OMB APPROVAL OMB Number: 3235-0570 Expires: August 31, 2010 Estimated average burden hours per response.....18.9 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 811-08786 Pioneer Variable Contracts Trust (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: December 31 Date of reporting period: January 1, 2008 through December 31, 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. [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Bond VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Note: On November 9, 2007, Pioneer America Income VCT Portfolio was reorganized into Pioneer Bond VCT Portfolio. Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s Pioneer Bond VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 21 Notes to Financial Statements 26 Report of Independent Registered Public Accounting Firm 30 Trustees, Officers and Service Providers 32 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment in securities) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] U.S. Government Securities 48.0% U.S. Corporate Bonds 30.7% Collateralized Mortgage Obligations 10.6% Senior Floating Rate Loans 3.8% Asset Backed Securities 3.0% Municipal Bonds 1.1% Temporary Cash Investments 0.9% Convertible Corporate Bonds 0.7% Convertible Preferred Stocks 0.6% Foreign Government Bonds 0.6% Quality Distribution (As a percentage of total investment in securities) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] AAA 1.8% AA 3.7% A 9.7% BBB 12.9% BB 7.9% B & Lower 3.4% Commercial Paper 0.4% Treasury/Agency 60.2% Five Largest Holdings (As a percentage of total long-term holdings)* 1. Fannie Mae- Aces, 6.3%, 4/25/19 2.21% 2. U.S. Treasury Bonds, 6.25%, 8/15/23 1.86 3. Federal National Mortgage Association, 4.79%, 12/1/12 1.77 4. Federal National Mortgage Association, 5.0%, 3/1/33 1.66 5. Federal National Mortgage Association, 5.0%, 12/1/17 1.35 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 10.24 $ 10.87 Class II $ 10.24 $ 10.87 Net Distributions per Share Investment Short-Term Long-Term 1/1/08 - 12/31/08 Income Capital Gains Capital Gains Class I $ 0.5672 $ - $ - Class II $ 0.5410 $ - $ - - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Bond VCT Portfolio at net asset value, compared to that of the Barclays Capital Aggregate Bond Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA IS REPRESENTED AS A LINE CHART IN THE PRINTED MATERIAL.] Pioneer Bond VCT Pioneer Bond VCT Barclays Capital Portfolio, Class I Portfolio, Class II Aggregate Bond Index 12-98 $10,000 $10,000 $10,000 9,601 9,577 9,918 12-00 10,733 10,680 11,071 11,514 11,429 12,006 12-02 12,411 12,288 13,237 12,818 12,660 13,780 12-04 13,269 13,072 14,378 13,618 13,382 14,727 12-06 14,256 13,974 15,365 15,189 14,852 16,436 12-08 15,093 14,722 17,297 The Barclays Capital Aggregate Bond Index is a market value-weighted measure of Treasury and agency issues, corporate bond issues and mortgage-backed securities. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (as of December 31, 2008) - ---------------------------------- Class I Class II* - ---------------------------------- 10 Years 4.20% 3.94% 5 Years 3.32% 3.06% 1 Year -0.64% -0.88% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. * Performance for periods prior to the inception of Class II shares on November 9, 2007, is based on the performance of Class I shares reduced to reflect the higher expenses of Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Bond VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008 Share Class I II ------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 977.95 $ 976.84 Expenses Paid During Period* $ 3.08 $ 4.32 * Expenses are equal to the Portfolio's annualized expense ratio of 0.62% and 0.87% for Class I and Class II shares respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Bond VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008 Share Class I II ------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000,00 Ending Account Value on 12/31/08 $ 1,022.02 $ 1,020.76 Expenses Paid During Period* $ 3.15 $ 4.42 * Expenses are equal to the Portfolio's annualized expense ratio of 0.62% and 0.87% for Class I and Class II shares respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- A Word About Risk: When interest rates rise, the prices of fixed- income securities in the Portfolio will generally fall. Conversely, when interest rates fall, the prices of fixed income securities in the Portfolio will generally rise. