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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 811-01835
Pioneer Value Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, 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: September 30
Date of reporting period: October 1, 2007 through September 30, 2008
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 Value Fund
Annual Report | September 30, 2008
Ticker Symbols:
Class A PIOTX
Class B PBOTX
Class C PCOTX
Class Y PVFYX
[LOGO]PIONEER
Investments(R)
visit 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 25
Notes to Financial Statements 33
Report of Independent Registered Public Accounting Firm 41
Approval of Investment Advisory Agreement 44
Trustees, Officers and Service Providers 48
Pioneer Value Fund | Annual Report | 9/30/08 1
President's Letter
Dear Shareowner,
Stock and bond markets around the globe this year have experienced one of their
most tumultuous periods in history. Investors have witnessed volatility of a
magnitude that many have never before seen. Distance often provides the best
vantage point for perspective. Still, we believe that the benefits of basic
investment principles that have stood the test of time -- even in the midst of
market turmoil -- cannot be underestimated.
First, invest for the long term. The founder of Pioneer Investments, Philip L.
Carret, began his investment career during the 1920's. One lesson he learned is
that while great prosperity affords an advantageous time for selling stocks,
extreme economic slumps can create opportunities for purchase. Indeed, many of
our portfolio managers, who follow the value-conscious investing approach of
our founder, are looking at recent market conditions as an opportunity to buy
companies whose shares we believe have been unjustifiably beaten down by
indiscriminate selling, but we have identified as having strong prospects over
time. While investors may be facing a sustained market downturn, we continue to
believe that patience, along with staying invested in the market, are important
considerations for long-term investors.
A second principle is to stay diversified across different types of
investments. The global scope of the current market weakness poses challenges
for this basic investment axiom. But the turbulence makes now a good time to
reassess your portfolio and make sure that your investments continue to meet
your needs. We believe you should work closely with your financial advisor to
find the mix of stocks, bonds and money market assets that is best aligned to
your particular risk tolerance and investment objective.
As the investment markets sort through the continuing crisis in the financial
industry, we are staying focused on the fundamentals and risk management. With
more than 80 years of experience behind us, we have learned how to navigate
turbulent markets. At Pioneer Investments, risk management has always been a
critical part of our culture -- not just during periods of extraordinary
volatility. Our investment process is based on fundamental research,
quantitative analysis and active portfolio management. This three-pillared
process, which we apply to each of our portfolios, is supported by an
integrated team approach and is designed to carefully balance risk and reward.
While we
2 Pioneer Value Fund | Annual Report | 9/30/08
see potential chances for making money in many corners of the market, it takes
research and experience to separate solid investment opportunities from
speculation.
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
www.pioneerinvestments.com. Thank you for investing with Pioneer.
Respectfully,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
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 the opinion of Fund management 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 Value Fund | Annual Report | 9/30/08 3
Portfolio Management Discussion | 9/30/08
In the following discussion, Rod Wright, lead portfolio manager of Pioneer
Value Fund, reviews recent market events and describes the factors that
affected Pioneer Value Fund's performance during the annual reporting period
ended September 30, 2008. Mr. Wright assumed the management duties of the Fund
on April 30, 2008.
Q How did the U.S. stock market and Pioneer Value Fund perform during the 12
months ended September 30, 2008?
A U.S. equities finished the 12-month period ended September 30 deeply in the
red, reflecting the unprecedented nature of the financial turmoil that
characterized the latter half of the period.
When the Fund's fiscal year began on October 1, 2007, the housing and
subprime mortgage crisis was already several months old. Still, the
consensus view at the time was that the difficulties would largely stay
confined to the financial sector rather than spreading to the broader
economy. The result was that while stock prices were generally volatile
throughout the first half of the reporting period, by the middle of May
2008, the major U.S. indices stood only modestly off their highs of 2007.
As the summer of 2008 progressed, however, a stream of negative news events
began to weigh heavily on market performance. Investors had to contend with
the government bailouts of Fannie Mae and Freddie Mac, the failures of
Lehman Brothers and Washington Mutual, the rescue of Merrill Lynch by Bank
of America, and the $85 billion emergency loan to AIG by the U.S.
government. This chain of events had two important effects. First, it led
investors to begin anticipating a recession and a concurrent downturn in
corporate profits. Second, it sparked a wave of forced selling by hedge
funds and other highly leveraged investors. With these bearish factors as
the backdrop, stocks plunged in early summer, paused for approximately two
months, and then collapsed in September as the 12-month reporting period
was drawing to a close. On the second-to-last day of the period, the Dow
Jones Industrial Average registered a 778-point drop -- one of the worst
one-day declines in the 112-year history of the index.
In this environment, the Russell 1000 Value Index (the Russell Index), the
Fund's benchmark, returned -23.56% during the 12-month period ended
September 30, 2008, while Class A shares of Pioneer Value Fund
underperformed the Russell Index by a wide margin, returning -30.75% at net
asset value over the same period. The Fund's return also trailed the
-23.80% average return of the 569 funds in its Lipper peer group, Large-Cap
Value Funds, over the same 12-month period.
4 Pioneer Value Fund | Annual Report | 9/30/08
Q What are your comments regarding the Fund's underperformance over the
12-month period ended September 30, 2008?
A Pioneer is extremely disappointed with the Fund's return during the past
year. Still, we believe it is important to note that since we took over the
management duties of the Fund on April 30 of this year, its return has been
in line with the Russell Index, as the changes we made to the portfolio
helped arrest the heavy underperformance the Fund experienced in the first
seven months of the period. We discuss the changes we have made to the
portfolio in greater detail in the pages that follow.
Looking at the Fund's results in the first half of the 12-month period,
prior to the portfolio management change, the primary reason why the Fund
lagged the Russell Index was its underperformance in the health care
sector. Positions in the large-cap pharmaceutical stocks Schering-Plough,
Merck, and Bristol-Myers Squibb all plunged during the first half of the
reporting period, costing the Fund over three percentage points of
performance against the Russell Index. That drop represented more than 40%
of the overall 7.19% shortfall versus the benchmark for the entire annual
reporting period. The Fund continues to hold reduced positions in all three
stocks in its portfolio, based on our belief that the companies represent
attractive values at their lower levels.
The financial sector also proved to be an area of difficulty for the Fund
in the first half of the reporting period and prior to April 30th. Most
notably, holdings in Washington Mutual (WaMu) and First Marblehead both
plummeted amid concerns about the viability of the two companies. We sold
both positions upon taking over management of the Fund, which enabled it to
avoid the negative impact of WaMu's eventual bankruptcy.
Q What changes have you made to the Fund since taking over its management on
April 30, 2008?
A Our primary objective has been to halt the underperformance of the Fund by
taking three steps: first, by cutting its exposure to many of its
underperforming positions (such as WaMu); second, by adding higher-quality
holdings to improve the overall strength of the portfolio; and third, by
increasing diversification to reduce risk.
Our efforts to diversify the Fund's portfolio are based on our belief that
the highly concentrated nature of the Fund's investments was a key factor
in its underperformance during the first half of the reporting period.
During the first half of the reporting period, the Fund held fewer than 40
individual positions on average. This meant that one or two stock
"blow-ups" could hurt the entire portfolio. We therefore altered the Fund's
portfolio to make it more broad based, bringing its total number of
holdings to 84 by the end of September 2008. At the same time, we took
steps to reduce the Fund's
Pioneer Value Fund | Annual Report | 9/30/08 5
risk relative to the Russell Index. While the Fund continues to emphasize
and de-emphasize certain sectors, we are also making an effort to avoid
putting too much of the Fund's assets into any one area of the market.
Our new purchases for the Fund, meanwhile, have been stocks of companies
with strong balance sheets, stable earnings power, high profit margins, and
attractive valuations. Included in this group are Cardinal Health, Waste
Management, Microsoft, Apache, and Applied Materials. Not all of the Fund's
holdings have been winners, of course: we also invested the Fund in some
stocks that have underperformed, such as the refining company Valero
Energy. However, the fact that the Fund has performed in line with the
Russell Index since April 30, 2008, indicates that we were largely
successful in our objective of stabilizing its performance.
Q Do you have any closing thoughts for investors?
A We continue to hold a cautious outlook on U.S. equities due to the
unprecedented nature of the financial crisis. Nevertheless, our core belief
is that a focus on identifying the most reasonably valued, fundamentally
sound stocks in the market should lead to outperformance in both up and
down markets. We therefore believe that our conservative approach for the
Fund will prove well suited not only to the difficult environment of the
present, but also to the inevitable recovery.
Please refer to the Schedule of Investments on pages 16-24 for a full listing
of Fund securities.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
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 and sectors.
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 the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes.
6 Pioneer Value Fund | Annual Report | 9/30/08
Note to Shareowners: Aaron Clark, the former lead portfolio manager of Pioneer
Value Fund, resigned from Pioneer Investments effective May 1, 2008. Mr. Clark
had been portfolio manager of the Pioneer Value Fund since May 2006.
Rod Wright, strategy director of Pioneer's large-and mid-value equity team,
assumed portfolio management responsibilities. Mr. Wright had been assisting
Mr. Clark. Brad Galko supports Mr. Wright as a portfolio manager of Pioneer
Value Fund. The investment objective for the Fund remains the same, and Mr.
Wright, Mr. Galko and the U.S. value team continue to be supported by Pioneer's
global equity research team.
Pioneer Value Fund | Annual Report | 9/30/08 7
Portfolio Summary | 9/30/08
Portfolio Diversification
- --------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
U.S. Common Stocks 89.3%
Temporary Cash Investments 9.7%
Depositary Receipts for International Stocks 1.0%
Sector Distribution
- --------------------------------------------------------------------------------
(As a percentage of equity holdings)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
Financials 22.5%
Energy 16.1%
Health Care 11.8%
Industrials 10.7%
Consumer Staples 10.0%
Information Technology 7.4%
Consumer Discretionary 7.2%
Telecommunication Services 5.4%
Utilities 5.0%
Materials 3.9%
10 Largest Holdings
- --------------------------------------------------------------------------------
(As a percentage of equity holdings)*
1. Unum Group 4.94%
2. Chevron Corp. 4.84
3. J.P. Morgan Chase & Co. 4.03
4. General Electric Co. 3.55
5. Verizon Communications, Inc. 3.42
6. Johnson & Johnson 2.41
7. Apache Corp. 2.37
8. Bank of America Corp. 2.27
9. Exxon Mobil Corp. 2.25
10. AT&T Corp. 2.00
* This list excludes temporary cash 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 security
listed.
