American Campus Communities, Inc. $ 1,221,036
42,000 AvalonBay Communities, Inc. 5,485,200
40,000 Camden Property Trust 2,489,600
32,600 Campus Crest Communities, Inc. 327,956
25,300 Equity Lifestyle Properties, Inc. 1,687,257
133,000 Equity Residential Property Trust 7,584,990
6,100 Essex Property Trust, Inc. 857,111
------------
$ 19,653,150
--------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer Real Estate Shares | Annual Report | 12/31/11
--------------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------------
Retail Real Estate Investment Trusts -- 22.3%
148,400 DDR Corp. $ 1,806,028
32,400 Federal Realty Investment Trust 2,940,300
167,000 Kite Realty Group Trust 753,170
34,000 National Retail Properties, Inc. 896,920
61,600 Ramco-Gershenson Properties Trust 605,528
64,200 Regency Centers Corp. 2,415,204
83,000 Simon Property Group, Inc. 10,702,020
82,400 The Macerich Co. 4,169,440
------------
$ 24,288,610
--------------------------------------------------------------------------------
Specialized Real Estate Investment Trusts -- 25.9%
46,700 CubeSmart* $ 496,888
47,400 Entertainment Properties Trust 2,071,854
89,800 Extra Space Storage, Inc. 2,175,854
119,100 HCP, Inc. 4,934,313
20,900 HealthCare Real Estate Investment Trust, Inc. 1,139,677
233,200 Host Hotels & Resorts, Inc. 3,444,364
94,000 Omega Healthcare Investors, Inc. 1,818,900
45,400 Public Storage, Inc. 6,104,484
64,900 RLJ Lodging Trust 1,092,267
90,000 Ventas, Inc. 4,961,700
------------
$ 28,240,301
------------
Total Real Estate $104,827,096
--------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $54,919,978) $107,632,861
--------------------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 98.7%
(Cost $54,919,978) (a) $107,632,861
--------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 1.3% $ 1,368,922
--------------------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $109,001,783
================================================================================
* Non-income producing security.
(a) At December 31, 2011, the net unrealized gain on investments based on cost
for federal income tax purposes of $58,603,515 was as follows:
Aggregate gross unrealized gain for all investments in which there is an
excess of value over tax cost $50,197,770
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (1,168,424)
-----------
Net unrealized gain $49,029,346
===========
Purchases and sales of securities (excluding temporary cash investments) for the
year ended December 31, 2011 aggregated $10,326,796 and $59,133,567,
respectively.
The accompanying notes are an integral part of these financial statements.
Pioneer Real Estate Shares | Annual Report | 12/31/11 17
Schedule of Investments | 12/31/11 (continued)
Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels listed below.
Level 1 -- quoted prices in active markets for identical securities
Level 2 -- other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
etc.)
Level 3 -- significant unobservable inputs (including the Fund's own
assumptions in determining fair value of investments)
Generally, equity securities are categorized as Level 1, fixed income securities
and senior loans as Level 2 and securities valued using fair value methods
(other than prices supplied by independent pricing services) as Level 3. See
Notes to Financial Statements -- Note 1A.
The following is a summary of the inputs used as of December 31, 2011, in
valuing the Fund's assets:
--------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------
Common Stocks $107,632,861 $-- $-- $107,632,861
--------------------------------------------------------------------------------
Total $107,632,861 $-- $-- $107,632,861
================================================================================
The accompanying notes are an integral part of these financial statements.
18 Pioneer Real Estate Shares | Annual Report | 12/31/11
Statement of Assets and Liabilities | 12/31/11
ASSETS:
Investment in securities (cost $54,919,978) $107,632,861
Cash 1,049,475
Receivables --
Fund shares sold 152,462
Dividends 407,046
Other 38,761
----------------------------------------------------------------------
Total assets $109,280,605
----------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 31,262
Fund shares repurchased 123,685
Due to affiliates 43,672
Accrued audit fees 43,483
Accrued expenses 36,720
----------------------------------------------------------------------
Total liabilities $ 278,822
----------------------------------------------------------------------
NET ASSETS:
Paid-in capital $ 69,499,250
Accumulated net realized loss (13,210,350)
Net unrealized gain on investments 52,712,883
----------------------------------------------------------------------
Total net assets $109,001,783
======================================================================
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $75,317,917/3,455,982 shares) $ 21.79
Class B (based on $6,656,937/309,628 shares) $ 21.50
Class C (based on $11,215,696/521,028 shares) $ 21.53
Class Y (based on $15,811,233/726,065 shares) $ 21.78
MAXIMUM OFFERING PRICE:
Class A ($21.79 [divided by] 94.25%) $ 23.12
======================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Real Estate Shares | Annual Report | 12/31/11 19
Statement of Operations
For the Year Ended 12/31/11
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $1,342) $ 3,383,544
Interest 288
Income from securities loaned, net 43,185
------------------------------------------------------------------------------------------
Total investment income $ 3,427,017
------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 1,039,942
Transfer agent fees
Class A 179,548
Class B 44,004
Class C 37,881
Class Y 1,401
Distribution fees
Class A 192,409
Class B 75,947
Class C 120,307
Shareholder communications expense 112,258
Administrative reimbursements 37,989
Custodian fees 15,160
Registration fees 61,612
Professional fees 70,542
Printing expense 41,132
Fees and expenses of nonaffiliated Trustees 7,215
Miscellaneous 17,965
------------------------------------------------------------------------------------------
Total expenses $ 2,055,312
------------------------------------------------------------------------------------------
Net investment income $ 1,371,705
------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on:
Investments $21,211,514
Class action 2,475 $ 21,213,989
------------------------------------------------------------------------------------------
Change in net unrealized loss on investments $ (10,371,241)
------------------------------------------------------------------------------------------
Net gain on investments $ 10,842,748
------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 12,214,453
==========================================================================================
The accompanying notes are an integral part of these financial statements.