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Prepayment risk is the chance that mortgage-backed bonds will be paid off early if falling interest rates prompt homeowners to refinance their mortgages. Forced to reinvest the unanticipated proceeds at lower interest rates, the Portfolio would experience a decline in income and lose the opportunity for additional price appreciation associated with falling interest rates. Investments in high yield or lower-rated securities are subject to greater-than-average risk. The securities issued by U.S. Government sponsored entities (i.e., FNMA, Freddie Mac) are neither guaranteed nor issued by the U.S. Government. The Portfolio may invest in mortgage-backed securities, which during times of fluctuating interest rates may increase or decrease more than other fixed-income securities. Mortgage-backed securities are also subject to pre-payments. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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 year 2008 was a very difficult period for investing in corporate bonds or other fixed-income securities with credit risk, as worried investors sought out the highest-quality securities when economic growth slowed and a credit crisis widened. In the following interview, Kenneth J. Taubes discusses the factors that influenced the performance of Pioneer Bond VCT Portfolio during the 12 months ended December 31, 2008. Mr. Taubes, Head of U.S. Portfolio Management at Pioneer Investments, is responsible for the daily management of the Portfolio. Q. How did the Portfolio perform over the 12 months ended December 31, 2008? A: Pioneer Bond VCT Portfolio's Class I shares returned -0.64% at net asset value, during the 12 months ending December 31, 2008, and Class II shares returned -0.88%. Over the same period, the Barclays Capital (formerly Lehman Brothers) Aggregate Bond Index returned 5.24%, while the Barclays Capital Government/Credit Bond Index returned 5.70%. Over the same 12 months, the average return of the 39 variable portfolios in Lipper's Corporate Debt, A-Rated category was -5.23%. On December 31, 2008, the 30-day SEC yield of the Portfolio's Class I shares was 6.59%. Q. What were the principal factors affecting the Portfolio's performance during the 12 months ended December 31, 2008? A: The year presented very difficult challenges for any portfolio investing in corporate debt. Investors fled to the highest-quality securities amid fears that the economy would continue to deteriorate. Such fears were exacerbated as a worsening crisis in credit markets sharply restricted lending activity, choking corporate investments and consumer spending. The problems, which first appeared in 2007, worsened considerably during 2008 as unemployment rose, manufacturing activity weakened, housing values declined and consumer spending fell. Many observers had hoped that the economic slowdown would not lead to recession, but those hopes were crushed in September 2008 when investment bank Lehman Brothers was forced into bankruptcy and several other major financial institutions required emergency government rescues because of their exposures to deteriorating credit. Stocks and corporate bond prices fell precipitously in the final months of the year, particularly in October and November, as major commercial and investment banks teetered on the edge of collapse, economic production contracted and consumer spending plummeted. In