8 Pioneer Value Fund | Annual Report | 9/30/08
Prices and Distributions | 9/30/08
Net Asset Value per Share
- --------------------------------------------------------------------------------
Class 9/30/08 9/30/07
A $ 11.44 $ 18.28
- --------------------------------------------------------------------------------
B $ 10.47 $ 16.87
- --------------------------------------------------------------------------------
C $ 10.43 $ 16.84
- --------------------------------------------------------------------------------
Y $ 11.54 $ 18.42
- --------------------------------------------------------------------------------
Distributions per Share: 10/1/07-9/30/08
- --------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
A $ 0.2548 $ 0.3474 $ 1.0272
- --------------------------------------------------------------------------------
B $ 0.0955 $ 0.3474 $ 1.0272
- --------------------------------------------------------------------------------
C $ 0.1289 $ 0.3474 $ 1.0272
- --------------------------------------------------------------------------------
Y $ 0.3038 $ 0.3474 $ 1.0272
- --------------------------------------------------------------------------------
Index Definitions
- --------------------------------------------------------------------------------
The Russell 1000 Value Index measures the performance of large-cap U.S. value
stocks. Index returns assume reinvestment of dividends and, unlike Fund
returns, do not reflect any fees, expenses or sales charges. You cannot invest
directly in an index.
The index defined here pertains to the "Value of $10,000 Investment" charts on
pages 10-13.
Pioneer Value Fund | Annual Report | 9/30/08 9
Performance Update | 9/30/08 Class A Shares
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund at public offering price, compared to
that of the Russell 1000 Value Index.
Average Annual Total Returns
(As of September 30, 2008)
- --------------------------------------------------------------------------------
Net Asset Public Offering
Period Value (NAV) Price (POP)
- --------------------------------------------------------------------------------
10 Years 3.56% 2.94%
5 Years 3.18 1.96
1 Year -30.75 -34.75
- --------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated February 1, 2008)
- --------------------------------------------------------------------------------
Gross Net
- --------------------------------------------------------------------------------
0.92% 0.92%
- --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED
MATERIAL.]
Value of $10,000 Investment
Russell
Pioneer 1000
Value Value
Fund Index
9/98 9,425 10,000
10,542 11,872
9/00 12,260 12,930
11,172 11,778
9/02 9,297 9,782
11,430 12,165
9/04 13,377 14,661
15,224 17,108
9/06 16,426 19,609
19,300 22,442
9/08 13,365 17,156
Call 1-800-225-6292 or visit www.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 Value Fund | Annual Report | 9/30/08
Performance Update | 9/30/08 Class B Shares
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of September 30, 2008)
- --------------------------------------------------------------------------------
If If
Period Held Redeemed
- --------------------------------------------------------------------------------
10 Years 2.39% 2.39%
5 Years 2.09 2.09
1 Year -31.54 -34.02
- --------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated February 1, 2008)
- --------------------------------------------------------------------------------
Gross Net
- --------------------------------------------------------------------------------
2.05% 2.05%
- --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED
MATERIAL.]
Value of $10,000 Investment
Russell
Pioneer 1000
Value Value
Fund Index
9/98 10,000 10,000
11,063 11,872
9/00 12,701 12,930
11,451 11,778
9/02 9,427 9,782
11,417 12,165
9/04 13,239 14,661
14,914 17,108
9/06 15,919 19,609
18,494 22,442
9/08 12,661 17,156
Call 1-800-225-6292 or visit www.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
continues to be 4%. For more complete information, please see the prospectus
for details.
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
www.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 fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
Pioneer Value Fund | Annual Report | 9/30/08 11
Performance Update | 9/30/08 Class C Shares
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of September 30, 2008)
- --------------------------------------------------------------------------------
If If
Period Held Redeemed
- --------------------------------------------------------------------------------
10 Years 2.39% 2.39%
5 Years 2.06 2.06
1 Year -31.49 -31.49
- --------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated February 1, 2008)
- --------------------------------------------------------------------------------
Gross Net
- --------------------------------------------------------------------------------
1.98% 1.98%
- --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED
MATERIAL.]
Value of $10,000 Investment
Russell
Pioneer 1000
Value Value
Fund Index
9/98 10,000 10,000
11,066 11,872
9/00 12,708 12,930
11,440 11,778
9/02 9,405 9,782
11,437 12,165
9/04 13,227 14,661
14,895 17,108
9/06 15,890 19,609
18,481 22,442
9/08 12,661 17,156
Call 1-800-225-6292 or visit www.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 Value Fund | Annual Report | 9/30/08
Performance Update | 9/30/08 Class Y Shares
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Value Fund, compared to that of the Russell 1000
Value Index.
Average Annual Total Returns
(As of September 30, 2008)
- --------------------------------------------------------------------------------
If If
Period Held Redeemed
- --------------------------------------------------------------------------------
10 Years 3.73% 3.73%
5 Years 3.53 3.53
1 Year -30.50 -30.50
- --------------------------------------------------------------------------------
Expense Ratio
(Per prospectus dated February 1, 2008)
- --------------------------------------------------------------------------------
Gross Net
- --------------------------------------------------------------------------------
0.54% 0.54%
- --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED
MATERIAL.]
Value of $10,000 Investment
Russell
Pioneer 1000
Value Value
Fund Index
9/98 10,000 10,000
11,187 11,872
9/00 13,009 12,930
11,855 11,778
9/02 9,865 9,782
12,129 12,165
9/04 14,203 14,661
16,248 17,108
9/06 17,599 19,609
20,753 22,442
9/08 14,423 17,156
Call 1-800-225-6292 or visit www.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.
Performance shown for periods prior to the inception of Class Y shares reflects
the NAV performance of the Fund's Class A shares. The performance does not
reflect differences in expenses, including the Rule 12b-1 fees, applicable to
Class A shares. Since fees for Class A shares are generally higher than those
of Class Y shares, the performance for Class Y shares prior to their inception
(8/11/04) would have been higher. Class Y shares are not subject to sales
charges and are available to 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 Value Fund | Annual Report | 9/30/08 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 Value Fund
Based on actual returns from April 1, 2008 through September 30, 2008.
Share Class A B C Y
Beginning Account $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Value on 4/1/08
- -------------------------------------------------------------------------------------
Ending Account $ 882.73 $ 876.91 $ 877.21 $ 883.55
Value on 9/30/08
- -------------------------------------------------------------------------------------
Expenses Paid $ 4.42 $ 9.57 $ 8.96 $ 2.50
During Period*
- -------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 0.94%, 2.04%,
1.91% and 0.53% for Class A, Class B, Class C, and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/366 (to reflect the one-half year period).
14 Pioneer Value Fund | Annual Report | 9/30/08
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 Value Fund
Based on a hypothetical 5% return per year before expenses, reflecting the
period from April 1, 2008 through September 30, 2008.
Share Class A B C Y
Beginning Account $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Value on 4/1/08
- -------------------------------------------------------------------------------------
Ending Account $ 1,020.30 $ 1,014.80 $ 1,015.45 $ 1,022.35
Value on 9/30/08
- -------------------------------------------------------------------------------------
Expenses Paid $ 4.75 $ 10.28 $ 9.62 $ 2.68
During Period*
- -------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 0.94%, 2.04%,
1.91%, and 0.53%, for Class A, Class B, Class C, and Class Y shares,
respectively, multiplied by the average account value over the period,
multiplied by 183/366 (to reflect the one-half year period).
Pioneer Value Fund | Annual Report | 9/30/08 15
Schedule of Investments | 9/30/08
Shares Value
COMMON STOCKS -- 97.4%
ENERGY -- 15.7%
Integrated Oil & Gas -- 8.8%
1,266,125 Chevron Corp. $ 104,429,990
352,200 ConocoPhillips 25,798,650
626,300 Exxon Mobil Corp. 48,638,458
416,900 USX-Marathon Group, Inc. 16,621,803
---------------
$ 195,488,901
- --------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 1.0%
883,400 Weatherford International, Inc.*(b) $ 22,208,676
- --------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 4.2%
491,100 Apache Corp. $ 51,211,908
352,100 Devon Energy Corp. 32,111,520
200,058 XTO Energy, Inc. 9,306,698
---------------
$ 92,630,126
- --------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.4%
300,000 Valero Energy Corp. $ 9,090,000
- --------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 1.3%
2,229,500 El Paso Corp. (b) $ 28,448,420
---------------
Total Energy $ 347,866,123
- --------------------------------------------------------------------------------------
MATERIALS -- 3.8%
Aluminum -- 0.3%
300,000 Alcoa, Inc. (b) $ 6,774,000
- --------------------------------------------------------------------------------------
Diversified Chemical -- 1.5%
1,000,000 Dow Chemical Co. $ 31,780,000
- --------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.9%
166,700 Freeport-McMoRan Copper & Gold, Inc. (Class B) (b) $ 9,476,895
370,000 Teck Cominco, Ltd. (Class B) (b) 10,774,400
---------------
$ 20,251,295
- --------------------------------------------------------------------------------------
Gold -- 1.1%
304,400 Agnico Eagle Mines, Ltd. $ 16,763,308
192,466 Newmont Mining Corp. (b) 7,459,982
---------------
$ 24,223,290
---------------
Total Materials $ 83,028,585
- --------------------------------------------------------------------------------------
CAPITAL GOODS -- 8.5%
Aerospace & Defense -- 2.9%
550,000 Northrop Grumman Corp.* $ 33,297,000
497,800 United Technologies Corp. 29,897,868
---------------
$ 63,194,868
- --------------------------------------------------------------------------------------
Electrical Component & Equipment -- 0.3%
175,000 Rockwell International Corp. $ 6,534,500
- --------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer Value Fund | Annual Report | 9/30/08
Shares Value
Industrial Conglomerates -- 5.3%
600,000 3M Co. $ 40,986,000
3,000,000 General Electric Co. 76,500,000
---------------
$ 117,486,000
---------------
Total Capital Goods $ 187,215,368
- ------------------------------------------------------------------------
COMMERCIAL SERVICES & SUPPLIES -- 1.1%
Environmental & Facilities Services -- 1.1%
791,100 Waste Management, Inc.*(b) $ 24,911,739
---------------
Total Commercial Services & Supplies $ 24,911,739
- ------------------------------------------------------------------------
TRANSPORTATION -- 0.8%
Railroads -- 0.8%
264,803 Norfolk Southern Corp. $ 17,532,607
---------------
Total Transportation $ 17,532,607
- ------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 0.8%
Auto Parts & Equipment -- 0.8%
594,300 Johnson Controls, Inc. $ 18,025,119
---------------
Total Automobiles & Components $ 18,025,119
- ------------------------------------------------------------------------
MEDIA -- 3.7%
Broadcasting -- 0.8%
1,255,000 CBS Corp. (Class B) (b) $ 18,297,900
- ------------------------------------------------------------------------
Movies & Entertainment -- 2.9%
1,200,000 The Walt Disney Co. (b) $ 36,828,000
1,069,100 Viacom, Inc. (Class B)* 26,556,444
---------------
$ 63,384,444
---------------
Total Media $ 81,682,344
- ------------------------------------------------------------------------
RETAILING -- 2.5%
Apparel Retail -- 1.3%
165,500 Abercrombie & Fitch Co. (b) $ 6,528,975
1,200,000 Gap, Inc. (b) 21,336,000
---------------
$ 27,864,975
- ------------------------------------------------------------------------
Department Stores -- 0.5%
349,700 J.C. Penney Co., Inc. $ 11,658,998
- ------------------------------------------------------------------------
Home Improvement Retail -- 0.7%
600,000 Home Depot, Inc. $ 15,534,000
---------------
Total Retailing $ 55,057,973
- ------------------------------------------------------------------------
FOOD & DRUG RETAILING -- 3.0%
Drug Retail -- 0.6%
401,000 CVS Corp. $ 13,497,660
- ------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 17
Schedule of Investments | 9/30/08 (continued)
Shares Value
Food Retail -- 1.1%
680,770 Kroger Co. $ 18,707,560
224,400 Safeway, Inc. 5,322,768
---------------
$ 24,030,328
- --------------------------------------------------------------------------
Hypermarkets & Supercenters -- 1.3%
466,600 Wal-Mart Stores, Inc. (b) $ 27,944,674
---------------
Total Food & Drug Retailing $ 65,472,662
- --------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 6.8%
Packaged Foods & Meats -- 2.0%
376,838 General Mills, Inc. $ 25,896,307
536,400 Kraft Foods, Inc. 17,567,100
---------------
$ 43,463,407
- --------------------------------------------------------------------------
Soft Drinks -- 1.1%
475,000 Coca-Cola Co. $ 25,118,000
- --------------------------------------------------------------------------
Tobacco -- 3.7%
1,458,336 Altria Group, Inc. $ 28,933,386
343,800 Lorillard, Inc. 24,461,370
600,000 Phillip Morris International, Inc. 28,860,000
---------------
$ 82,254,756
---------------
Total Food, Beverage & Tobacco $ 150,836,163
- --------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 4.4%
Health Care Distributors -- 0.3%
110,400 Cardinal Health, Inc. $ 5,440,512
- --------------------------------------------------------------------------
Health Care Equipment -- 2.0%
600,700 Medtronic, Inc. $ 30,095,070
234,600 Zimmer Holdings, Inc.* 15,145,776
---------------
$ 45,240,846
- --------------------------------------------------------------------------
Managed Health Care -- 2.1%
457,600 Aetna, Inc. $ 16,523,936
477,800 CIGNA Corp.* 16,235,644
301,100 Wellpoint, Inc.* 14,082,447
---------------
$ 46,842,027
---------------
Total Health Care Equipment & Services $ 97,523,385
- --------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY -- 7.1%
Biotechnology -- 1.2%
445,800 Amgen, Inc.* $ 26,422,566
- --------------------------------------------------------------------------
Life Sciences Tools & Services -- 0.8%
330,800 Thermo Fisher Scientific, Inc.* $ 18,194,000
- --------------------------------------------------------------------------
Pharmaceuticals -- 5.1%
1,000,000 Bristol-Myers Squibb Co. $ 20,850,000
749,576 Johnson & Johnson 51,930,625
The accompanying notes are an integral part of these financial statements.