20 Pioneer Real Estate Shares | Annual Report | 12/31/11
Statement of Changes in Net Assets
-------------------------------------------------------------------------------------------
Year Ended Year Ended
12/31/11 12/31/10
-------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 1,371,705 $ 1,688,813
Net realized gain on investments and class action 21,213,989 2,248,995
Change in net unrealized gain (loss) on investments (10,371,241) 30,207,569
-------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 12,214,453 $ 34,145,377
-------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.41 and $0.22 per share, respectively) $ (1,476,380) $ (898,597)
Class B ($0.17 and $0.09 per share, respectively) (57,231) (40,229)
Class C ($0.23 and $0.14 per share, respectively) (131,386) (78,612)
Class Y ($0.54 and $0.28 per share, respectively) (765,314) (671,375)
Tax return of capital:
Class A ($0.00 and $0.16 per share, respectively) $ -- $ (666,925)
Class B ($0.00 and $0.06 per share, respectively) -- (29,856)
Class C ($0.00 and $0.10 per share, respectively) -- (58,345)
Class Y ($0.00 and $0.21 per share, respectively) -- (498,284)
-------------------------------------------------------------------------------------------
Total distributions to shareowners $ (2,430,311) $ (2,942,223)
-------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale or exchange of shares $ 21,603,687 $ 34,716,476
Reinvestment of distributions 1,637,479 1,676,202
Cost of shares repurchased (66,954,994) (52,613,574)
-------------------------------------------------------------------------------------------
Net decrease in net assets resulting from
Fund share transactions $(43,713,828) $(16,220,896)
-------------------------------------------------------------------------------------------
Net increase (decrease) in net assets $(33,929,686) $ 14,982,258
NET ASSETS:
Beginning of year 142,931,469 127,949,211
-------------------------------------------------------------------------------------------
End of year $109,001,783 $142,931,469
===========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Real Estate Shares | Annual Report | 12/31/11 21
Statement of Changes in Net Assets (continued)
------------------------------------------------------------------------------------------
'11 Shares '11 Amount '10 Shares '10 Amount
------------------------------------------------------------------------------------------
Class A
Shares sold 752,211 $ 16,055,487 1,377,247 $26,131,518
Reinvestment of distributions 67,192 1,402,649 77,916 1,457,319
Less shares repurchased (1,064,270) (22,453,234) (1,911,316) (36,317,081)
------------------------------------------------------------------------------------------
Net decrease (244,867) $ (4,995,098) (456,153) $(8,728,244)
==========================================================================================
Class B
Shares sold or exchanged 59,519 $ 1,244,965 93,401 $ 1,699,378
Reinvestment of distributions 2,684 55,800 3,683 67,810
Less shares repurchased (174,139) (3,620,869) (221,626) (3,976,732)
------------------------------------------------------------------------------------------
Net decrease (111,936) $ (2,320,104) (124,542) $(2,209,544)
==========================================================================================
Class C
Shares sold 109,995 $ 2,309,514 179,010 $ 3,253,175
Reinvestment of distributions 5,923 122,679 6,599 121,594
Less shares repurchased (194,374) (4,012,899) (156,163) (2,805,338)
------------------------------------------------------------------------------------------
Net increase (decrease) (78,456) $ (1,580,706) 29,446 $ 569,431
==========================================================================================
Class Y
Shares sold 93,538 $ 1,993,721 188,087 $ 3,632,405
Reinvestment of distributions 2,700 56,351 1,533 29,479
Less shares repurchased (1,667,165) (36,867,992) (513,812) (9,514,423)
------------------------------------------------------------------------------------------
Net decrease (1,570,927) $(34,817,920) (324,192) $(5,852,539)
==========================================================================================
The accompanying notes are an integral part of these financial statements.
22 Pioneer Real Estate Shares | Annual Report | 12/31/11
Financial Highlights
---------------------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
12/31/11 12/31/10 12/31/09 12/31/08 12/31/07
---------------------------------------------------------------------------------------------------------------------------------
Class A
Net asset value, beginning of period $ 20.41 $ 16.24 $ 13.00 $ 21.94 $ 33.07
---------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.42 $ 0.21 $ 0.35 $ 0.43 $ 0.36
Net realized and unrealized gain (loss) on investments 1.37 4.34 3.37 (8.62) (6.76)
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.79 $ 4.55 $ 3.72 $ (8.19) $ (6.40)
Distributions to shareowners:
Net investment income (0.41) (0.22) (0.34) (0.46) (0.36)
Net realized gain -- -- -- -- (4.37)
Tax return of capital -- (0.16) (0.14) (0.29) --
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.38 $ 4.17 $ 3.24 $ (8.94) $(11.13)
---------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 21.79 $ 20.41 $ 16.24 $ 13.00 $ 21.94
=================================================================================================================================
Total return* 8.90% 28.25% 30.15% (38.31)% (19.39)%
Ratio of net expenses to average net assets+ 1.59% 1.62% 1.85% 1.63% 1.36%
Ratio of net investment income to average net assets+ 1.94% 1.17% 2.77% 2.10% 1.10%
Portfolio turnover rate 8% 14% 23% 18% 21%
Net assets, end of period (in thousands) $75,318 $75,520 $67,510 $55,353 $97,691
Ratios with no waiver of fees and assumption of expenses by
the Adviser and no reduction for fees paid indirectly:
Net expenses 1.59% 1.62% 1.85% 1.63% 1.36%
Net investment income 1.94% 1.17% 2.77% 2.10% 1.10%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 1.59% 1.62% 1.85% 1.63% 1.35%
Net investment income 1.94% 1.17% 2.77% 2.10% 1.11%
=================================================================================================================================
* 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.
+ Ratio with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Real Estate Shares | Annual Report | 12/31/11 23
Financial Highlights (continued)
---------------------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
12/31/11 12/31/10 12/31/09 12/31/08 12/31/07
---------------------------------------------------------------------------------------------------------------------------------
Class B
Net asset value, beginning of period $ 20.13 $ 16.03 $ 12.84 $ 21.68 $ 32.74
---------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.16 $ (0.04) $ 0.17 $ 0.19 $ 0.06
Net realized and unrealized gain (loss) on investments 1.38 4.29 3.34 (8.50) (6.68)
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.54 $ 4.25 $ 3.51 $ (8.31) $ (6.61)
Distributions to shareowners:
Net investment income (0.17) (0.09) (0.18) (0.24) (0.07)
Net realized gain --(a) -- -- -- (4.37)
Tax return of capital -- (0.06) (0.14) (0.29) --
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.37 $ 4.10 $ 3.19 $ (8.84) $(11.06)
---------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 21.50 $ 20.13 $ 16.03 $ 12.84 $ 21.68
=================================================================================================================================
Total return* 7.67% 26.60% 28.38% (39.01)% (20.14)%
Ratio of net expenses to average net assets+ 2.75% 2.90% 3.25% 2.72% 2.28%
Ratio of net investment income to average net assets+ 0.73% (0.13)% 1.41% 0.89% 0.11%
Portfolio turnover rate 8% 14% 23% 18% 21%
Net assets, end of period (in thousands) $ 6,657 $ 8,484 $ 8,753 $ 8,428 $18,364
Ratios with no waiver of fees and assumption of expenses by
the Adviser and no reduction for fees paid indirectly:
Net expenses 2.75% 2.90% 3.25% 2.72% 2.28%
Net investment income 0.73% (0.13)% 1.41% 0.89% 0.11%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 2.75% 2.90% 3.25% 2.71% 2.26%
Net investment income 0.73% (0.13)% 1.41% 0.90% 0.13%
=================================================================================================================================
* 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.
+ Ratio with no reduction for fees paid indirectly.
(a) Dividends and/or capital gain distributions may continue to be reinvested
in Class B shares, and shareholders may exchange their Class B shares for
Class B shares of other Pioneer Funds, as permitted by existing exchange
privileges.
The accompanying notes are an integral part of these financial statements.