response to all these developments, the U.S. government acted aggressively. The Federal Reserve Board (the Fed) lowered short-term interest rates nearly to zero while making other policy changes to inject liquidity into the financial system. Congress and the Bush administration agreed upon a $700 billion financial rescue plan and the incoming Obama administration began preparing an additional economic stimulus plan for consideration in 2009. As the economic outlook continued to deteriorate, the yield spreads between corporate bonds and U.S. Treasury obligations widened, particularly in the final six months of the year ended December 31, 2008, as investors bid up Treasury prices while trying to avoid investments with credit risk. Government agency mortgages trailed Treasuries, but outperformed investment-grade corporates, which in turn fared better than high-yield bonds. In this environment, the Portfolio underperformed the more passive Barclays indices, primarily because of its investments in high-yield bonds and bank loans, as the Barclays indices had little or no exposure to high-yield debt. However, the Portfolio substantially outperformed its Lipper peer group average. Q. How did you position the Portfolio during the year ended December 31, 2008? A: Throughout most of the year, we focused on government-agency mortgage-backed securities, principally investing in Ginnie Mae, Fannie Mae and Freddie Mac mortgages. We emphasized agency mortgage-backed securities because of their high quality and superior yields to Treasuries. They also carried significantly less credit risk than corporate debt. The Portfolio had a relatively small position in Treasuries because we thought they were overpriced. As the year progressed and corporate bonds underperformed, we began building the Portfolio's positions in corporate securities, primarily investment-grade debt, where we saw appealing values, especially in light of our assessment of the relative risks. We also established a Portfolio position in non-government agency residential mortgages, where we saw market values falling to extraordinarily low levels that were inconsistent with the default records of those mortgages. 4 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- At the end of the year, slightly more than half of the Portfolio's assets remained invested in government-agency mortgages, while about 11% of assets were invested in high-yield corporate debt instruments, including bank loans. At December 31, 2008, the average credit quality of Portfolio holdings was AA-. We kept the average effective duration of the Portfolio - which is a measure of price risk from changes in interest rates - relatively low, at 3.81 years, as we saw little value in investing in longer-maturity bonds when Treasury yields had fallen to extremely low absolute levels. Q: What types of investments had the greatest influence on the Portfolio's performance during the fiscal year ended December 31, 2008? A: The Portfolio's exposure to high-yield debt was the principal factor resulting in its underperformance relative to the Barclays bond indices. Investments in both high-yield and investment-grade corporate bonds held back the Portfolio's relative results, especially in the final quarter of 2008 when corporate bond values plummeted. Security selection also hurt the Portfolio's performance, as several of our holdings underperformed despite continuing to meet all their debt obligations. In addition, the Portfolio's underweighted position in Treasuries, combined with our short duration positioning for the Portfolio, held back relative performance as Treasuries continued to rally at the end of the year during the flight toward higher-quality investments. Among the investments that detracted from the Portfolio's results during the 12-month period included: the securities of American General Finance, a subsidiary of American International Group (AIG); Forest City Enterprises, a real