18 Pioneer Value Fund | Annual Report | 9/30/08
Shares Value
Pharmaceuticals -- (continued)
750,000 Merck & Co., Inc. $ 23,670,000
863,300 Schering-Plough Corp. 15,945,151
---------------
$ 112,395,776
---------------
Total Pharmaceuticals & Biotechnology $ 157,012,342
- -------------------------------------------------------------------------
BANKS -- 4.0%
Diversified Banks -- 0.7%
400,000 Wells Fargo & Co. (b) $ 15,012,000
- -------------------------------------------------------------------------
Regional Banks -- 2.7%
423,000 PNC Bank Corp. (b) $ 31,598,100
323,900 SunTrust Banks, Inc. (b) 14,572,261
350,000 Zions Bancorporation (b) 13,545,000
---------------
$ 59,715,361
- -------------------------------------------------------------------------
Thrifts & Mortgage Finance -- 0.6%
861,000 New York Community Bancorp, Inc. (b) $ 14,438,970
---------------
Total Banks $ 89,166,331
- -------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 11.1%
Asset Management & Custody Banks -- 3.9%
330,700 Franklin Resources, Inc. $ 29,144,591
1,448,966 Invesco, Ltd. 30,399,307
500,000 Legg Mason, Inc. (b) 19,030,000
250,000 The Bank of New York Mellon Corp. 8,145,000
---------------
$ 86,718,898
- -------------------------------------------------------------------------
Diversified Financial Services -- 6.1%
1,400,000 Bank of America Corp. (b) $ 49,000,000
1,859,364 J.P. Morgan Chase & Co. 86,832,299
---------------
$ 135,832,299
- -------------------------------------------------------------------------
Specialized Finance -- 1.1%
65,800 CME Group, Inc. (b) $ 24,445,358
---------------
Total Diversified Financials $ 246,996,555
- -------------------------------------------------------------------------
INSURANCE -- 6.7%
Life & Health Insurance -- 5.3%
270,100 Lincoln National Corp. $ 11,562,981
4,250,000 Unum Group (b) 106,675,000
---------------
$ 118,237,981
- -------------------------------------------------------------------------
Property & Casualty Insurance -- 1.4%
559,800 Chubb Corp. $ 30,733,020
---------------
Total Insurance $ 148,971,001
- -------------------------------------------------------------------------
SOFTWARE & SERVICES -- 1.2%
Systems Software -- 1.2%
982,700 Microsoft Corp. $ 26,228,263
---------------
Total Software & Services $ 26,228,263
- -------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 19
Schedule of Investments | 9/30/08 (continued)
Shares Value
TECHNOLOGY HARDWARE & EQUIPMENT -- 4.2%
Communications Equipment -- 1.5%
727,200 Corning, Inc. $ 11,373,408
1,245,000 Nokia Corp. (A.D.R.) (b) 23,219,250
---------------
$ 34,592,658
- -------------------------------------------------------------------------
Computer Hardware -- 2.7%
1,000,000 Dell, Inc.* $ 16,480,000
531,915 Hewlett-Packard Co. 24,595,750
155,200 IBM Corp.* 18,152,192
---------------
$ 59,227,942
---------------
Total Technology Hardware & Equipment $ 93,820,600
- -------------------------------------------------------------------------
SEMICONDUCTORS -- 1.8%
Semiconductor Equipment -- 1.0%
1,515,000 Applied Materials, Inc. $ 22,921,950
- -------------------------------------------------------------------------
Semiconductors -- 0.8%
926,800 Intel Corp. $ 17,358,964
---------------
Total Semiconductors $ 40,280,914
- -------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 5.3%
Integrated Telecommunication Services -- 5.3%
1,542,900 AT&T Corp. $ 43,077,767
2,300,000 Verizon Communications, Inc. 73,807,000
---------------
$ 116,884,767
---------------
Total Telecommunication Services $ 116,884,767
- -------------------------------------------------------------------------
UTILITIES -- 4.9%
Electric Utilities -- 1.7%
486,900 Edison International LLC $ 19,427,310
272,700 Firstenergy Corp. 18,268,173
---------------
$ 37,695,483
- -------------------------------------------------------------------------
Gas Utilities -- 0.6%
308,200 Questar Corp. $ 12,611,544
- -------------------------------------------------------------------------
Independent Power Producer & Energy Traders -- 0.5%
451,000 NRG Energy, Inc.*(b) $ 11,162,250
- -------------------------------------------------------------------------
Multi-Utilities -- 2.1%
543,300 Public Service Enterprise Group, Inc. $ 17,814,807
584,200 Sempra Energy (b) 29,484,574
---------------
$ 47,299,381
---------------
Total Utilities $ 108,768,658
- -------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $2,280,735,852) $ 2,157,281,499
- -------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Value Fund | Annual Report | 9/30/08
Principal
Amount Value
TEMPORARY CASH INVESTMENTS -- 10.5%
Repurchase Agreement -- 1.3%
$ 5,975,000 Bank of America, 0.5%, dated 9/30/08, repurchase price of
$5,975,000 plus accrued interest on 10/1/08 collateralized
by the following:
$2,816,894 U.S. Treasury Bill, 0.0%, 1/15/09
$3,123,619 U.S. Treasury Note, 3.875%, 5/15/10 $ 5,975,000
5,975,000 Bank of America, 1.80%, dated 9/30/08, repurchase price
of $5,975,000 plus accrued interest on 10/1/08
collateralized by
$6,608,569 Freddie Mac Giant, 5.5%, 1/1/38 5,975,000
5,980,000 Barclays Plc, 2.25%, dated 9/30/08, repurchase price of
$5,980,000 plus accrued interest on 10/1/08 collateralized
by the following:
$7,317,646 Federal National Mortgage Association,
5.0%, 3/1/21 - 2/1/36
$888,612 Freddie Mac Giant, 5.0%, 8/1/36 5,980,000
5,980,000 Deutsche Bank, 2.25%, dated 9/30/08, repurchase price of
$5,980,000 plus accrued interest on 10/1/08 collateralized
by the following:
$2,655,966 Freddie Mac Giant, 5.0 - 7.5%,
10/1/18 - 9/1/38
$104,310 Federal Home Loan Mortgage Corp.,
6.591%, 2/1/37
$320,705 Federal National Mortgage Association (ARM),
4.574 - 5.502%, 10/1/15 - 5/1/36
$5,645,856 Federal National Mortgage Association,
5.0 - 7.0%, 5/1/20 - 9/1/47 5,980,000
5,975,000 JP Morgan Chase & Co., 1.70%, dated 9/30/08, repurchase
price of $5,975,000 plus accrued interest on 10/1/08
collateralized by
$6,787,563 Federal National Mortgage Association,
4.5 - 6.5%, 6/1/23 - 9/1/38 5,975,000
---------------
$ 29,885,000
- ------------------------------------------------------------------------------------------------
Shares
Securities Lending Collateral -- 9.2% (c)
Certificates of Deposit:
3,524,508 Citibank, 2.73%, 10/30/08 $ 3,524,508
3,524,508 Abbey National Plc, 3.15%, 8/13/09 3,524,508
3,526,177 Banco Santander NY, 3.09%, 12/22/08 3,526,177
3,523,673 Bank of Nova Scotia, 3.18%, 5/5/09 3,523,673
1,268,440 Bank of Scotland NY, 2.89%, 11/4/08 1,268,440
5,628,404 Bank of Scotland NY, 3.03%, 6/5/09 5,628,404
6,344,114 Barclays Bank, 3.18%, 5/27/09 6,344,114
7,049,015 BNP Paribas NY, 2.72% 11/3/08 7,049,015
703,952 Calyon NY, 2.69%, 1/16/09 703,952
415,266 Calyon NY, 2.69%, 1/16/09 415,266
6,344,114 DNB NOR Bank ASA NY, 2.9%, 6/8/09 6,344,114
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 21
Schedule of Investments | 9/30/08 (continued)
Shares Value
Certificates of Deposit -- (continued):
6,456,898 Intesa SanPaolo S.p.A., 2.72%, 5/22/09 $ 6,456,898
407,767 NORDEA NY, 2.72%, 4/9/09 407,767
338,122 NORDEA NY, 2.73%, 12/1/08 338,122
5,286,762 Royal Bank of Canada NY, 3.0%, 8/7/09 5,286,762
3,524,508 Bank of Scotland NY, 3.06%, 3/5/09 3,524,508
2,115,097 Bank of Scotland NY, 2.96%, 11/3/08 2,115,095
703,877 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 703,877
6,344,114 Svenska Bank NY, 2.7%, 7/8/09 6,344,114
2,114,705 Toronto Dominion Bank NY, 2.75%, 11/5/08 2,114,705
3,524,508 Wachovia Corp., 2.79%, 10/30/08 3,524,508
-------------
$ 72,668,527
-------------------------------------------------------------------------------
Commercial Paper:
6,922,133 American Honda Finance Corp., 2.92%, 7/14/09 $ 6,922,133
7,030,991 ANZ Bank, 2.64%, 11/5/08 7,030,991
7,049,015 Commonwealth Bank Australia, 3.02%, 7/16/09 7,049,015
702,701 Dexdel, 2.7%, 11/10/08 702,701
7,015,215 JP Morgan Chase & Co., 1.42%, 12/3/08 7,015,215
703,073 Met Life, Inc., 2.7%, 11/3/08 703,073
2,114,535 John Deere Capital Corp., 2.82%, 12/12/08 2,114,535
7,049,015 HSBC USA, Inc., 3.2%, 8/14/09 7,049,015
7,049,015 Monumental Global Funding, Ltd., 3.2%, 8/17/09 7,049,015
6,344,114 New York Life Global, 2.98%, 9/4/09 6,344,114
671,128 Bank Bovespa NY, 2.79%, 3/12/09 671,128
3,171,688 General Electric Capital Corp., 4.24%, 1/5/09 3,171,688
3,523,671 General Electric Capital Corp., 2.82%, 3/16/09 3,523,671
3,524,508 CME Group, Inc., 3.0%, 8/6/09 3,524,508
1,303,661 IBM, 3.18%, 2/13/09 1,303,661
3,524,508 IBM, 3.18%, 6/26/09 3,524,508
6,344,114 Met Life Global Funding, 3.19%, 6/12/09 6,344,114
3,522,760 Macquarie Bank, Ltd., 2.55%, 10/8/08 3,522,760
3,522,760 Macquarie Bank, Ltd., 2.55%, 10/8/08 3,522,760
7,049,015 Societe Generale, 3.28%, 9/4/09 7,049,015
7,049,015 U.S. Bank, 2.912%, 8/24/09 7,049,015
704,553 Wachovia Corp., 2.85%, 10/28/08 704,553
5,991,663 Westpac Banking Corp., 3.74%, 6/1/09 5,991,663
-------------
$ 101,882,851
-------------------------------------------------------------------------------
Tri-party Repurchase Agreements:
14,098,031 ABN Amro, 1.85%, 10/1/08 $ 14,098,031
7,891,373 Barclays Capital Markets, 2.11%, 10/1/08 7,891,373
5,870,138 Deutsche Bank, 2.0%, 10/1/08 5,870,138
-------------
$ 27,859,542
-------------------------------------------------------------------------------
Other:
781,224 ABS CFAT 2008-A A1, 3.005%, 4/27/09 $ 781,224
-------------
Total Securities Lending Collateral $ 203,192,144
-------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer Value Fund | Annual Report | 9/30/08
Shares Value
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $233,077,144) $ 233,077,144
- ----------------------------------------------------------------------
TOTAL INVESTMENT IN SECURITIES -- 107.9%
(Cost $2,513,812,996) (a) $2,390,358,643
- ----------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- (7.9%) $ (174,384,404)
- ----------------------------------------------------------------------
TOTAL NET ASSETS -- 100.0% $2,215,974,239
- ----------------------------------------------------------------------
* Non-income producing security.
(A.D.R.) American Depositary Receipt.
(a) At September 30, 2008, the net unrealized loss on investments based on cost
for federal income tax purposes of $2,517,407,272 was as follows:
Aggregate gross unrealized gain for all investments in which there is an
excess of value over tax cost $ 116,589,704
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (243,638,333)
-------------
Net unrealized loss $(127,048,629)
-------------
(b) At September 30, 2008, the following securities were out on loan:
Shares Description Value
51,700 Abercrombie & Fitch Co. $2,039,565
23,000 Alcoa, Inc. 519,340
784,400 Bank of America Corp. 27,454,000
1,172,000 CBS Corp. (Class B) 17,087,760
28,000 CME Group, Inc. 10,402,280
234,000 El Paso Corp. 2,985,840
270,000 Freeport-McMoRan Copper & Gold, Inc. (Class B)** 15,349,500
15,700 Gap, Inc. 279,146
10,000 Legg Mason, Inc. 380,600
140,000 New York Community Bancorp, Inc. 2,347,800