24 Pioneer Real Estate Shares | Annual Report | 12/31/11
---------------------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
12/31/11 12/31/10 12/31/09 12/31/08 12/31/07
---------------------------------------------------------------------------------------------------------------------------------
Class C
Net asset value, beginning of period $ 20.15 $ 16.06 $ 12.86 $ 21.72 $ 32.80
---------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.23 $ 0.06 $ 0.22 $ 0.25 $ 0.10
Net realized and unrealized gain (loss) on investments 1.38 4.27 3.34 (8.53) (6.70)
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.61 $ 4.33 $ 3.56 $ (8.28) $ (6.60)
Distributions to shareowners:
Net investment income (0.23) (0.14) (0.22) (0.29) (0.11)
Net realized gain -- -- -- -- (4.37)
Tax return of capital -- (0.10) (0.14) (0.29) --
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.38 $ 4.09 $ 3.20 $ (8.86) $(11.08)
---------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 21.53 $ 20.15 $ 16.06 $ 12.86 $ 21.72
=================================================================================================================================
Total return* 8.07% 27.08% 28.87% (38.85)% (20.07)%
Ratio of net expenses to average net assets+ 2.42% 2.50% 2.89% 2.50% 2.17%
Ratio of net investment income to average net assets+ 1.09% 0.31% 1.76% 1.18% 0.26%
Portfolio turnover rate 8% 14% 23% 18% 21%
Net assets, end of period (in thousands) $11,216 $12,082 $ 9,153 $ 7,619 $15,139
Ratios with no waiver of fees and assumption of expenses by
the Adviser and no reduction for fees paid indirectly:
Net expenses 2.42% 2.50% 2.89% 2.50% 2.17%
Net investment income 1.09% 0.31% 1.76% 1.18% 0.26%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 2.42% 2.50% 2.89% 2.49% 2.16%
Net investment income 1.09% 0.31% 1.76% 1.19% 0.27%
=================================================================================================================================
* 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.
+ Ratio with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Real Estate Shares | Annual Report | 12/31/11 25
Financial Highlights (continued)
---------------------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
12/31/11 12/31/10 12/31/09 12/31/08 12/31/07
---------------------------------------------------------------------------------------------------------------------------------
Class Y
Net asset value, beginning of period $ 20.39 $ 16.23 $ 12.98 $ 21.90 $ 33.03
---------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.56 $ 0.33 $ 0.44 $ 0.54 $ 0.49
Net realized and unrealized gain (loss) on investments 1.37 4.32 3.40 (8.59) (6.75)
---------------------------------------------------------------------- ------- ------- --------- --------
Net increase (decrease) from investment operations $ 1.93 $ 4.65 $ 3.84 $ (8.05) $ (6.26)
Distributions to shareowners:
Net investment income (0.54) (0.28) (0.45) (0.58) (0.50)
Net realized gain -- -- -- -- (4.37)
Tax return of capital -- (0.21) (0.14) (0.29) --
---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.39 $ 4.16 $ 3.25 $ (8.92) $(11.13)
---------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 21.78 $ 20.39 $ 16.23 $ 12.98 $ 21.90
=================================================================================================================================
Total return* 9.60% 28.97% 31.38% (37.90)% (19.03)%
Ratio of net expenses to average net assets+ 1.00% 1.00% 1.06% 1.02% 0.90%
Ratio of net investment income to average net assets+ 2.35% 1.79% 3.49% 2.76% 1.81%
Portfolio turnover rate 8% 14% 23% 18% 21%
Net assets, end of period (in thousands) $15,811 $46,845 $42,533 $26,233 $44,729
Ratios with no waiver of fees and assumption of expenses by
the Adviser and no reduction for fees paid indirectly:
Net expenses 1.00% 1.00% 1.06% 1.02% 0.90%
Net investment income 2.35% 1.79% 3.49% 2.76% 1.81%
Ratios with waiver of fees and assumption of expenses by
the Adviser and reduction for fees paid indirectly:
Net expenses 1.00% 1.00% 1.06% 1.02% 0.90%
Net investment income 2.35% 1.79% 3.49% 2.76% 1.81%
=================================================================================================================================
* 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.
+ Ratio with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
26 Pioneer Real Estate Shares | Annual Report | 12/31/11
Notes to Financial Statements | 12/31/11
1. Organization and Significant Accounting Policies
Pioneer Real Estate Shares (the Fund) is a Delaware statutory 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 long-term
growth of capital. Current income is a secondary objective.
The Fund offers four classes of shares designated as Class A, Class B, Class C
and Class Y shares. Effective as of the close of business on December 31, 2009,
Class B shares are no longer offered to new or existing shareholders, except
that dividends and/or capital gain distributions may continue to be reinvested
in Class B shares, and shareholders may exchange their Class B shares for Class
B shares of other Pioneer funds, as permitted by existing exchange privileges.
Each class of shares represents an interest in the same portfolio of
investments of the Fund and has identical rights (based on relative net asset
values) to assets and liquidation proceeds. Share classes can bear different
rates of class-specific fees and expenses such as transfer agent and
distribution fees. Differences in class-specific fees and expenses will result
in differences in net investment income and, therefore, the payment of
different dividends from net investment income earned by each class. The
Amended and Restated Declaration of Trust of the Fund gives the Board the
flexibility to specify either per-share voting or dollar-weighted voting when
submitting matters for shareholder approval. Under per-share voting, each share
of a class of the Fund is entitled to one vote. Under dollar-weighted voting, a
shareholder's voting power is determined not by the number of shares owned, but
by the dollar value of the shares on the record date. Each share class has
exclusive voting rights with respect to matters affecting only that class,
including with respect to the distribution plan for that class. There is no
distribution plan for Class Y shares. Class B shares convert to Class A shares
approximately eight years after the date of purchase.
The Fund's financial statements have been prepared in conformity with U.S.
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 income, expenses and gains and losses on investments during the
reporting period. Actual results could differ from those estimates.
Pioneer Real Estate Shares | Annual Report | 12/31/11 27
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. In computing
the net asset value, securities that have traded on an exchange 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 available, generally are valued at the mean between
the last bid and asked prices. Short-term fixed income securities with
remaining maturities of sixty days or less generally are valued at amortized
cost. Money market mutual funds are valued at net asset value.
Trading in foreign securities is substantially completed each day at various
times prior to the close of the NYSE. The values of such securities used in
computing the net asset value of the Fund's shares are determined as of such
times.
Securities for which market prices and/or quotations are not readily
available or are considered to be unreliable are valued using fair value
methods pursuant to procedures adopted by the Board of Trustees. The Fund may
use fair value methods if it is determined that a significant event has
occurred after the close of the exchange or market on which the security
trades and prior to the determination of the Fund's net asset value. Examples
of a significant event might include political or economic news, corporate
restructurings, natural disasters, terrorist activity or trading halts. Thus,
the valuation of the Fund's securities may differ from exchange prices.