estate developer; and Sallie Mae, a student loan provider. Asset-backed securities of Domino's, the pizza chain, also underperformed. All of the securities continued to meet their debt obligations during the period, however. We also had a very small position in Washington Mutual, which defaulted when the banking company failed, but that investment had a negligible impact on overall Portfolio performance. We did, however, see good performance from several selections in the Portfolio. The stronger performers included: bonds of Constellation Brands, a leading producer and marketer of wines, beer and spirits; and the bank loans to Talecris, a health care services company specializing in processing blood supplies. Q: What is your investment outlook? A: As we look ahead at the start of 2009, the market prices of high-yield and investment-grade corporate debt are approaching Depression-like lows. However, we think the actions of the U.S. government show that officials are determined not to repeat the mistakes that preceded the Depression of the 1930s. The Fed has eased the flow of money into the credit markets, and the incoming administration has made it clear that stimulating the economy is more important than balancing the budget during a time of economic contraction. We think that one day we may look back and recognize that this was a period when there were extraordinary opportunities to invest in corporate debt and other securities whose prices reflected an extremely pessimistic view of the economy. We think many of the worst possible scenarios already are factored into the prices of investments such as corporate bonds, bank loans, non-agency mortgages and asset-backed debt. Given the extremely low valuations, we have been increasing the Portfolio's investments in investment-grade corporates, non-agency mortgages and some selective high-yield bonds, which we think have excellent potential once the economy starts to reverse its downslide and begins to recover. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value CONVERTIBLE CORPORATE BONDS - 0.7% Consumer Services - 0.3% Casinos & Gaming - 0.3% 181,000 BB-/NR Scientific Games Corp., 0.75%, 12/1/24 $ 156,791 ----------- Total Consumer Services $ 156,791 ----------- Banks - 0.1% Regional Banks - 0.1% 95,000 A-/A1 National City Corp., 4.0%, 2/1/11 $ 84,669 ----------- Total Banks $ 84,669 ----------- Telecommunication Services - 0.3% Integrated Telecommunication Services - 0.3% 230,000 B+/B1 Qwest Communications International, 3.5%, 11/15/25 $ 193,488 ----------- Total Telecommunication Services $ 193,488 ----------- TOTAL CONVERTIBLE CORPORATE BONDS (Cost $395,188) $ 434,948 ----------- CONVERTIBLE PREFERRED STOCKS - 0.6% Diversified Financials - 0.5% Diversified Financial Services - 0.5% 475 Bank of America Corp., 7.25%, 12/31/49 $ 308,750 ----------- Total Diversified Financials $ 308,750 ----------- Insurance - 0.1% Life & Health Insurance - 0.1% 4,800 Delphi Financial Group, 7.376% 5/15/37 $ 57,840 ----------- Total Insurance $ 57,840 ----------- TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $455,877) $ 366,590 ----------- ASSET BACKED SECURITIES - 2.9% Materials - 0.0% Steel - 0.0% 23,410 0.57 AAA/Aaa CXHE 2006-A AV2, Floating Rate Note, 6/25/36 $ 22,419 ----------- Total Materials $ 22,419 ----------- Consumer Services - 0.2% Restaurants - 0.2% 200,000 BB/Ba3 Dunkin Brands Master Finance LLC, 8.28%, 6/20/31 (144A) $ 128,944 ----------- Total Consumer Services $ 128,944 ----------- Food & Drug Retailing - 0.1% Food Retail - 0.1% 155,000 BB/Aaa Dominos Pizza Master Issuer LLC, 7.629%, 4/25/37 $ 62,000 ----------- Total Food & Drug Retailing $ 62,000 ----------- 6 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Banks - 1.8% Thrifts & Mortgage Finance - 1.8% 100,000 0.57 AAA/Aaa Carrington Mortgage, Floating Rate Note, 10/25/36 $ 84,851 109,896 0.62 AAA/Aaa CMLTI 2006-WFH2 A2A, Floating Rate Note, 8/25/36 81,794 48,336 AAA/Aaa