175,000 Newmont Mining Corp. 6,783,000
130,000 Nokia Corp. (A.D.R.) 2,424,500
321,675 NRG Energy, Inc.* 7,961,456
1,100 PNC Bank Corp. 82,170
417,000 Sempra Energy 21,045,990
320,000 SunTrust Banks, Inc. 14,396,800
75,000 Teck Cominco (Class B) 2,184,000
29,300 Unum Group 735,430
44,200 Wal-Mart Stores, Inc. 2,647,138
738,000 The Walt Disney Co. 22,649,220
715,000 Waste Management, Inc.* 22,515,350
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 23
Schedule of Investments | 9/30/08 (continued)
Shares Description Value
456,300 Weatherford International, Inc.* $ 11,471,382
50,000 Wells Fargo & Co. 1,876,500
381,900 Zions Bancorporation** 14,779,530
- ----------------------------------------------------------------
Total $210,398,297
- ----------------------------------------------------------------
** Pending sale at 9/30/08.
(c) Security lending collateral is managed by Credit Suisse.
Purchases and sales of securities (excluding temporary cash investments) for
the year ended September 30, 2008 aggregated $2,740,285,326 and $3,270,840,962,
respectively.
The accompanying notes are an integral part of these financial statements.
24 Pioneer Value Fund | Annual Report | 9/30/08
Statement of Assets and Liabilities | 9/30/08
ASSETS:
Investment in securities, at value (including securities loaned of
$210,398,297) (cost $2,513,812,996) $2,390,358,643
Cash 3,832,457
Receivables --
Investment securities sold 28,461,507
Fund shares sold 129,309
Dividends, interest and foreign taxes withheld 4,310,178
Other 1,192,125
- ---------------------------------------------------------------------------------------
Total assets $2,428,284,219
- ---------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 5,220,386
Fund shares repurchased 3,217,000
Upon return of securities loaned 203,192,144
Due to affiliates 387,282
Accrued expenses 293,168
- ---------------------------------------------------------------------------------------
Total liabilities $ 212,309,980
- ---------------------------------------------------------------------------------------
NET ASSETS:
Paid-in capital $2,653,620,196
Undistributed net investment income 19,126,106
Accumulated net realized loss on investments and foreign currency
transactions (333,317,710)
Net unrealized loss on investments (123,454,353)
- ---------------------------------------------------------------------------------------
Total net assets $2,215,974,239
- ---------------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $2,082,426,599/182,109,497 shares) $ 11.44
Class B (based on $13,518,127/1,291,120 shares) $ 10.47
Class C (based on $7,458,323/715,054 shares) $ 10.43
Class Y (based on $112,571,190/9,752,882 shares) $ 11.54
MAXIMUM OFFERING PRICE:
Class A ($11.44 [divided by] 94.25%) $ 12.14
- ---------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 25
Statement of Operations
For the Year Ended 9/30/08
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $144,502) $ 72,888,325
Interest 4,868,603
Income from securities loaned, net 821,725
- --------------------------------------------------------------------------------------------------
Total investment income $ 78,578,653
- --------------------------------------------------------------------------------------------------
EXPENSES:
Management fees
Basic Fee $ 17,655,287
Performance Adjustment (3,776,033)
Transfer agent fees and expenses
Class A 4,553,211
Class B 110,593
Class C 38,375
Class Y 2,678
Distribution fees
Class A 6,771,036
Class B 211,119
Class C 97,902
Administrative fees 662,633
Custodian fees 99,374
Registration fees 71,573
Professional fees 258,948
Printing expense 21,989
Fees and expenses of nonaffiliated trustees 86,641
Miscellaneous 448,487
- --------------------------------------------------------------------------------------------------
Total expenses $ 27,313,813
Less fees paid indirectly (94,412)
- --------------------------------------------------------------------------------------------------
Net expenses $ 27,219,401
- --------------------------------------------------------------------------------------------------
Net investment income $ 51,359,252
- --------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS,
OPTIONS AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments $(318,668,552)
Written options closed/expired 798,845
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies 23,850 $ (317,845,857)
- --------------------------------------------------------------------------------------------------
Change in net unrealized gain (loss) on:
Investments $(822,333,275)
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (14,994) $ (822,348,269)
- --------------------------------------------------------------------------------------------------
Net loss on investments, options and foreign currency
transactions $(1,140,194,126)
- --------------------------------------------------------------------------------------------------
Net decrease in net assets resulting from operations $(1,088,834,874)
- --------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer Value Fund | Annual Report | 9/30/08
Statements of Changes in Net Assets
For the Years Ended 9/30/08 and 9/30/07, respectively
Year Ended Year Ended
9/30/08 9/30/07
FROM OPERATIONS:
Net investment income $ 51,359,252 $ 71,375,830
Net realized gain (loss) on investments, redemptions in kind,
options and foreign currency transactions (317,845,857) 459,589,158
Change in net unrealized gain (loss) on investments and foreign
currency transactions (822,348,269) 169,437,699
- -------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from
operations $ (1,088,834,874) $ 700,402,687
- -------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.25 and $0.30 per share, respectively) $ (50,294,291) $ (65,887,777)
Class B ($0.10 and $0.12 per share, respectively) (160,860) (255,486)
Class C ($0.13 and $0.13 per share, respectively) (97,670) (77,440)
Class Y ($0.30 and $0.37 per share, respectively) (3,580,443) (6,699,766)
Net realized gain:
Class A ($1.37 and $2.86 per share, respectively) (261,794,286) (575,019,963)
Class B ($1.37 and $2.86 per share, respectively) (2,352,305) (5,835,262)
Class C ($1.37 and $2.86 per share, respectively) (999,619) (1,444,227)
Investor Class ($0.00 and $2.86 per share, respectively) -- (18,158,124)
Class R ($0.00 and $2.86 per share, respectively) -- (17,330)
Class Y ($1.37 and $2.86 per share, respectively) (16,900,631) (50,100,370)
- -------------------------------------------------------------------------------------------------------
Total distributions to shareowners $ (336,180,105) $ (723,495,745)
- -------------------------------------------------------------------------------------------------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 107,788,885 $ 215,579,676
Reinvestment of distributions 307,535,467 652,094,865
Cost of shares repurchased (624,773,394) (1,009,087,609)
Redemption in kind -- (337,791,016)
- -------------------------------------------------------------------------------------------------------
Net decrease in net assets resulting from fund share
transactions $ (209,449,042) $ (479,204,084)
- -------------------------------------------------------------------------------------------------------
Net decrease in net assets $ (1,634,464,021) $ (502,297,142)
NET ASSETS:
Beginning of year 3,850,438,260 4,352,735,402
- -------------------------------------------------------------------------------------------------------
End of year $ 2,215,974,239 $ 3,850,438,260
- -------------------------------------------------------------------------------------------------------
Undistributed net investment income $ 19,126,106 $ 21,888,750
- -------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 27
Statements of Changes in Net Assets (continued)
'08 Shares '08 Amount '07 Shares '07 Amount
Class A
Shares sold 4,706,766 $ 67,233,587 8,108,936 $ 141,919,949
Reinvestment of distributions 18,863,164 293,192,504 35,934,857 600,068,674
Conversion of Investors Class Shares
to Class A Shares -- -- 7,261,950 122,145,998
Less shares repurchased (36,761,033) (518,107,787) (45,254,581) (805,326,623)
Redemptions in Kind -- -- (18,498,960) (337,791,016)
- ---------------------------------------------------------------------------------------------------------------
Net decrease (13,191,103) $(157,681,696) (12,447,798) $(278,983,018)
- ---------------------------------------------------------------------------------------------------------------
Class B
Shares sold 119,790 $ 1,563,555 174,034 $ 2,871,887
Reinvestment of distributions 159,868 2,297,706 361,010 5,547,350
Less shares repurchased (789,625) (10,137,455) (872,578) (14,236,202)
- ---------------------------------------------------------------------------------------------------------------
Net decrease (509,967) $ (6,276,194) (337,534) $ (5,816,965)
- ---------------------------------------------------------------------------------------------------------------
Class C
Shares sold 204,198 $ 2,638,167 348,047 $ 5,613,238
Reinvestment of distributions 50,044 715,039 88,811 1,362,885
Less shares repurchased (287,970) (3,701,993) (191,383) (3,124,518)
- ---------------------------------------------------------------------------------------------------------------
Net increase (decrease) (33,728) $ (348,787) 245,475 $ 3,851,605
- ---------------------------------------------------------------------------------------------------------------
Investor Class (a)
Shares sold -- -- 23 $ 384
Reinvestment of distributions -- -- 1,000,967 16,646,079
Conversion of Investors Class Shares
to Class A Shares -- -- (7,254,000) (122,145,998)
Less shares repurchased -- -- (217,458) (3,941,403)
- ---------------------------------------------------------------------------------------------------------------
Net decrease -- -- (6,470,468) $(109,440,938)
- ---------------------------------------------------------------------------------------------------------------
Class R (b)
Shares sold -- -- 661 $ 11,290
Reinvestment of distributions -- -- 1,093 17,328
Less shares repurchased -- -- (7,588) (123,431)
- ---------------------------------------------------------------------------------------------------------------
Net decrease -- -- (5,834) $ (94,813)
- ---------------------------------------------------------------------------------------------------------------
Class Y
Shares sold 2,572,286 $ 36,353,576 3,748,773 $ 65,162,928
Reinvestment of distributions 719,630 11,330,218 1,692,101 28,452,549
Less shares repurchased (6,480,001) (92,826,159) (10,387,401) (182,335,432)
- ---------------------------------------------------------------------------------------------------------------
Net decrease (3,188,085) $ (45,142,365) (4,946,527) $ (88,719,955)
- ---------------------------------------------------------------------------------------------------------------
(a) Investor Class shares converted to Class A shares on December 10, 2006.