At December 31, 2011, there were no securities that were valued using fair
value methods (other than securities that were valued using prices supplied
by independent pricing services). Inputs used when applying fair value
methods to value a security may include credit ratings, the financial
condition of the company, current market conditions and comparable
securities.
Dividend income is recorded on the ex-dividend date except that certain
dividends from foreign securities where the ex-dividend date may have passed
are recorded as soon as the Fund becomes aware of the ex-dividend data in the
exercise of reasonable diligence. Interest income, including interest on
income bearing cash accounts, is recorded on the accrual basis. Dividend and
interest income are reported net of unrecoverable foreign taxes withheld at
the applicable country rates.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
28 Pioneer Real Estate Shares | Annual Report | 12/31/11
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. Tax
years for the prior three fiscal years remain subject to examination by
federal and state tax authorities.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal income
tax rules. Therefore, the sources of the Fund's distributions may be shown in
the accompanying financial statements as from or in excess of net investment
income or as from net realized gain on investment transactions, or as from
paid-in capital, depending on the type of book/tax differences that may
exist.
A portion of the dividend income recorded by the Fund is from distributions
by publicly traded REITs, and such distributions for tax purposes may also
consist of capital gains and return of capital. The actual return of capital
and capital gains portions of such distributions will be determined by formal
notifications from the REITs subsequent to the calendar year-end.
Distributions received from the REITs that are determined to be a return of
capital are recorded by the Fund as a reduction of the cost basis of the
securities held and those determined to be capital gain are reflected as such
on the Statement of Operations.
At December 31, 2011, the Fund had a net capital loss carryforward of
$9,433,410 of which the following amounts will expire in 2017 and 2018, if
not utilized: $8,956,739 in 2017 and $476,671 in 2018.
The Fund has elected to defer $93,403 of capital losses recognized between
November 1, 2011 and December 31, 2011 to its fiscal year ending December 31,
2012.
At December 31, 2011, the Fund reclassified $1,058,606 to decrease
undistributed net investment income and $1,058,606 to decrease paid-in
capital, to reflect permanent book/tax differences. The reclassification has
no impact on the net assets of the Fund and presents the Fund's capital
accounts on a tax basis.
Pioneer Real Estate Shares | Annual Report | 12/31/11 29
The tax character of distributions paid during the years ended December 31,
2011 and December 31, 2010 was as follows:
----------------------------------------------------------
2011 2010
----------------------------------------------------------
Distributions paid from:
Ordinary income $2,430,311 $1,688,813
Tax return of capital -- 1,253,410
----------------------------------------------------------
Total $2,430,311 $2,942,223
==========================================================
The following shows the components of distributable earnings on a federal
income tax basis at December 31, 2011:
---------------------------------------------------
2011
---------------------------------------------------
Distributable earnings:
Capital loss carryforward $ (9,433,410)
Post-October loss deferred (93,403)
Net unrealized gain 49,029,346
---------------------------------------------------
Total $ 39,502,533
===================================================
The difference between book-basis and tax-basis net unrealized gain is
attributable to the tax deferral of losses on wash sales.
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 indirect subsidiary of UniCredit S.p.A. (UniCredit),
earned $13,625 in underwriting commissions on the sale of Class A shares
during the year ended December 31, 2011.
D. Class Allocations
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 its respective percentage of adjusted net assets at the beginning of
the day. During the fiscal year, the Fund recognized gains of $2,475 in the
settlement of class action lawsuits from several different companies, as
reflected on the Statement of Operations.
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
(see Note 4). Class Y shares do not pay distribution fees. All expenses and
fees paid to the transfer agent, Pioneer Investment Management Shareholder
Services, Inc. (PIMSS), for its services are allocated among the classes of
shares based on the number of accounts in each class and the ratable
allocation of related out-of-pocket expenses (see Note 3).
30 Pioneer Real Estate Shares | Annual Report | 12/31/11
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 and at the same time, except that net
investment income dividends to Class A, Class B, Class C and Class Y shares
can reflect different transfer agent and distribution expense rates.
E. Risks
Because the Fund may invest a substantial portion of its assets in Real
Estate Investment Trusts (REITs), the Fund may be subject to certain risks
associated with direct investments in REITs. REITs may be affected by changes
in the value of their underlying properties and by defaults of their
borrowers or tenants. REITs depend generally on their ability to generate
cash flow to make distributions to shareowners, and certain REITs have
self-liquidation provisions by which mortgages held may be paid in full and
distributions of capital returns may be made at any time. In addition, the
performance of a REIT may be affected by its failure to qualify for tax-free
pass through of income under the Internal Revenue Code or its failure to
maintain exemption from registration under the Investment Company Act of
1940. The Fund's prospectus contains unaudited information regarding the
Fund's principal risks. Please refer to that document when considering the
Fund's principal risks.
F. Securities Lending
The Fund may lend securities in its portfolio to certain broker-dealers or
other institutional investors. When entering into a securities loan
transaction, the Fund typically receives cash collateral from the borrower
equal to at least the value of the securities loaned, which is invested in
temporary investments. Credit Suisse AG, New York Branch, as the Fund's
securities lending agent, manages the Fund's securities lending collateral.
The income earned on the investment of collateral is shared with the borrower
and the lending agent in payment of any rebate due to the borrower with
respect to the securities loan, and in compensation for the lending agent's
services to the Fund. The Fund also continues to receive payments in lieu of
dividends or interest on the securities loaned. Gain or loss on the value of
the loaned securities that may occur during the term of the loan will be for
the account of the Fund. The amount of the collateral is required to be
adjusted daily to reflect any price fluctuation in the value of the loaned
securities. If the required market value of the collateral is less than the
value of the loaned securities, the borrower is required to deliver
additional collateral for the account of the Fund prior to the close of
business on that day. The Fund has the right, under the lending agreement, to
terminate the loan and recover the securities from the borrower with prior
notice. The Fund is required to return the cash collateral to the borrower
and could suffer a loss if the value
Pioneer Real Estate Shares | Annual Report | 12/31/11 31
of the collateral, as invested, has declined. At December 31, 2011, the Fund
had no securities on loan.
G. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value of
the underlying securities (collateral), including accrued interest, is
required to be equal to or in excess of the repurchase price. The collateral
for all repurchase agreements is held in safekeeping in the customer-only
account of the Fund's custodian or a subcustodian of the Fund. The Fund's
investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible
for determining that the value of the collateral remains at least equal to
the repurchase price.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's
portfolio. Management fees are calculated daily at the annual rate of 0.80% of
the Fund's average daily net assets up to $1 billion and 0.75% on assets over
$1 billion. PIM pays a portion of the fee it receives from the Fund to AEW
Capital Management, L.P. as compensation for sub-advisory services to the Fund.
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 as administrative reimbursements. Included in
"Due to affiliates" reflected on the Statement of Assets and Liabilities is
$4,963 in management fees, administrative costs and certain other
reimbursements payable to PIM at December 31, 2011.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially
all transfer agent and shareowner services to the Fund at negotiated rates.