Countrywide Asset Backed Certificates, 5.069%, 2/25/36 44,498 120,000 0.98 AA+/Aa1 Countrywide Asset Backed Certificates, Floating Rate Note, 11/25/35 103,506 223,000 0.89 AA+/Aa1 Countrywide Asset Backed Certificates, Floating Rate Note, 8/25/35 203,687 75,000 0.93 AA+/Aa1 Countrywide Asset Backed Certificates, Floating Rate Note, 10/25/35 61,637 183,591 0.76 AAA/Aaa FBR Securitization Trust, Floating Rate Note, 9/25/35 156,096 50,054 0.58 AAA/Aaa Fremont Home Loan Trust, Floating Rate Note, 2/25/36 45,427 46,899 AAA/Aaa Lehman XS Trust, 3.34875%, 5/25/46 46,212 136,665 A/Baa1 Local Insight Media Finance Ll, 5.88%, 10/23/37 102,349 110,468 0.52 AAA/Aaa Morgan Stanley Ixis Real Estate, Floating Rate Note, 11/25/36 104,721 117,788 0.00 AAA/Aaa SASC 2007-BC4 A3, Floating Rate Note, 11/25/37 105,196 ----------- $ 1,139,974 ----------- Total Banks $ 1,139,974 ----------- Diversified Financials - 0.8% Consumer Finance - 0.3% 89,092 0.00 AAA/Aaa Nomura Home Equity Trust, Floating Rate Note, 3/25/36 $ 84,626 100,000 0.91 AA+/Aa1 RASC 2005-KS7 M1, Floating Rate Note, 8/25/35 77,431 ----------- $ 162,057 ----------- Diversified Financial Services - 0.1% 27,000 0.91 AA/Aa2 Asset Backed Securities Corp., Floating Rate Note, 4/25/35 $ 22,383 46,597 0.66 AAA/Aaa FFML 2006-FF4 A2, Floating Rate Note, 3/25/36 35,283 14,151 1.01 AAA/Aaa First Franklin Mortgage Loan Asset Backed Certificate, Floating Rate Note, 9/24/34 11,633 ----------- $ 69,299 ----------- Investment Banking & Brokerage - 0.3% 65,805 2.73 AAA/Aaa GSAMP Trust, Floating Rate Note, 11/25/35 $ 60,566 77,786 2.91 A/Aa2 GSAMP Trust, Floating Rate Note, 3/25/35 71,547 110,000 2.64 AAA/B2 MLMI 2006-AR1 A2C, Floating Rate Note, 3/25/37 74,516 ----------- $ 206,629 ----------- Specialized Finance - 0.1% 70,000 0.00 AAA/Aaa SLMA 2004-10 A6B, Floating Rate Note, 4/27/26 $ 54,600 ----------- Total Diversified Financials $ 492,585 ----------- TOTAL ASSET BACKED SECURITIES (Cost $2,108,948) $ 1,845,922 ----------- COLLATERALIZED MORTGAGE OBLIGATIONS - 10.5% Materials - 0.1% Steel - 0.1% 9,242,642 AAA/Aaa MSDWC 2000-1345 X, 0.7259%, 9/3/15 $ 90,987 ----------- Total Materials $ 90,987 ----------- Banks - 5.0% Diversified Banks - 0.1% 55,904 AAA/Aa2 RALI 2005-QA10 A41, 5.7412%, 9/25/35 $ 30,901 ----------- The accompanying notes are an integral part of these financial statements. 7 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Thrifts & Mortgage Finance - 4.9% 160,000 AAA/Aaa Banc of America Commercial Mortgage, Inc., 4.877%, 7/10/42 $ 133,861 306,669 AAA/Ba1 Chase Mortgage Finance Corp., 5.5%, 5/25/37 247,026 264,011 AAA/Aaa Countrywide Alternative Loan Trust, 6.0%, 6/25/35 166,162 350,000 AAA/Aaa GMAC Commercial Mortgage Securities, Inc., 4.864%, 12/10/41 289,219 175,000 AAA/Aaa GS Mortgage Securities Corp. II, 7.12%, 11/18/29 167,445 74,489 2.87 NR/Aaa IMPAC CMB Trust, Floating Rate Note, 11/25/35 36,902 200,000 AAA/Aaa JP Morgan Mortgage Trust, 4.5%, 8/25/19 163,755 264,183 AAA/Aaa JP Morgan Mortgage Trust, 6.0%, 8/25/34 232,318 100,000 AAA/Aaa JPMCC 2002-C3 B, 5.146%, 7/12/35 89,726 100,000 AAA/Aaa JPMCC 2004-PNC1 A3, 5.299%, 6/12/41 90,379 94,961 AAA/Aaa Master Asset Securitization Trust, 5.5%, 11/25/33 83,267 250,000 5.70 AAA/Aaa SASC 2007 BHC1 A1, Floating Rate Note, 12/18/49 (e) 83,143 60,000 NR/Ba1 SBA CMBS Trust, 6.709%, 11/15/36 40,800 40,000 AA/Aa2 TSTAR 2006-1 B, 5.7467%, 10/15/36 24,394 315,000 AAA/Aaa TSTAR 2006-1A A, 5.668%, 10/15/36 252,947 400,000 AAA/Aaa Wachovia Bank Commercial Mortgage Trust, 4.803%, 10/15/41 321,086 134,983 AAA/Aaa WAMU Mortgage Pass-Through Certificate, 4.5%, 8/25/18 106,450 190,017 2.70 AAA/Aaa WAMU Mortgage Pass-Through Certificate, Floating Rate Note, 4/25/45 89,704 100,000 AAA/Aaa WBCMT 2003-C9 B, 5.109%, 12/15/35 87,091 226,081 AAA/NR Wells Fargo Mortgage Backed Securities, 5.0%, 11/25/20 213,929 199,588 NR/Aaa Wells Fargo Mortgage Backed Securities, 5.0%, 3/25/21 144,951 17,950 AAA/Aaa Wells Fargo Mortgage Backed