(b) Class R shares ceased operations on January 31, 2007.
The accompanying notes are an integral part of these financial statements.
28 Pioneer Value Fund | Annual Report | 9/30/08
Financial Highlights
Year Year
Ended Ended
9/30/08 9/30/07
Class A
Net asset value, beginning of period $ 18.28 $ 18.55
- -----------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.25 $ 0.29
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions (5.47) 2.60
- -----------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (5.22) $ 2.89
Distributions to shareowners:
Net investment income (0.25) (0.30)
Net realized gain (1.37) (2.86)
- -----------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (6.84) $ (0.27)
- -----------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 11.44 $ 18.28
- -----------------------------------------------------------------------------------------------------------------
Total return* (30.75)% 17.49%
Ratio of net expenses to average net assets+ 0.94% 0.92%
Ratio of net investment income to average net assets+ 1.73% 1.65%
Portfolio turnover rate 95% 34%
Net assets, end of period (in thousands) $2,082,427 $3,569,146
Ratios with reduction for fees paid indirectly:
Net expenses 0.94% 0.92%
Net investment income 1.73% 1.65%
- -----------------------------------------------------------------------------------------------------------------
Year Year Year
Ended Ended Ended
9/30/06 9/30/05 9/30/04
Class A
Net asset value, beginning of period $ 17.55 $ 18.83 $ 16.25
- -------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.28 $ 0.14 $ 0.14
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions 1.09 2.26 2.62
- -------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.37 $ 2.40 $ 2.76
Distributions to shareowners:
Net investment income (0.25) (0.12) (0.14)
Net realized gain (0.12) (3.56) (0.04)
- -------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.00 $ (1.28) $ 2.58
- -------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 18.55 $ 17.55 $ 18.83
- -------------------------------------------------------------------------------------------------------------------------------
Total return* 7.89% 13.81% 17.04%
Ratio of net expenses to average net assets+ 0.94% 0.98% 1.02%
Ratio of net investment income to average net assets+ 1.44% 0.85% 0.72%
Portfolio turnover rate 86% 53% 40%
Net assets, end of period (in thousands) $3,852,832 $3,997,849 $3,745,950
Ratios with reduction for fees paid indirectly:
Net expenses 0.94% 0.97% 1.02%
Net investment income 1.44% 0.86% 0.72%
- -------------------------------------------------------------------------------------------------------------------------------
* 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.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 29
Financial Highlights (continued)
Year Year
Ended Ended
9/30/08 9/30/07
Class B
Net asset value, beginning of period $ 16.87 $ 17.36
- -------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.11 $ 0.10
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions (5.04) 2.39
- -------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (4.93) $ 2.49
Distributions to shareowners:
Net investment income (0.10) (0.12)
Net realized gain (1.37) (2.86)
- -------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (6.40) $ (0.49)
- -------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 10.47 $ 16.87
- -------------------------------------------------------------------------------------------------------------
Total return* (31.54)% 16.18%
Ratio of net expenses to average net assets+ 2.06% 2.05%
Ratio of net investment income (loss) to average net assets+ 0.60% 0.53%
Portfolio turnover rate 95% 34%
Net assets, end of period (in thousands) $ 13,518 $ 30,378
Ratios with reduction for fees paid indirectly:
Net expenses 2.04% 2.02%
Net investment income (loss) 0.62% 0.56%
- -------------------------------------------------------------------------------------------------------------
Year Year Year
Ended Ended Ended
9/30/06 9/30/05 9/30/04
Class B
Net asset value, beginning of period $ 16.40 $ 17.87 $ 15.45
- ------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.10 $ (0.04) $ (0.04)
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions 1.00 2.13 2.50
- ------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.10 $ 2.09 $ 2.46
Distributions to shareowners:
Net investment income (0.02) -- --
Net realized gain (0.12) (3.56) (0.04)
- ------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.96 $ (1.47) $ 2.42
- ------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 17.36 $ 16.40 $ 17.87
- ------------------------------------------------------------------------------------------------------------------------
Total return* 6.74% 12.66% 15.95%
Ratio of net expenses to average net assets+ 2.03% 2.03% 1.89%
Ratio of net investment income (loss) to average net assets+ 0.32% (0.21)% (0.15)%
Portfolio turnover rate 86% 53% 40%
Net assets, end of period (in thousands) $37,116 $51,164 $32,440
Ratios with reduction for fees paid indirectly:
Net expenses 2.03% 2.02% 1.89%
Net investment income (loss) 0.32% (0.20)% (0.15)%
- ------------------------------------------------------------------------------------------------------------------------
* 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.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
30 Pioneer Value Fund | Annual Report | 9/30/08
Year Year
Ended Ended
9/30/08 9/30/07
Class C
Net asset value, beginning of period $ 16.84 $ 17.33
- -------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.10 $ 0.07
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions (5.01) 2.43
- -------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (4.91) $ 2.50
Distributions to shareowners:
Net investment income (0.13) (0.13)
Net realized gain (1.37) (2.86)
- -------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (6.41) $ (0.49)
- -------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 10.43 $ 16.84
- -------------------------------------------------------------------------------------------------------------
Total return* (31.49)% 16.31%
Ratio of net expenses to average net assets+ 1.92% 1.98%
Ratio of net investment income (loss) to average net assets+ 0.76% 0.58%
Portfolio turnover rate 95% 34%
Net assets, end of period (in thousands) $ 7,458 $ 12,606
Ratios with reduction for fees paid indirectly:
Net expenses 1.91% 1.96%
Net investment income (loss) 0.77% 0.60%
- -------------------------------------------------------------------------------------------------------------
Year Year Year
Ended Ended Ended
9/30/06 9/30/05 9/30/04
Class C
Net asset value, beginning of period $ 16.39 $ 17.87 $ 15.49
- -----------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.07 $ (0.04) $ (0.09)
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions 1.02 2.12 2.51
- -----------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.09 $ 2.08 $ 2.42
Distributions to shareowners:
Net investment income (0.03) -- --
Net realized gain (0.12) (3.56) (0.04)
- -----------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.94 $ (1.48) $ 2.38
- -----------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 17.33 $ 16.39 $ 17.87
- -----------------------------------------------------------------------------------------------------------------------
Total return* 6.68% 12.60% 15.66%
Ratio of net expenses to average net assets+ 2.03% 2.08% 2.21%
Ratio of net investment income (loss) to average net assets+ 0.34% (0.25)% (0.47)%
Portfolio turnover rate 86% 53% 40%
Net assets, end of period (in thousands) $ 8,723 $ 8,926 $ 9,168
Ratios with reduction for fees paid indirectly:
Net expenses 2.03% 2.07% 2.20%
Net investment income (loss) 0.34% (0.24)% (0.46)%
- -----------------------------------------------------------------------------------------------------------------------
* 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.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
Pioneer Value Fund | Annual Report | 9/30/08 31
Financial Highlights (continued)
Year Year
Ended Ended
9/30/08 9/30/07
Class Y
Net asset value, beginning of period $ 18.42 $ 18.67
- --------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.33 $ 0.39
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions (5.54) 2.59
- --------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (5.21) $ 2.98
Distributions to shareowners:
Net investment income (0.30) (0.37)
Net realized gain (1.37) (2.86)
- --------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (6.88) $ (0.25)
- --------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 11.54 $ 18.42
- --------------------------------------------------------------------------------------------------------------
Total return* (30.50)% 17.92%
Ratio of net expenses to average net assets+ 0.53% 0.54%
Ratio of net investment income to average net assets+ 2.12% 2.04%
Portfolio turnover rate 95% 34%
Net assets, end of period (in thousands) $112,571 $238,308
Ratios with reduction for fees paid indirectly:
Net expenses 0.53% 0.54%
Net investment income 2.12% 2.04%
- --------------------------------------------------------------------------------------------------------------
Year Year
Ended Ended 8/11/04 (a)
9/30/06 9/30/05 to 9/30/04
Class Y
Net asset value, beginning of period $ 17.59 $ 18.84 $ 18.16
- ---------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:
Net investment income $ 0.33 $ 0.12 $ 0.02
Net realized and unrealized gain (loss) on investments, written options and foreign
currency transactions 1.11 2.37 0.66
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.44 $ 2.49 $ 0.68
Distributions to shareowners:
Net investment income (0.24) (0.18) --
Net realized gain (0.12) (3.56) --
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 1.08 $ (1.25) $ 0.68
- ---------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 18.67 $ 17.59 $ 18.84
- ---------------------------------------------------------------------------------------------------------------------------
Total return* 8.31% 14.40% 3.74%(b
Ratio of net expenses to average net assets+ 0.55% 0.59% 0.61%**
Ratio of net investment income to average net assets+ 1.84% 1.50% 1.37%**
Portfolio turnover rate 86% 53% 40%(b)
Net assets, end of period (in thousands) $333,884 $311,272 $ 1,872
Ratios with reduction for fees paid indirectly:
Net expenses 0.55% 0.59% 0.61%**
Net investment income 1.84% 1.51% 1.37%**
- ---------------------------------------------------------------------------------------------------------------------------
(a) Class Y Shares were first publicly offered on August 11, 2004.