In addition, the Fund reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareholder communications activities such as proxy and
statement mailings, outgoing phone calls and omnibus relationship contracts.
For the year ended December 31, 2011, such out-of-pocket expenses by class of
shares were as follows:
Shareholder Communications:
Class A $ 80,753
Class B 13,646
Class C 13,443
Class Y 4,416
-------------------------------------------
Total $112,258
===========================================
32 Pioneer Real Estate Shares | Annual Report | 12/31/11
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $36,694 in transfer agent fees and out-of-pocket reimbursements
payable to PIMSS at December 31, 2011.
4. Distribution Plan
The Fund has adopted a Distribution Plan pursuant to Rule 12b-1 of the
Investment Company Act of 1940 with respect to its Class A, Class B and Class C
shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net
assets attributable to Class A shares as compensation for personal services
and/or account maintenance services or distribution services with regard to
Class A shares. Pursuant to the Plan, the Fund also pays PFD 1.00% of the
average daily net assets attributable to Class B and Class C shares. The fee
for Class B and Class C shares 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" reflected on the Statement of Assets
and Liabilities is $2,015 in distribution fees payable to PFD at December 31,
2011.
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 12 months of purchase. Class B shares that are redeemed within five
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%, based on the lower of cost or market value of shares being redeemed.
Shares purchased as part of an exchange remain subject to any CDSC that applied
to the original purchase of those shares. There is no CDSC for Class Y shares.
Proceeds from the CDSCs are paid to PFD. For the year ended December 31, 2011,
CDSCs in the amount of $8,734 were paid to PFD.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS which
may result in a reduction in the Fund's total expenses due to interest earned
on cash held by PIMSS. For the year ended December 31, 2011, the Fund's
expenses were not reduced under such arrangements.
6. Line of Credit Facility
As of December 31, 2011, the Fund, along with certain other funds in the
Pioneer Family of Funds (the Funds), participated in a $165 million committed,
unsecured revolving line of credit facility. Borrowings are used solely for
temporary or emergency purposes. The Fund was permitted to borrow up to
Pioneer Real Estate Shares | Annual Report | 12/31/11 33
the lesser of the amount available under the facility or the limits set for
borrowing by the Fund's prospectus and the 1940 Act. Interest on borrowings was
payable at the higher of the London Interbank Offered Rate (LIBOR) on the
borrowing date plus 1.25% on an annualized basis or the Federal Funds Rate on
the borrowing date plus 1.25% on an annualized basis. The Funds paid an annual
commitment fee for this facility. The commitment fee was allocated among
participating Funds based on an allocation schedule set forth in the credit
agreement. For the year ended December 31, 2011, the Fund had no borrowings
under this agreement.
34 Pioneer Real Estate Shares | Annual Report | 12/31/11
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareowners of
Pioneer Real Estate Shares:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer Real Estate Shares (the "Fund") as of
December 31, 2011, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years in
the period then ended. 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 the standards of the Public Company
Accounting Oversight Board (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. We were not engaged to perform an audit of the Fund's internal
control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Fund's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements and financial highlights, assessing the accounting
principles used and significant estimates made by management, and evaluating
the overall financial statement presentation. Our procedures included
confirmation of securities owned as of December 31, 2011, by correspondence
with the custodian and broker or by other appropriate auditing procedures where
replies from brokers were not received. 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 Real Estate Shares at December 31, 2011, the results of its operations
for the year then ended, the changes in its net assets for each of the two
years in the period then ended, and financial highlights for each of the five
years in the period then ended, in conformity with U.S. generally accepted
accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
February 22, 2012
Pioneer Real Estate Shares | Annual Report | 12/31/11 35
Approval of Investment Advisory and Sub-Advisory Agreements
Pioneer Investment Management, Inc. (PIM) serves as the investment adviser to
Pioneer Real Estate Shares (the Fund) pursuant to an investment advisory
agreement between PIM and the Fund. PIM has retained AEW Capital Management,
L.P. (AEW) to serve as the sub-adviser to the Fund pursuant to a sub-advisory
agreement between PIM and the sub-adviser. In order for PIM and AEW to remain
the investment adviser and sub-adviser of the Fund, respectively, the Trustees
of the Fund must determine annually whether to renew the investment advisory
agreement and the sub-advisory agreement for the Fund.
The contract review process began in March 2011 as the Trustees of the Fund
agreed on, among other things, an overall approach and timeline for the
process. In July 2011, the Trustees approved the format of the contract review
materials and submitted their formal request to PIM to furnish information
necessary to evaluate the terms of the investment advisory agreement and the
sub-advisory agreement. The contract review materials were provided to the
Trustees in July 2011 and September 2011. After reviewing and discussing the
materials, the Trustees submitted a request for additional information to PIM,
and materials were provided in response to this request. Meetings of the
Independent Trustees of the Fund were held in July, September, October, and
November, 2011 to review and discuss the contract review materials. In
addition, the Trustees took into account the information related to the Fund
provided to the Trustees at each regularly scheduled meeting.
At a meeting held on November 29, 2011, based on their evaluation of the
information provided by PIM, the sub-adviser and third parties, the Trustees of
the Fund, including the Independent Trustees voting separately, unanimously
approved the renewal of the investment advisory agreement and the sub-advisory
agreement for another year. In considering the renewal of the investment
advisory agreement and the sub-advisory agreement, the Trustees considered
various factors that they determined were relevant, including the factors
described below. The Trustees did not identify any single factor as the
controlling factor in determining to approve the renewal of the agreements.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the services that had
been provided by PIM and the sub-adviser to the Fund, taking into account the
investment objective and strategy of the Fund. The Trustees reviewed the terms
of the investment advisory agreement and the sub-advisory agreement. The
Trustees also reviewed the sub-adviser's investment approach for the Fund, its
research process and its process for trade execution. The Trustees considered
the resources of PIM and the sub-adviser and the personnel of PIM and the
36 Pioneer Real Estate Shares | Annual Report | 12/31/11
sub-adviser who provide investment management services to the Fund. The
Trustees considered the non-investment resources and personnel of PIM involved
in PIM's services to the Fund, including PIM's compliance and legal resources
and personnel. The Trustees also considered the substantial attention and high
priority given by PIM's senior management to the Pioneer fund complex. In
addition, the Trustees considered PIM's plans to increase resources in its
investment management function and other enhancements to PIM's advisory
capabilities.
The Trustees considered that PIM supervises and monitors the performance of the
Fund's service providers (including the sub-adviser) and provides the Fund with
personnel (including Fund officers) and other resources that are necessary for
the Fund's business management and operations. The Trustees also considered
that, as administrator, PIM is responsible for the administration of the Fund's
business and other affairs. The Trustees considered the fees paid to PIM for
the provision of administration services.
Based on these considerations, the Trustees concluded that the nature, extent
and quality of services that had been provided by PIM and the sub-adviser to
the Fund were satisfactory and consistent with the terms of the investment
advisory agreement and the sub-advisory agreement.