Securities, 5.25, 12/25/33 18,574 ----------- $ 3,083,129 ----------- Total Banks $ 3,114,030 ----------- Diversified Financials - 1.9% Diversified Financial Services - 1.9% 143,215 NR/Aaa CMSI 2006-1 3A1, 5.0%, 2/25/36 $ 108,503 18,023 AAA/Aaa First Horizon Mortgage Pass-Through Trust, 5.0%, 3/25/18 17,595 10,138 2.88 AAA/Aaa Impac Securities Assets Corp., Floating Rate Note, 11/25/34 5,031 124,214 2.82 AAA/Aaa Impac Securities Assets Corp., Floating Rate Note, 5/25/36 88,177 179,255 AAA/NR J.P. Morgan Alternative Loan Trust, 6.0%, 3/25/36 131,431 308,935 AAA/AAA Master Alternative Loans Trust, 6.0%, 7/25/34 240,776 40,997 AAA/Aaa Morgan Stanley Capital I, 5.25%, 12/25/17 40,153 14,968 AAA/Aaa Morgan Stanley Capital I, 7.0%, 7/25/33 14,140 62,213 0.00 AAA/Aa3 Residential Accredit Loans, Inc., Floating Rate Note, 9/25/46 49,111 159,725 AAA/Aaa Residential Funding Mortgage Securities I, 5.5%, 11/25/35 134,769 5,650 AAA/Aaa Salomon Brothers Mortgage Securities, 8.0%, 9/25/30 4,257 450,000 NR/Ba2 Tower 2004-2A F, 6.376%, 12/15/14 340,200 ----------- $ 1,174,143 ----------- Total Diversified Financials $ 1,174,143 ----------- Real Estate - 0.4% Mortgage Real Estate Investment Trusts - 0.4% 298,989 AAA/Aaa CS First Boston Mortgage Security, 3.5%, 7/25/18 $ 262,473 32,860 AA/Aa2 CS First Boston Mortgage Security, 7.0%, 5/25/32 18,633 ----------- $ 281,106 ----------- Total Real Estate $ 281,106 ----------- 8 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Government - 3.1% Government - 3.1% 1,281,596 AAA/Aaa Fannie Mae-Aces, 6.3%, 4/25/19 $ 1,368,446 50,567 NR/NR Federal Home Loan Bank, 5.0%, 1/15/16 51,352 150,000 AAA/Aaa Freddie Mac, 3.8%, 1/15/18 148,477 350,000 AAA/Aaa Freddie Mac, 5.5%, 7/15/28 357,691 41,718 AAA/Aaa Freddie Mac, 6.1%, 9/15/18 41,707 ----------- $ 1,967,673 ----------- Total Government $ 1,967,673 ----------- TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $7,674,560) $ 6,627,939 ----------- CORPORATE BONDS - 30.6% Energy - 3.3% Integrated Oil & Gas - 0.4% 60,000 BBB+/Baa1 Marathon Oil Corp., 5.9%, 3/15/18 $ 50,110 215,000 BBB/Baa2 Petro-Canada, 4.0%, 7/15/13 184,364 ----------- $ 234,474 ----------- Oil & Gas Drilling - 0.3% 125,000 BBB+/Baa2 Transocean Sedco, 1.5%, 12/15/37 $ 101,250 100,000 BBB+/Baa2 Transocean Sedco, 1.625%, 12/15/37 87,125 ----------- $ 188,375 ----------- Oil & Gas Equipment & Services - 0.1% 100,000 5.53 NR/NR Sevan Marine ASA, Floating Rate Note, 5/14/13 (144A) $ 50,090 ----------- Oil & Gas Exploration & Production - 0.4% 135,000 BBB/Baa2 Canadian National Resource, 5.9%, 2/1/18 $ 116,637 148,927 BBB+/NR Gazprom International SA, 7.201%, 2/1/20 108,716 ----------- $ 225,353 ----------- Oil & Gas Refining & Marketing - 0.3% 200,000 BBB/Baa1 Spectra Energy Capital, 6.2%, 4/15/18 $ 173,550 ----------- Oil & Gas Storage & Transportation - 1.8% 50,000 BBB-/Baa2 Boardwalk Pipelines LLC, 5.5%, 2/1/17 $ 40,430 90,000 BBB/Baa2 Buckeye Partners LP, 6.05%, 1/15/18 75,443 125,000 B+/B1 Holly Energy Partners LP, 6.25%, 3/1/15 83,750 250,000 BBB/Baa2 Kinder Morgan Energy, 5.95%, 2/15/18 (b) 213,366 250,000 BBB-/Baa3 NGPL Pipeco LLC, 6.514%, 12/15/12 (144A) 237,255 200,000 BBB-/Baa3 Plains All America Pipeline, 6.125%, 1/15/17 159,038 265,000 A-/A3 Questar Pipeline Co., 5.83%, 2/1/18 244,965 185,000 BB/Ba1 Southern Union Co., 7.2%, 11/1/66 63,825 ----------- $ 1,118,072 ----------- Total Energy $ 1,989,914 ----------- Materials - 1.7% Aluminum - 0.3% 285,000 B/B3 Novelis, Inc., 7.25%, 2/15/15 $ 165,300 ----------- Commodity Chemicals - 0.1% 135,000 B+/Ba3 Nova Chemicals, Ltd., 6.5%, 1/15/12 $ 56,025 ----------- The accompanying notes are an integral part of these financial statements. 