* 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.
(b) Not annualized.
** Annualized.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
32 Pioneer Value Fund | Annual Report | 9/30/08
Notes to Financial Statements | 9/30/08
1. Organization and Significant Accounting Policies
Pioneer Value Fund (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 reasonable income
and capital growth.
The Fund currently offers four classes of shares designated as Class A, Class
B, Class C, and Class Y shares. As planned, Investor Class shares converted to
Class A shares on December 10, 2006. Class R shares were first publicly offered
on April 1, 2003 and ceased operations on January 31, 2007. Class Y shares were
first publicly offered on August 11, 2004. Each class of shares represents an
interest in the same portfolio of investments of the Fund and has equal rights
to voting, redemptions, dividends and liquidation, except that each class of
shares can bear different transfer agent and distribution fees and have
exclusive voting rights with respect to the distribution plans that have been
adopted by Class A, Class B, and Class C shareowners, respectively. There is no
distribution plan for Class Y shares.
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.
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 and sectors. The Fund's prospectuses (unaudited) contain information
regarding the Fund's principal risks. Please refer to those documents when
considering the Fund's principal risks.
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:
Pioneer Value Fund | Annual Report | 9/30/08 33
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 are valued at the last sale price
on the principal exchange where they are traded. Securities that have not
traded on the date of valuation, or securities for which sale prices are
not generally reported, are valued at the mean between the last bid and
asked prices. Securities for which market quotations are not readily
available are valued at their fair values as determined by, or under the
direction of, the Board of Trustees. 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. The Fund may also use
the fair value of a security including a non-U.S. security when the closing
market price on the principal exchange where the security is traded no
longer reflects the value of the security. At September 30, 2008, there
were no securities fair valued. Temporary cash investments are valued at
cost which approximates market value.
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 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.
B. Foreign Currency Translation
The books and records of the Fund are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign currencies and the difference
between the amount of income accrued and the U.S. dollars actually
received. Further, the effects of changes in foreign currency exchange
rates on investments are not segregated in the Statement of Operations from
the effects of changes in market price of those securities but are included
with the net realized and unrealized gain or loss on investments.
34 Pioneer Value Fund | Annual Report | 9/30/08
C. 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 prior to 2004 are closed (not subject to examination by tax
authorities) due to the expiration of statute of limitations; all other tax
years are open.
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.
The Fund has elected to defer approximately $329,723,434 of capital losses
recognized between November 1, 2007 and September 30, 2008 to its fiscal
year ending September 30, 2009.
At September 30, 2008, the Fund has reclassified $11,368 to increase
undistributed net investment income and $11,368 to increase accumulated net
realized loss on investments and foreign currency transactions, 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.
The tax character of distributions paid during the years ended September
30, 2008 and September 30, 2007 was as follows:
2008 2007
Distributions paid from:
Ordinary income $125,423,328 $109,853,484
Long-term capital gain 210,756,777 613,642,261
---------------------------------------------------------------------------
Total $336,180,105 $723,495,745
---------------------------------------------------------------------------
The following shows the components of distributable earnings on a federal
income tax basis at September 30, 2008:
2008
Distributable earnings:
Undistributed ordinary income $ 19,126,106
Current year post October loss deferred (329,723,434)
Unrealized depreciation (127,048,629)
---------------------------------------------------------------------------
Total $(437,645,957)
---------------------------------------------------------------------------
Pioneer Value Fund | Annual Report | 9/30/08 35
The difference between book-basis and tax-basis unrealized depreciation is
attributable to the tax deferral of losses on wash sales.
D. Forward Foreign Currency Contracts
The Fund enters into forward foreign currency contracts (contracts) for the
purchase or sale of a specific foreign currency at a fixed price on a
future date as a hedge or cross-hedge against either specific investment
transactions (settlement hedges) or portfolio positions (portfolio hedges).
All contracts are marked to market daily at the applicable exchange rates,
and any resulting unrealized gains or losses are recorded in the Fund's
financial statements. The Fund records realized gains and losses at the
time a portfolio hedge is offset by entry into a closing transaction or
extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contract and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar. As of September 30, 2008,
the Fund had no outstanding settlement or portfolio hedges.
E. 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 $178,154 in underwriting commissions on the sale of
Class A shares during the year ended September 30, 2008.
F. 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 the respective percentage of adjusted net assets at the beginning
of the day.
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 are not subject to a distribution
plan. Shareowners of each class participate in all expenses and fees paid
to the transfer agent, Pioneer Investment Management Shareholder Services,
Inc. (PIMSS), for its services, which are allocated based on the number of
accounts in each class and the ratable allocation of related out-of-pocket
expenses (see Note 3).
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, and in the same amount,
except that Class A, Class B, Class C and Class Y shares can bear different
transfer agent and distribution expense rates.
36 Pioneer Value Fund | Annual Report | 9/30/08
G. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value
of the underlying securities (collateral), including accrued interest
received from counterparties, is required to be at least equal to or in
excess of the value of the repurchase agreement at the time of purchase.
The collateral for all repurchase agreements is held in safekeeping in the
customer-only account of the Fund's custodian or subcustodians. 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.
H. Securities Lending
The Fund lends securities in its portfolio to certain broker-dealers or
other institutional investors. When entering into a loan, the Fund receives
collateral and earns income in the form of negotiated lenders' fees. The
Fund also continues to receive interest or payments in lieu of dividends on
the securities loaned. Gain or loss on the fair value of the loaned
securities that may occur during the term of the loan will be for the
account of the Fund. The loans are secured by collateral which is required
to be at least 102%, at all times, of the fair value of the securities
loaned. The amount of collateral is required to be adjusted daily to
reflect any price fluctuation in the value of the loaned securities. The
Fund has the right under the lending agreement to recover the securities
from the borrower on demand. The Fund invests cash collateral in cash
equivalent investments. Securities lending collateral is managed by Credit
Suisse.
I. Option Writing
When the Fund writes an option, an amount equal to the premium received by
the Fund is recorded as a liability and is subsequently adjusted to the
current fair value of the option written. Premiums received from writing
options that expire unexercised are treated by the Fund on the expiration
date as realized gains from investments. The difference between the premium
and the amount paid on effecting a closing purchase transaction, including
brokerage commissions, is also treated as a realized gain, or, if the
premium is less than the amount paid for the closing purchase transaction,
as a realized loss. If a call option is exercised, the premium is added to
the proceeds from the sale of the underlying security in determining
whether the Fund has realized a gain or loss. The Fund as writer of an
option bears the market risk of an unfavorable change in the price of the
security underlying the written option.
Pioneer Value Fund | Annual Report | 9/30/08 37
Transactions in written call options for the year ended September 30, 2008
are summarized as follows:
Number of Premiums
Contracts Received
Options outstanding at beginning of period -- $ --
Options opened 14,550 4,045,818
Options exercised (1,500) (980,779)
Options closed (8,150) (2,117,056)
Options expired (4,900) (947,983)
---------------------------------------------------------------------------
Options outstanding at end of period -- $ --
---------------------------------------------------------------------------
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's
portfolio. PIM receives a basic fee that is calculated at the annual rate of
0.60% of the Fund's average daily net assets up to $5 billion, 0.575% on the
next $5 billion and 0.55% on the excess over $10 billion. The basic fee is
subject to a performance adjustment (limited to a maximum of -0.10% applied to
average assets during the measurement period) based on the Fund's investment
performance as compared with the Russell 1000[RegTM] Value Index over a rolling
36-month period. In addition, the fee is further limited to a maximum
annualized rate adjustment of up to 0.10% (a "ceiling") applied to average
assets during the current month. For the year ended September 30, 2008, the
aggregate performance adjustment resulted in a decrease to the basic fee of
$3,776,033. For the year ended September 30, 2008, the effective management fee
was equivalent to 0.47% of the Fund's average daily net assets.
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. Included in "Due to affiliates" reflected on
the Statement of Assets and Liabilities is $19,675 in management fees,
administrative costs and certain other services payable to PIM at September 30,
2008.
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.
Included in "Due to affiliates" reflected on the Statement of Assets and
Liabilities is $353,502 in transfer agent fees payable to PIMSS at September
30, 2008.
4. Distribution Plan
The Fund adopted a Plan of Distribution with respect to Class A, Class B and
Class C shares (Class A Plan, Class B Plan, Class C Plan) in accordance with
Rule 12b-1 of the Investment Company Act of 1940. Effective February 1, 2008,
under the Class A Plan, the Fund pays PFD a service fee equal to 0.25% of the
38 Pioneer Value Fund | Annual Report | 9/30/08
average daily net assets attributable to Class A shares to finance activities
primarily intended to result in the sale of Class A shares. Prior to February
1, 2008, PFD was reimbursed for service fees in an amount up to 0.25% of the
average daily net assets attributable to Class A shares. Pursuant to the Class
B Plan and Class C Plan the Fund pays PFD 1.00% of the average daily net assets
attributable to each class of shares. The fee consists of a 0.25% service fee
and a 0.75% distribution fee paid as compensation for personal services and/or
account maintenance services or distribution services with regard to Class B
and Class C shares. Included in "Due to affiliates" reflected on the Statement
of Assets and Liabilities is $14,105 in distribution fees payable to PFD at
September 30, 2008.
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 18 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%. Proceeds from the CDSCs are paid to PFD. For the year ended September
30, 2008, CDSCs in the amount of $52,662 were paid to PFD.
5. Expense Offset Arrangements
Effective July 15, 2005, the Fund has entered into commission recapture
arrangements with brokers with whom PIM places trades on behalf of the Fund
where they provide services to the Fund in addition to trade execution. These
services included payments of certain expenses on behalf of the Fund. For the
year ended September 30, 2008, expenses were not reduced under this agreement.