Performance of the Fund
The Trustees considered the performance results of the Fund over various time
periods. They reviewed information comparing the Fund's performance with the
performance of its peer group of funds as classified by Morningstar, Inc.
(Morningstar), an independent provider of investment company data, and with the
performance of the Fund's benchmark index. The Trustees considered that the
Fund's annualized total return was in the fourth quintile of its Morningstar
category for the one and five year periods ended June 30, 2011 and in the third
quintile of its Morningstar category for the three year period ended June 30,
2011. (In all quintile rankings referred to throughout this disclosure, first
quintile is most favorable to the Fund's shareowners. Thus, highest relative
performance would be first quintile and lowest relative expenses would also be
first quintile.) The Trustees discussed the Fund's performance record and PIM's
plan for improving the Fund's performance. The Trustees indicated that they
were satisfied with the information presented with respect to the performance
of the Fund.
Management Fee and Expenses
The Trustees considered information showing the fees and expenses of the Fund
in comparison to the management fees and expense ratios of its peer group of
funds as classified by Morningstar and also to the expense ratios of a peer
group of funds selected on the basis of criteria determined by the Independent
Trustees for this purpose using data provided by Strategic Insight
Pioneer Real Estate Shares | Annual Report | 12/31/11 37
Mutual Trust Research and Consulting, LLC (Strategic Insight), an independent
third party. The Trustees also considered that PIM, not the Fund, paid the
sub-adviser pursuant to the sub-advisory agreement. The Trustees evaluated both
the fee under the sub-advisory agreement and the portion of the fee under the
investment advisory agreement retained by PIM.
The Trustees considered that the Fund's management fee for the twelve months
ended June 30, 2011 was in the second quintile relative to the management fees
paid by other funds in its Morningstar peer group for the comparable period.
The Trustees also considered the breakpoint in the management fee schedule and
the reduced fee rate on assets over $1 billion. The Trustees considered that
the Fund's expense ratio for the twelve months ended June 30, 2011 was in the
fifth quintile relative to its Strategic Insight peer group for the comparable
period. The Trustees also compared the expense ratio of the Fund with the funds
in the Fund's Morningstar peer group, which was comprised of a greater number
of funds than the Strategic Insight peer group, and noted that the Fund's
expense ratio for the twelve months ended June 30, 2011 was in the fourth
quintile relative to its Morningstar category. The Trustees considered the
Fund's transfer agency expenses, and discussed the impact of a large number of
small accounts on the Fund's expense ratio.
The Trustees reviewed gross and net management fees charged by PIM to its
institutional and other clients, including publicly offered European funds,
U.S. registered investment companies (in a sub-advisory capacity), and
unaffiliated foreign and domestic separate accounts. The Trustees also
considered PIM's costs in providing services to the Fund and to its other
clients and considered the differences in management fees and profit margins
for PIM's Fund and non-Fund services. In evaluating the fees associated with
PIM's client accounts, the Trustees took into account the respective demands,
resources and complexity associated with the Fund and client accounts. The
Trustees noted that in some instances the fee rates for those clients were
lower than the management fee for the Fund and considered that, under the
investment advisory agreement with the Fund, PIM performs additional services
for the Fund that it does not provide to those other clients or services that
are broader in scope, including oversight of the Fund's other service providers
and activities related to compliance and the extensive regulatory and tax
regimes to which the Fund is subject. The Trustees also considered the
different entrepreneurial risks associated with PIM's management of the Fund
and the other client accounts.
The Trustees also reviewed management fees charged by the sub-adviser to its
other clients. The Trustees noted that in most instances the fee rates for
those clients were higher than the sub-advisory fees paid to the sub-adviser
with respect to the Fund. The Trustees concluded that the management fee
payable by the Fund to PIM, as well as the fees payable by PIM to the
sub-adviser of the Fund, were reasonable in relation to the nature and quality
of the services provided by PIM and the sub-adviser.
38 Pioneer Real Estate Shares | Annual Report | 12/31/11
Profitability
The Trustees considered information provided by PIM regarding the profitability
of PIM with respect to the advisory services provided by PIM to the Fund,
including the methodology used by PIM in allocating certain of its costs to the
management of the Fund. The Trustees also considered PIM's profit margin in
connection with the overall operation of the Fund. The Trustees further
considered the sub-advisory fees received by the sub-adviser with respect to
the Fund and the percentage that such fees represented of the sub-adviser's
overall revenues (for the 12-month period ended December 31, 2010). They
further reviewed the financial results realized by PIM and its affiliates from
non-fund businesses. The Trustees considered PIM's profit margins with respect
to the Fund in comparison to the limited industry data available and noted that
the profitability of any adviser was affected by numerous factors, including
its organizational structure and method for allocating expenses. The Trustees
concluded that the profit margins with respect to the management of the Fund
were not unreasonable.
Economies of Scale
The Trustees considered PIM's views relating to economies of scale in
connection with the Pioneer Funds as fund assets grow and the extent to which
any such economies of scale are shared with funds and fund shareholders. The
Trustees recognize that economies of scale are difficult to identify and
quantify, rarely identifiable on a Fund-by-Fund basis, and that, among other
factors that may be relevant, are the following: fee levels, expense
subsidization, investment by PIM in research and analytical capabilities and
PIM's commitment and resource allocation to the Funds. The Trustees noted that
profitability also may be an indicator of the availability of any economies of
scale, although profitability may vary for other reasons particularly, for
example during the recent difficult periods for financial markets, as the level
of services was maintained notwithstanding a significant decline in PIM's fee
revenues from the Funds. Accordingly, the Trustees concluded that economies of
scale, if any, were being appropriately shared with the Fund.
Other Benefits
The Trustees considered the other benefits to each of PIM and the sub-adviser
from its relationship with the Fund. The Trustees considered the character and
amount of fees paid by the Fund, other than under the investment advisory
agreement, for services provided by PIM and its affiliates. The Trustees
further considered the revenues and profitability of PIM's businesses other
than the fund business. The Trustees also considered the benefits to the Fund
and to the sub-adviser and its affiliates from the use of "soft" commission
dollars generated by the Fund to pay for research and brokerage services. The
Trustees considered the intangible benefits to each of PIM and the sub-adviser
by virtue of its relationship with the Fund and the other Pioneer funds. The
Trustees
Pioneer Real Estate Shares | Annual Report | 12/31/11 39
concluded that the receipt of these benefits was reasonable in the context of
the overall relationship between each of PIM and the sub-adviser and the Fund.
Conclusion
After consideration of the factors described above as well as other factors,
the Trustees, including all of the Independent Trustees, concluded that each of
the investment advisory agreement between PIM and the Fund and the sub-advisory
agreement between PIM and the sub-adviser, including the fees payable
thereunder, was fair and reasonable and voted to approve the proposed renewal
of each of the investment advisory agreement and the sub-advisory agreement for
the Fund.