9 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Fertilizers & Agricultural Chemicals - 0.9% 350,000 BBB/Baa2 Agrium, Inc., 6.75%, 1/15/19 $ 335,037 220,000 A-/Baa1 Potash Corp. Saskatchewan, 4.875%, 3/1/13 208,321 ----------- $ 543,358 ----------- Steel - 0.4% 260,000 BBB+/Baa2 ArcelorMittal, 6.125%, 6/1/18 $ 178,037 80,000 BBB/Baa2 Commercial Metals Co., 7.35%, 8/15/18 64,056 ----------- $ 242,093 ----------- Total Materials $ 1,006,776 ----------- Capital Goods - 1.7% Aerospace & Defense - 0.3% 190,000 A+/A2 Boeing Co., 5.125%, 2/15/13 $ 189,816 ----------- Building Products - 0.2% 220,000 BB+/BBB- C10 Capital SPV, Ltd., Floating Rate Note, 12/31/49 $ 104,683 ----------- Electrical Component & Equipment - 0.7% 205,000 BB+/Ba1 Anixter International Corp., 5.95%, 3/1/15 $ 164,000 395,000 BB-/Ba1 Belden CDT, Inc., 7.0%, 3/15/17 296,250 ----------- $ 460,250 ----------- Trading Companies & Distributors - 0.5% 340,000 BBB+/Baa1 GATX Financial Corp., 6.0%, 2/15/18 $ 302,264 100,000 BBB-/Baa2 Glencore Funding LLC, 6.0%, 4/15/14 (144A) 40,480 ----------- $ 342,744 ----------- Total Capital Goods $ 1,097,493 ----------- Commercial Services & Supplies - 0.6% Office Services & Supplies - 0.6% 365,000 A/A1 Pitney Bowes, Inc., 5.6%, 3/15/18 $ 361,868 ----------- Total Commercial Services & Supplies $ 361,868 ----------- Transportation - 1.1% Railroads - 1.1% 135,000 BBB/Baa1 Burlington Northern Santa Fe Corp., 5.75%, 3/15/08 $ 130,137 75,000 BBB/Baa1 Burlington Northern Santa Fe Corp., 7.0%, 2/1/14 78,268 235,000 BB-/B1 Kansas City Southern Mex, 7.625%, 12/1/13 192,700 305,000 BBB/Baa2 Union Pacific Corp., 5.7%, 8/15/18 293,634 ----------- $ 694,739 ----------- Total Transportation $ 694,739 ----------- Automobiles & Components - 0.2% Auto Parts & Equipment - 0.2% 490,000 B-/B3 Lear Corp., 8.75%, 12/1/16 $ 142,100 ----------- Total Automobiles & Components $ 142,100 ----------- Consumer Durables & Apparel - 0.3% Household Appliances - 0.3% 255,000 BBB/Baa2 Whirlpool Corp., 5.5%, 3/1/13 $ 201,751 ----------- Total Consumer Durables & Apparel $ 201,751 ----------- 10 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Consumer Services - 0.4% Education Services - 0.4% 150,000 AAA/Aaa President & Fellows of Harvard, 3.7%, 4/1/13 $ 147,968 105,000 AAA/Aaa President & Fellows of Harvard, 6.3%, 10/1/37 113,374 ----------- $ 261,342 ----------- Total Consumer Services $ 261,342 ----------- Media - 0.6% Broadcasting - 0.2% 165,000 BBB+/Baa1 Grupo Televisa S.A., 6.0%, 5/15/18 (144A) $ 138,749 ----------- Cable & Satellite - 0.4% 100,000 BBB/Baa2 British Sky Broadcasting, 6.1%, 2/15/18 (144A) $ 82,110 135,000 BBB+/Baa2 Comcast Corp., 5.3%, 1/15/14 126,243 35,000 BBB+/Baa2 Time Warner Cable, Inc., 8.75, 2/14/19 38,057 ----------- $ 246,410 ----------- Total Media $ 385,159 ----------- Retailing - 0.3% Specialty Stores - 0.3% 215,000 B/B3 Sally Holdings, 9.25%, 11/15/14 (144A) (b) $ 184,900 ----------- Total Retailing $ 184,900 ----------- Food, Beverage & Tobacco - 1.7% Agricultural Products - 0.4% 250,000 A/A2 Cargill, Inc., 5.2%, 1/22/13 (144A) $ 229,024 ----------- Brewers - 0.4% 280,000 BBB+/Baa1 Miller Brewing Co., 5.5%, 8/15/13 (144A) $ 261,068 ----------- Distillers & Vintners - 0.4% 265,000 BB-/Ba3 Constellation Brands, Inc., 8.375%, 12/15/14 $ 251,750 ----------- Soft Drinks - 0.4% 280,000 A/A2 Bottling Group LLC, 5.0%, 11/15/13 $ 273,501 ----------- Tobacco - 0.1% 100,000 A/A3 UST, Inc., 5.75%, 3/1/18 $ 82,071 ----------- Total Food, Beverage & Tobacco $ 1,097,414 ----------- Health Care Equipment & Services - 0.6% Health Care Facilities - 0.3% 235,000 BB-/B2 HCA, Inc., 9.625%, 11/15/16 $ 183,300 ----------- Managed Health Care - 0.3% 195,000 A-/Baa1 United Health Group, 4.875%, 2/15/13 $ 182,057 ----------- Total Health Care Equipment & Services $ 365,357 ----------- Pharmaceuticals & Biotechnology - 0.5% Biotechnology - 0.5% 335,000 BBB+/Baa3 Biogen Idec, Inc., 6.0%, 3/1/13 $ 331,344 ----------- Total Pharmaceuticals & Biotechnology $ 331,344 ----------- Banks - 3.1% Diversified Banks - 1.0% 220,000 A+/Aa2 Barclays Plc, 6.05%, 12/4/17 $ 194,083 210,000 A+/A1 Wachovia Corp., 5.75%, 6/15/17 209,022 200,000 AA/Aa1 Wells Fargo Co., 4.375%, 1/31/13 195,843 ----------- $ 598,948 ----------- The accompanying notes are an integral part of these financial statements. 