In addition, the Fund has entered into certain expense offset arrangements with
PIMSS resulting in a reduction in the Fund's total expenses due to interest
earned on cash held by PIMSS. For the year ended September 30, 2008, the Fund's
expenses were reduced by $94,412 under such arrangements.
6. Line of Credit
The Fund, along with certain others in the Pioneer Family of Funds (the Funds),
collectively participate in a $200 million committed, unsecured revolving line
of credit facility. Borrowings are used solely for temporary or emergency
purposes. The Fund may borrow up to the lesser of $200 million or the limits
set by its prospectus for borrowings. Interest on collective borrowings is
payable at the Federal Funds Rate plus 1/2%, on an annualized basis. The Funds
pay an annual commitment fee for this facility. The commitment fee is allocated
among such Funds based on their respective borrowing limits. For the year ended
September 30, 2008, the Fund had no borrowings under this agreement.
Pioneer Value Fund | Annual Report | 9/30/08 39
7. New Pronouncements
In September 2006, Statement of Financial Accounting Standards No. 157, Fair
Value Measurements (SFAS 157), was issued and is effective for fiscal years
beginning after November 15, 2007. SFAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosures about fair value
measurements. Management is currently evaluating the impact the adoption of
SFAS 157 will have on the Fund's financial statement disclosures.
In March 2008, Statement of Financial Accounting Standards No. 161, Disclosures
about Derivative Instruments and Hedging Activities (SFAS 161), was issued and
is effective for fiscal years beginning after November 15, 2008. SFAS 161
requires enhanced disclosures about an entity's derivative and hedging
activities. Management is currently evaluating the impact the adoption of SFAS
161 will have on the Fund's financial statement disclosures.
40 Pioneer Value Fund | Annual Report | 9/30/08
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareowners of
Pioneer Value Fund:
- --------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities of Pioneer
Value Fund ("the Fund"), including the schedule of investments, as of September
30, 2008, 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 periods indicated
therein. 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 September 30, 2008, by correspondence
with the custodian and brokers 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 Value Fund at September 30, 2008, 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 the financial highlights for each of the periods
indicated therein, in conformity with U.S. generally accepted accounting
principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
November 17, 2008
Pioneer Value Fund | Annual Report | 9/30/08 41
ADDITIONAL INFORMATION (unaudited)
For the year ended September 30, 2008, certain dividends paid by the Fund may
be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth
Tax Relief Reconciliation Act (the Act) of 2003. The Fund intends to designate
up to the maximum amount of such dividends allowable under the Act, as taxed at
a maximum rate of 15%. Complete information will be computed and reported in
conjunction with your 2008 form 1099-DIV.
The qualifying percentage of the Fund's ordinary income dividends for the
purpose of the corporate dividends received deduction was 54.00%.
The percentage of the Fund's ordinary income distributions that are exempt from
nonresident alien (NRA) tax withholding resulting from qualified short term
gains was 58.11%.
Results of Shareholder Meeting (unaudited)
At a special meeting held on May 13, 2008, and adjourned to July 17, 2008 with
respect to proposal 3I, shareholders of the Fund were asked to consider the
proposals described below. A report of the total votes cast by the Fund's
shareholders follows:
Broker
For Against Abstain Non-Votes
Proposal 1 -- To elect Trustees
John F. Cogan, Jr. 163,598,931.527 4,974,647.060 401,063.007 0.000
Daniel K. Kingsbury 164,396,629.268 4,197,113.524 380,898.801 0.000
David R. Bock 164,270,974.008 4,303,828.298 399,839.287 0.000
Mary K. Bush 163,715,490.961 4,878,251.831 380,898.801 0.000
Benjamin M. Friedman 164,243,829.991 4,330,972.315 399,839.287 0.000
Margaret B.W. Graham 164,314,343.303 4,278,175.769 382,122.521 0.000
Thomas J. Perna 164,112,951.398 4,448,352.986 413,337.209 0.000
Marguerite A. Piret 164,144,163.221 4,437,305.369 393,173.003 0.000
John Winthrop 163,599,511.327 4,938,491.156 436,639.110 0.000
Broker
For Against Abstain Non-Votes
Proposal 2 -- To approve an
amendment to the
Declaration of Trust 110,835,729.023 7,192,072.638 3,960,673.932 46,986,166.000
42 Pioneer Value Fund | Annual Report | 9/30/08
Broker
For Against Abstain Non-Votes
Proposal 3A -- To approve
changes to the Fund's
fundamental investment
policy relating to borrowing
money 110,749,185.825 7,062,200.805 4,177,088.963 46,986,166.000
Proposal 3B -- To approve
changes to the Fund's
fundamental investment
policy relating to
underwriting 110,910,914.749 6,401,048.402 4,676,512.442 46,986,166.000
Proposal 3C -- To approve
changes to the Fund's
fundamental investment
policy relating to lending 110,605,653.182 7,225,341.927 4,157,480.484 46,986,166.000
Proposal 3D -- To approve
changes to the Fund's
fundamental investment
policy relating to issuing
senior securities 111,603,362.549 6,247,614.426 4,137,498.618 46,986,166.000
Proposal 3E -- To approve
changes to the Fund's
fundamental investment
policy relating to real estate 111,557,194.592 6,258,289.457 4,172,991.545 46,986,166.000
Proposal 3F -- To approve
changes to the Fund's
fundamental investment
policy relating to
commodities 111,193,467.625 6,803,646.577 3,991,361.392 46,986,166.000
Proposal 3G -- To approve
changes to the Fund's
fundamental investment
policy relating to
concentration 111,712,180.674 5,918,916.056 4,357,378.862 46,986,166.000
Proposal 3H -- To approve
changes to the Fund's
fundamental investment
policy relating to
diversification. 112,121,571.961 5,783,788.825 4,083,114.807 46,986,166.000
Proposal 3I -- To approve
the conversion of the Fund's
investment objective from
fundamental to non-
fundamental 107,027,991.724 18,272,026.810 6,087,807.809 41,472,848.000
Broker
For Against Abstain Non-Votes
Proposal 4 -- To approve an
Amended and Restated
Management Agreement
with PIM 113,176,482.835 4,797,663.556 4,014,329.202 46,986,166.000
Pioneer Value Fund | Annual Report | 9/30/08 43
Approval of Investment Advisory Agreement (unaudited)
Pioneer Investment Management, Inc. (PIM) serves as the Fund's investment
adviser pursuant to an investment advisory agreement between PIM and the Fund.
The Trustees of the Fund, as required by law, determine annually whether to
continue the investment advisory agreement for the Fund. In connection with
their most recent consideration of the investment advisory agreement for the
Fund, the Trustees received and reviewed a substantial amount of information
provided by PIM in response to requests of the independent Trustees and their
independent legal counsel. The independent Trustees met on a number of
occasions with PIM and also separately with their independent legal counsel to
evaluate and discuss the information provided to them by PIM. At a meeting held
on November 13, 2007, based on their evaluation of the information provided by
PIM, the Trustees, including the independent Trustees voting separately,
unanimously approved the continuation of the investment advisory agreement for
another year.
At a meeting held on January 8, 2008, the Trustees considered whether an
amended and restated investment advisory agreement for the Fund should be
approved for an initial period ending December 31, 2009. The management fee to
be paid by the Fund to PIM under the amended and restated investment advisory
agreement is the same as the management fee provided in the previously approved
investment advisory agreement. Based on their evaluation of the information
provided by PIM, including the information provided by PIM in connection with
the Trustees' most recent approval of the continuation of the previous
investment advisory agreement, the Trustees, including the independent Trustees
voting separately, unanimously approved the amended and restated investment
advisory agreement. Shareholders of the Fund approved the amended and restated
investment advisory agreement at a meeting held on May 13, 2008.
In considering the amended and restated investment 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 amended and
restated investment advisory agreement.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the services that
were provided by PIM to the Fund under the previous investment advisory
agreement, and that would continue to be provided by PIM to the Fund under the
amended and restated investment advisory agreement, taking into account the
investment objective and strategy of the Fund and the information related to
44 Pioneer Value Fund | Annual Report | 9/30/08
the Fund provided to the Trustees at each quarterly meeting. The Trustees
reviewed the terms of the amended and restated investment advisory agreement.
The Trustees also reviewed PIM's investment approach for the Fund and its
research process. The Trustees considered the resources of PIM and the
personnel of PIM who provide investment management services to the Fund. They
also considered PIM's compliance and legal resources and personnel.
In addition, the Trustees considered the other services that PIM provided under
the previous investment advisory agreement and that PIM would continue to
provide to the Fund under the amended and restated investment advisory
agreement and that, as administrator, PIM is responsible for the administration
of the Fund's business and other affairs. It was noted that PIM supervises and
monitors the performance of the Fund's service providers and provides the Fund
with personnel (including officers) as are necessary for the Fund's operations.
The Trustees considered the fees paid to PIM for the provision of such
services.
Based on these considerations, the Trustees concluded that the nature, extent
and quality of services that PIM would continue to provide to the Fund under
the amended and restated investment advisory agreement, were satisfactory and
consistent with the terms of the amended and restated investment 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
average 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, three and five year periods ended June 30,
2007. (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 considered the recent changes in the Fund's
portfolio management team and that performance appeared to be improving and
concluded that the investment performance of the Fund was satisfactory.
Management Fee and Expenses
The Trustees considered that the management fee to be paid by the Fund to PIM
under the amended and restated investment advisory agreement would be the same
as the management fee to be paid by the Fund under the previously approved
investment advisory agreement. The Trustees considered information on the fees
and expenses of the Fund in comparison to the management fees of its peer group
of funds as classified by Morningstar and the expense
Pioneer Value Fund | Annual Report | 9/30/08 45
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 Mutual Fund Research and Consulting, LLC (Strategic Insight), an
independent third party.
The Trustees considered that the Fund's management fee for the twelve months
ended June 30, 2007 was in the first quintile relative to the management fees
paid by other funds in its peer group Morningstar category for the comparable
period. The Trustees also considered that the Fund's expense ratio for the
twelve months ended June 30, 2007 was in the first quintile relative to its
Strategic Insight peer group.
The Trustees also reviewed management fees charged by PIM to its other clients
with a similar investment strategy as the Fund. The Trustees noted that in some
instances the fee rates for those clients were lower than the management fees
for the Fund and considered that, under the amended and restated investment
advisory agreement with the Fund, PIM performs additional services for the Fund
that it does not provide to those other clients, including oversight of the
Fund's other service providers, regulatory compliance and other services.
The Trustees concluded that the management fee payable by the Fund to PIM was
reasonable in relation to the nature and quality of services provided, taking
into account the fees charged by other advisers for managing comparable mutual
funds with similar strategies. The Trustees also concluded that the Fund's
expense ratio was reasonable, taking into account the size of the Fund, the
quality of services provided by PIM and the investment performance of the Fund.
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. 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
recognized that PIM should be entitled to earn a reasonable level of profit for
the services provided to the Fund. The Trustees concluded that PIM's
profitability with respect to the management of the Fund was not unreasonable.