40 Pioneer Real Estate Shares | Annual Report | 12/31/11
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Investment Subadviser
AEW Capital Management, L.P.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Bingham McCutchen LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to
shareowners at us.pioneerinvestments.com. This information is also available on
the Securities and Exchange Commission's web site at www.sec.gov.
Trustees and Officers
The Fund's Trustees and officers are listed on the following pages, together
with their principal occupations during at least the past five years. Trustees
who are interested persons of the Fund within the meaning of the 1940 Act are
referred to as Interested Trustees. Trustees who are not interested persons of
the Fund are referred to as Independent Trustees. Each of the Trustees, except
Mr. West, serves as a trustee of each of the 55 U.S. registered investment
portfolios for which Pioneer serves as investment adviser (the "Pioneer
Funds"). Mr. West serves as a trustee of 44 U.S. registered investment
portfolios for which Pioneer serves as investment adviser. The address for all
Trustees and all officers of the Fund is 60 State Street, Boston, Massachusetts
02109.
The Statement of Additional Information of the Fund includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
Pioneer Real Estate Shares | Annual Report | 12/31/11 41
Interested Trustees
--------------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Chairman of the Board, Trustee since 1995.
Trustee and President Serves until a successor
trustee is elected or
earlier retirement or
removal.
--------------------------------------------------------------------------------
Daniel K. Kingsbury (53)* Trustee and Executive Trustee since 2007.
Vice President Serves until a successor
trustee is elected or
earlier retirement or
removal.
--------------------------------------------------------------------------------
Interested Trustees
--------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
--------------------------------------------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Non-Executive Chairman and a director of Pioneer Investment None
Management USA Inc. ("PIM-USA"); Chairman and a director of
Pioneer; Chairman and Director of Pioneer Institutional Asset
Management, Inc. (since 2006); Director of Pioneer Alternative
Investment Management Limited (Dublin) (until October 2011);
President and a director of Pioneer Alternative Investment
Management (Bermuda) Limited and affiliated funds; Deputy
Chairman and a director of Pioneer Global Asset Management S.p.A.
("PGAM") (until April 2010); Director of PIOGLOBAL Real Estate
Investment Fund (Russia) (until June 2006); Director of Nano-C,
Inc. (since 2003); Director of Cole Management Inc. (2004 -
2011); Director of Fiduciary Counseling, Inc. (until December
2001); President and Director of Pioneer Funds Distributor, Inc.
("PFD") (until May 2006); President of all of the Pioneer Funds;
and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP
--------------------------------------------------------------------------------------------------------------------
Daniel K. Kingsbury (53)* Director, CEO and President of PIM-USA (since February 2007); None
Director and President of Pioneer and Pioneer Institutional Asset
Management, Inc. (since February 2007); Executive Vice President
of all of the Pioneer Funds (since March 2007); Director of PGAM
(2007 - 2010); Head of New Europe Division, PGAM (2000 - 2005);
and Head of New Markets Division, PGAM (2005 - 2007)
--------------------------------------------------------------------------------------------------------------------
* Mr. Cogan and Mr. Kingsbury are Interested Trustees because they are officers
or directors of the Fund's investment adviser and certain of its affiliates.
42 Pioneer Real Estate Shares | Annual Report | 12/31/11
Independent Trustees
----------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
----------------------------------------------------------------
David R. Bock (68) Trustee Trustee since 2005.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------
Mary K. Bush (63) Trustee Trustee since 1997.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------
Independent Trustees
----------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
----------------------------------------------------------------------------------------------------------------------------
David R. Bock (68) Managing Partner, Federal City Capital Advisors (corporate Director of Enterprise
advisory services company) (1997 - 2004 and 2008 - present); Community Investment, Inc.
Interim Chief Executive Officer, Oxford Analytica, Inc. (privately (privately held affordable
held research and consulting company) (2010); Executive Vice housing finance company)
President and Chief Financial Officer, I-trax, Inc. (publicly traded (1985 - 2010); Director of
health care services company) (2004 - 2007); and Executive Oxford Analytica, Inc. (2008
Vice President and Chief Financial Officer, Pedestal Inc. (internet- - present); Director of The
based mortgage trading company) (2000 - 2002) Swiss Helvetia Fund, Inc.
(closed-end fund) (2010 -
present); and Director of
New York Mortgage Trust
(publicly traded mortgage
REIT) (2004 - 2009, 2012
- present)
----------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) Chairman, Bush International, LLC (international financial Director of Marriott
advisory firm) (1991 - present); Senior Managing Director, International, Inc.
Brock Capital Group, LLC (strategic business advisors) (2010 - (2008 - present); Director
present); Managing Director, Federal Housing Finance Board of Discover Financial
(oversight of Federal Home Loan Bank system) (1989 - 1991); Services (credit card issuer and
Vice President and Head of International Finance, Federal electronic payment services)
National Mortgage Association (1988 - 1989); U.S. Alternate (2007 - present); Former
Executive Director, International Monetary Fund (1984 - 1988); Director of Briggs & Stratton
Executive Assistant to Deputy Secretary of the U.S. Treasury, Co. (engine manufacturer)
U.S. Treasury Department (1982 - 1984); and Vice President (2004 - 2009); Former
and Team Leader in Corporate Banking, Bankers Trust Co. Director of UAL Corporation
(1976 - 1982) (airline holding company)
----------------------------------------------------------------------------------------------------------------------------
Pioneer Real Estate Shares | Annual Report | 12/31/11 43
Independent Trustees (continued)
----------------------------------------------------------------------------------------------------------------------------
Position Held Length of Service Other Directorships
Name and Age with the Fund and Term of Office Principal Occupation Held by this Trustee
----------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) (continued) (2006 - 2010); Director
of ManTech International
Corporation (national
security, defense, and
intelligence technology firm)
(2006 - present); Member,
Board of Governors, Investment
Company Institute (2007 -
present); Member, Board of
Governors, Independent Directors
Council (2007 - present); Former
Director of Brady Corporation
(2000 - 2007); Former Director
of Mortgage Guaranty Insurance
Corporation (1991 - 2006); Former
Director of Millennium Chemicals,
Inc. (commodity chemicals) (2002 -
2005); Former Director, R.J.
Reynolds Tobacco Holdings, Inc.
(tobacco) (1999 - 2005); and
Former Director of Texaco, Inc.