46 Pioneer Value Fund | Annual Report | 9/30/08
Economies of Scale
The Trustees considered the economies of scale with respect to the management
of the Fund, whether the Fund had appropriately benefited from any economies of
scale, and whether there was potential for realization of any further economies
of scale. The Trustees concluded that, because of the breakpoints in the
management fee schedule and the reduced fee rates above certain asset levels,
any perceived or potential economies of scale would be shared between PIM and
the Fund.
Other Benefits
The Trustees considered the other benefits to PIM from its relationship with
the Fund. The Trustees considered that affiliates of PIM serve as the Fund's
transfer agent and distributor. The Trustees considered the receipt by PIM and
its affiliates of sales loads and payments under Rule 12b-1 plans in respect of
the Fund and the other Pioneer funds and the benefits to PIM and its affiliates
from the use of "soft" commission dollars generated by the Fund to pay for
research and brokerage services. The Trustees further considered the intangible
benefits to PIM by virtue of its relationship with the Fund and the other
Pioneer funds. The Trustees concluded that the receipt of these benefits was
reasonable in the context of the overall relationship between PIM 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 the
terms of the amended and restated investment advisory agreement between PIM and
the Fund, including the fees payable thereunder, were fair and reasonable and
voted to approve the amended and restated investment advisory agreement for the
Fund.
Pioneer Value Fund | Annual Report | 9/30/08 47
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
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.
Trustees and Officers
The Board of Trustees provides broad supervision over the Fund's affairs. The
officers of the Fund are responsible for the Fund's operations. The Trustees
and officers are listed below, together with their principal occupations during
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, Mr. Bock and Dr. Friedman) serves as a
Trustee of each of the 77 U.S. registered investment portfolios for which
Pioneer serves as investment adviser (the "Pioneer Funds"). Mr. West serves as
Trustee of 33 of the 77 Pioneer Funds, Mr. Bock serves as Trustee of 76 of the
77 Pioneer Funds, and Dr. Friedman serves as Trustee of 76 of the 77 Pioneer
Funds. The address for all Trustees and all officers of the Fund is 60 State
Street, Boston, Massachusetts 02109.
48 Pioneer Value Fund | Annual Report | 9/30/08
Interested Trustees
Position Held Length of Service
Name and Age with the Fund and Term of Office
John F. Cogan, Jr. (82)* Chairman of the Board, Trustee since 1982.
Trustee and President Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
Daniel K. Kingsbury (50)* Trustee and Executive Trustee since 2008.
Vice President Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
* 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.
Interested Trustees
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Trustee
John F. Cogan, Jr. (82)* Deputy Chairman and a Director of Pioneer Global Asset Man- None
agement S.p.A. ("PGAM"); Non-Executive Chairman and a Direc-
tor of Pioneer Investment 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); President and a Director of Pioneer Alternative Invest-
ment Management (Bermuda) Limited and affiliated funds;
Director of PIOGLOBAL Real Estate Investment Fund (Russia)
(until June 2006); Director of Nano-C, Inc. (since 2003); Director
of Cole Management Inc. (since 2004); Director of Fiduciary
Counseling, Inc.; President and Director of Pioneer Funds Dis-
tributor, 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 (50)* Director, CEO and President of Pioneer Investment Management None
USA Inc. (since February 2007); Director and President of
Pioneer Investment Management, Inc. and Pioneer Institutional
Asset Management, Inc. (since February 2007); Executive Vice
President of all of the Pioneer Funds (since March 2007);
Director of Pioneer Global Asset Management S.p.A. (since
April 2007); Head of New Markets Division, Pioneer Global Asset
Management S.p.A. (2000 - 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.
Pioneer Value Fund | Annual Report | 9/30/08 49
Independent Trustees
Position Held Length of Service
Name and Age with the Fund and Term of Office
David R. Bock (64) Trustee Trustee since 2005.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
Mary K. Bush (60) 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 During Past Five Years Held by this Trustee
David R. Bock (64) Executive Vice President and Chief Financial Officer, I-trax, Inc. Director of Enterprise Com-
(publicly traded health care services company) (2004 - 2007); munity Investment, Inc.
Partner, Federal City Capital Advisors (boutique merchant bank) (privately-held affordable
(1997 to 2004 and 2008 - present); and Executive Vice Presi- housing finance company);
dent and Chief Financial Officer, Pedestal Inc. (internet-based and Director of New York
mortgage trading company) (2000 - 2002) Mortgage Trust (publicly
traded mortgage REIT)
- ------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (60) President, Bush International, LLC (international financial advi- Director of Marriott
sory firm) International, Inc., Director
of Discover Financial
Services (credit card issuer
and electronic payment
services); Director of Briggs
& Stratton Co. (engine
manufacturer); Director of
UAL Corporation (airline
holding company) Director
of Mantech International
Corporation (national secu-
rity, defense, and intelli-
gence technology firm);
and Member, Board of
Governors, Investment
Company Institute
- ------------------------------------------------------------------------------------------------------------------------
50 Pioneer Value Fund | Annual Report | 9/30/08
Position Held Length of Service
Name and Age with the Fund and Term of Office
Benjamin M. Friedman (64) Trustee Trustee since May,
2008. Serves until a
successor trustee is
elected or earlier retire-
ment or removal.
- --------------------------------------------------------------------------------
Margaret B.W. Graham (61) Trustee Trustee since 1990.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
Thomas J. Perna (57) Trustee Trustee since 2006.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
Marguerite A. Piret (60) Trustee Trustee since 1982.
Serves until a successor
trustee is elected or
earlier retirement or
removal.
- --------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Trustee
Benjamin M. Friedman (64) Professor, Harvard University Trustee, Mellon Institutional
Funds Investment Trust and
Mellon Institutional Funds
Master Portfolio (oversees
17 portfolios in fund
complex)
- ------------------------------------------------------------- --------------------------------------------------------------------
Margaret B.W. Graham (61) Founding Director, Vice-President and Corporate Secretary, The None
Winthrop Group, Inc. (consulting firm); and Desautels Faculty of
Management, McGill University
- ------------------------------------------------------------- --------------------------------------------------------------------
Thomas J. Perna (57) Chief Executive Officer, Quadriserv, Inc. (technology products for None
securities lending industry) (2008 - present); private investor
(2004 - present); and Senior Executive Vice President, The Bank
of New York (financial and securities services) (1986 - 2004)
- ------------------------------------------------------------- --------------------------------------------------------------------
Marguerite A. Piret (60) President and Chief Executive Officer, Newbury, Piret & Company, Director of New America
Inc. (investment banking firm) High Income Fund, Inc.
(closed-end investment
company)
- ------------------------------------------------------------- --------------------------------------------------------------------
Pioneer Value Fund | Annual Report | 9/30/08 51
Fund Officers
Position Held Length of Service
Name and Age with the Fund and Term of Office
Dorothy E. Bourassa (60) Secretary Since 2003. Serves at
the discretion of the
Board
- --------------------------------------------------------------------------------
Christopher J. Kelley (43) Assistant Secretary Since 2003. Serves at
the discretion of the
Board
- --------------------------------------------------------------------------------
Mark E. Bradley (48) Treasurer Since March 2008.
Serves at the discretion
of the Board
- --------------------------------------------------------------------------------
Luis I. Presutti (43) Assistant Treasurer Since 2000. Serves at
the discretion of the
Board
- --------------------------------------------------------------------------------
Gary Sullivan (50) Assistant Treasurer Since 2002. Serves at
the discretion of the
Board
- --------------------------------------------------------------------------------
Fund Officers
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Officer
Dorothy E. Bourassa (60) Secretary of PIM-USA; Senior Vice President - Legal of Pioneer; None
Secretary/Clerk of most of PIM-USA's subsidiaries; and Secretary
of all of the Pioneer Funds since September 2003 (Assistant
Secretary from November 2000 to September 2003)
- ----------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (43) Associate General Counsel of Pioneer since January 2008 and None
Assistant Secretary of all of the Pioneer Funds since September
2003; Vice President and Senior Counsel of Pioneer from July
2002 to December 2007
- ----------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (48) Vice President - Fund Accounting, Administration and Controller- None
ship Services of Pioneer; and Treasurer of all of the Pioneer
Funds since March 2008; Deputy Treasurer of Pioneer from
March 2004 to February 2008; Assistant Treasurer of all of the
Pioneer Funds from March 2004 to February 2008; and Treasurer
and Senior Vice President, CDC IXIS Asset Management Services
from 2002 to 2003
- ----------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (43) Assistant Vice President - Fund Accounting, Administration and None
Controllership Services of Pioneer; and Assistant Treasurer of all
of the Pioneer Funds
- ----------------------------------------------------------------------------------------------------------------------
Gary Sullivan (50) Fund Accounting Manager - Fund Accounting, Administration and None
Controllership Services of Pioneer; and Assistant Treasurer of all
of the Pioneer Funds
- ----------------------------------------------------------------------------------------------------------------------
52 Pioneer Value Fund | Annual Report | 9/30/08
Position Held Length of Service
Name and Age with the Fund and Term of Office
Katherine Kim Sullivan (34) Assistant Treasurer Since 2003. Serves at
the discretion of the
Board
- -----------------------------------------------------------------------------------
Teri W. Anderholm (49) Chief Compliance Officer Since January 2007.
Serves at the discretion
of the Board
- -----------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation During Past Five Years Held by this Officer
Katherine Kim Sullivan (34) Fund Administration Manager - Fund Accounting, Administration None
and Controllership Services since June 2003 and Assistant Trea-
surer of all of the Pioneer Funds since September 2003; Assis-
tant Vice President - Mutual Fund Operations of State Street
Corporation from June 2002 to June 2003 (formerly Deutsche
Bank Asset Management)
- ---------------------------------------------------------------------------------------------------------------------
Teri W. Anderholm (49) Chief Compliance Officer of Pioneer since December 2006 and of None
all the Pioneer Funds since January 2007; Vice President and
Compliance Officer, MFS Investment Management (August 2005
to December 2006); Consultant, Fidelity Investments (February
2005 to July 2005); Independent Consultant (July 1997 to
February 2005)
- ---------------------------------------------------------------------------------------------------------------------
Pioneer Value Fund | Annual Report | 9/30/08 53
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How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
- --------------------------------------------------------------------------------
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Write to us:
- --------------------------------------------------------------------------------
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: 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 http://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.
[LOGO]PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2008 Pioneer Investments 19438-02-1108
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;
(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 filings of its
Form N-1A, totaled approximately $36,700 in
2008 and approximately $40,475 in 2007.
(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 fees for audit-related services
provided to the Fund during the fiscal years ended
September 30, 2008 and 2007.
(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 2008 and $7,820 in
2007.
(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 fees for other services provided to
the Fund during the fiscal years ended September
30, 2008 and 2007.
(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.
- ------------------------------------------- ------------------------------
- --------------------------------------------------------------------------------
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.
- --------------------------------------------------------------------------------
(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.
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 September 30, 2008
and 2007, 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
approximately $8,290 in 2008 and $7,820 in 2007.
(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 Value Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date November 28, 2008
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 November 28, 2008
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer
Date November 28, 2008
* Print the name and title of each signing officer under his or her signature.