(1997 - 2001)
----------------------------------------------------------------------------------------------------------------------------
44 Pioneer Real Estate Shares | Annual Report | 12/31/11
----------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
----------------------------------------------------------------------
Benjamin M. Friedman (67) Trustee Trustee since 2008.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------------
Margaret B.W. Graham (64) Trustee Trustee since 1995.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------------
Thomas J. Perna (61) Trustee Trustee since 2006.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
----------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (67) William Joseph Maier Professor of Political Economy, Harvard Trustee, Mellon Institutional
University (1972 - present) Funds Investment Trust and
Mellon Institutional Funds
Master Portfolio (oversaw
17 portfolios in fund complex)
(1989 - 2008)
------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (64) Founding Director, Vice President and Corporate Secretary, The None
Winthrop Group, Inc. (consulting firm) (1982 - present);
Desautels Faculty of Management, McGill University (1999 -
present); and Manager of Research Operations and
Organizational Learning, Xerox PARC, Xerox's Advance
Research Center (1990 - 1994)
------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (61) Chairman and Chief Executive Officer, Quadriserv, Inc. Director, Broadridge Financial
(technology products for securities lending industry) Solutions, Inc. (investor
(2008 - present); private investor (2004 - 2008); and communications and securities
Senior Executive Vice President, The Bank of New York processing provider for
(financial and securities services) (1986 - 2004) financial services industry)
(2009 - present); and
Director, Quadriserv, Inc.
(2005 - present)
------------------------------------------------------------------------------------------------------------------------------
Pioneer Real Estate Shares | Annual Report | 12/31/11 45
Independent Trustees (continued)
---------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
---------------------------------------------------------------------
Marguerite A. Piret (63) Trustee Trustee since 1995.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
---------------------------------------------------------------------
Stephen K. West (83) Trustee Trustee since 1995.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
---------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
---------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (63) President and Chief Executive Officer, Newbury, Piret & Company, Director of New America
Inc. (investment banking firm) (1981 - present) High Income Fund, Inc.
(closed-end investment
company) (2004 - present);
and member, Board of
Governors, Investment Company
Institute (2000 - 2006)
---------------------------------------------------------------------------------------------------------------------------
Stephen K. West (83) Senior Counsel, Sullivan & Cromwell LLP (law firm) (1998 - Director, The Swiss Helvetia
present); and Partner, Sullivan & Cromwell LLP (prior to 1998) Fund, Inc. (closed-end
investment company); and
Director, AMVESCAP, PLC
(investment manager)
(1997 - 2005)
---------------------------------------------------------------------------------------------------------------------------
46 Pioneer Real Estate Shares | Annual Report | 12/31/11
Fund Officers
--------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------
Christopher J. Kelley (47) Secretary Since 2010. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Carol B. Hannigan (50) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Thomas Reyes (49) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Mark E. Bradley (52) Treasurer Since 2008. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Treasurer Since 2000. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Gary Sullivan (53) Assistant Treasurer Since 2002. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Fund Officers
---------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
---------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (47) Vice President and Associate General Counsel of Pioneer since None
January 2008 and Secretary of all of the Pioneer Funds since
June 2010; Assistant Secretary of all of the Pioneer Funds from
September 2003 to May 2010; and Vice President and Senior
Counsel of Pioneer from July 2002 to December 2007
---------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (50) Fund Governance Director of Pioneer since December 2006 and None
Assistant Secretary of all the Pioneer Funds since June 2010;
Manager -- Fund Governance of Pioneer from December 2003 to
November 2006; and Senior Paralegal of Pioneer from January
2000 to November 2003
---------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (49) Counsel of Pioneer since June 2007 and Assistant Secretary of None
all the Pioneer Funds since June 2010; and Vice President and
Counsel at State Street Bank from October 2004 to June 2007
---------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (52) Vice President -- Fund Accounting, Administration and None
Controllership Services of Pioneer; Treasurer of all of the
Pioneer Funds since March 2008; Deputy Treasurer of Pioneer
from March 2004 to February 2008; and Assistant Treasurer of
all of the Pioneer Funds from March 2004 to February 2008
---------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Vice President -- Fund Accounting, Administration and None
Controllership Services of Pioneer; and Assistant Treasurer of all
of the Pioneer Funds
---------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (53) Fund Accounting Manager -- Fund Accounting, Administration None
and Controllership Services of Pioneer; and Assistant Treasurer of
all of the Pioneer Funds
---------------------------------------------------------------------------------------------------------------------------
Pioneer Real Estate Shares | Annual Report | 12/31/11 47
Fund Officers (continued)
--------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Fund and Term of Office
--------------------------------------------------------------------------
David F. Johnson (32) Assistant Treasurer Since 2009. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer Since 2010. Serves at
the discretion of the
Board.
--------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
---------------------------------------------------------------------------------------------------------------------------
David F. Johnson (32) Fund Administration Manager -- Fund Accounting, Administration None
and Controllership Services since November 2008; Assistant
Treasurer of all of the Pioneer Funds since January 2009; and
Client Service Manager -- Institutional Investor Services at State
Street Bank from March 2003 to March 2007
---------------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer of Pioneer and of all the Pioneer Funds None
since March 2010; Director of Adviser and Portfolio Compliance
at Pioneer since October 2005; and Senior Compliance Officer
for Columbia Management Advisers, Inc. from October 2003 to
October 2005
---------------------------------------------------------------------------------------------------------------------------
48 Pioneer Real Estate Shares | Annual Report | 12/31/11
This page for your notes.
Pioneer Real Estate Shares | Annual Report | 12/31/11 49
This page for your notes.
50 Pioneer Real Estate Shares | Annual Report | 12/31/11
This page for your notes.
Pioneer Real Estate Shares | Annual Report | 12/31/11 51
This page for your notes.
52 Pioneer Real Estate Shares | Annual Report | 12/31/11
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
Write to us:
--------------------------------------------------------------------------------
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: us.pioneerinvestments.com
This report must be preceded or accompanied by a prospectus.
The Fund files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at www.sec.gov. The filed form may also be viewed and copied at the
Commission's Public Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Fund, including fees
associated with the routine and non routine filings of its Form
N-1A, totaled approximately $38,686 in 2011 and $38,686 in
2010.
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
Audit-Related Fees
There were no audit-related services provided to the
Fund during the fiscal years ended December 31, 2011 and
2010.
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
Tax Fees
Fees for tax compliance services, primarily for tax returns,
totaled $8,290 in 2011 and $8,290 in 2010.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
Other Fees
There were no other services provided to the
Fund during the fiscal years ended December 31, 2011 and
2010.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
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GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
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(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered into on or
after May 6, 2003, the effective date of the new SEC pre-
approval rules, the Fund's audit committee is required to pre-
approve services to affiliates defined by SEC rules to the
extent that the services are determined to have a direct impact
on the operations or financial reporting of the Fund.
For the years ended December 31, 2011 and 2010, there were
no services provided to an affiliate that required the Fund's
audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Fund and affiliates, as
previously defined, totaled $8,290 in 2011 and $8,290 in 2010.
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees has
considered whether the provision of non-audit services that
were rendered to the Affiliates (as defined) that were not pre-
approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of
Regulation S-X is compatible with maintaining the principal
accountant's independence.
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Not applicable to open-end management investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Not applicable to open-end management investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
Not applicable to open-end management investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Real Estate Shares
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date February 29, 2012
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date February 29, 2012
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date February 29, 2012
* Print the name and title of each signing officer under his or her signature.