11 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Regional Banks - 2.1% 250,000 A/A1 American Express Bank FSB, 5.5%, 4/16/13 $ 236,810 55,000 A-/A2 Keycorp, 6.5%, 5/14/13 50,704 145,000 A+/Aa3 Mellon Funding Corp., 5.5%, 11/15/18 124,997 250,000 A+/A1 PNC Bank N.A., 6.0%, 12/7/17 248,454 100,000 8.25 A-/A3 PNC Funding Corp., Floating Rate Note, 5/29/49 80,579 250,000 BBB/Baa2 Sovereign Bancorp, 8.75%, 5/30/18 246,984 210,000 A+/Aa3 Wachovia Bank N.A., 6.0%, 11/15/17 202,718 100,000 A+/Aa2 Wells Fargo Capital, 9.75%, 12/29/49 101,000 45,000 BBB/NR Zions Bancorporation, 5.5%, 11/16/15 31,824 ----------- $ 1,324,070 ----------- Total Banks $ 1,923,018 ----------- Diversified Financials - 5.6% Asset Management & Custody Banks - 0.3% 205,000 A-/A3 Eaton Vance Corp., 6.5%, 10/2/17 $ 181,649 ----------- Consumer Finance - 1.4% 335,000 BBB/Baa1 American General Finance, 6.9%, 12/15/17 $ 144,979 305,000 A+/Aa3 American Honda Finance, 6.7%, 10/1/13 (144A) 307,443 200,000 A/A2 Caterpillar Financial, 7.05%, 10/1/18 210,506 415,000 4.00 BBB-/Baa2 SLM Corp., Floating Rate Note, 7/25/14 209,255 ----------- $ 872,183 ----------- Diversified Financial Services - 1.1% 125,000 8.40 BBB/Baa2 Citigroup, Inc., Floating Rate Note, 4/29/49 $ 82,536 150,000 A+/Aa2 JP Morgan Chase & Co., 6.0%, 1/15/18 (b) 158,329 400,000 A-/A1 JP Morgan Chase & Co., 7.9%, 4/29/49 332,732 49,359 BBB/Baa2 Power Receivables Finance LLC, 6.29%, 1/1/12 (144A) 48,351 100,000 BB/Baa2 TNK-BP Finance SA, 6.625%, 3/20/17 (144A) 48,000 65,000 BB/Baa2 TNK-BP Finance SA, 7.5%, 7/18/16 (144A) 33,800 ----------- $ 703,748 ----------- Investment Banking & Brokerage - 1.3% 790,000 5.79 BBB/A3 Goldman Sachs Capital, Floating Rate Note, 12/29/49 $ 303,694 200,000 A/A2 Merrill Lynch & Co., 5.45%, 2/5/13 192,249 380,000 A/A2 Morgan Stanley Dean Witter, 6.625%, 4/1/18 333,370 ----------- $ 829,313 ----------- Specialized Finance - 1.5% 320,000 BBB+/Baa1 CIT Group, Inc., 7.625%, 11/30/12 $ 270,134 371,849 NR/Baa3 Coso Geothermal Power, 7.0%, 7/15/26 (144A) 310,494 155,000 A-/Baa1 International Lease Finance Corp., 6.375%, 3/25/13 105,291 180,000 A+/A1 National Rural Utilities Corp., 5.45%, 2/1/18 159,824 75,000 A+/A1 National Rural Utilities Corp., 10.375%, 11/1/18 87,781 ----------- $ 933,524 ----------- Total Diversified Financials $ 3,520,417 ----------- Insurance - 2.2% Life & Health Insurance - 0.7% 295,000 B+/B1 Presidential Life Corp., 7.875%, 2/15/09 $ 277,669 180,000 A+/A3 Prudential Financial, 5.15%, 1/15/13 146,205 ----------- $ 423,874 ----------- 12 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Multi-Line Insurance - 0.4% 275,000 BB/Baa3 Liberty Mutual Group, 7.0%, 3/15/37 (144A) $ 131,143 100,000 BBB-/Baa2 Liberty Mutual Group, 7.3%, 6/15/14 (144A) 93,637 65,000 10.75 BB/Baa3 Liberty Mutual Group, Floating Rate Note, 6/15/58 (144A) 35,750 ----------- $ 260,530 ----------- Property & Casualty Insurance - 0.7% 3,000 6.15 BB+/Ba2 Ambac Financial Group, Inc., Floating Rate Note, 2/15/37 $ 300 265,000 BBB-/Baa3 Hanover Insurance Group, 7.625%, 10/15/25 159,000 255,000 BB/NR Kingsway America, Inc., 7.5%, 2/1/14 212,453 140,000 14.00 A/Baa3 MBIA, Inc., Floating Rate Note, 1/15/33 (144A) 71,400 ----------- $ 443,153 ----------- Reinsurance - 0.4% 145,000 AAA/Aaa Berkshire Hathway, Inc., 5.0%, 8/15/13 $ 147,500 210,000 BBB+/NR Platinum Underwriters HD, 7.5%, 6/1/17 136,319 ----------- $ 283,819 ----------- Total Insurance $ 1,411,376 ----------- Real Estate - 1.2% Diversified Real Estate Activities - 0.3% 270,000 A-/A2 WEA Finance LLC, 7.125%, 4/15/18 $ 191,536 ----------- Real Estate Operating Companies - 0.2% 250,000 B+/B1 Forest City Enterprises, 6.5%, 2/1/17 $ 87,500 150,000 B+/B1 Forest City Enterprises, 7.625%, 6/1/15 52,500 ----------- $ 140,000 ----------- Retail Real Estate Investment Trusts - 0.3% 185,000 AAA/Aaa Trustreet Properties, Inc., 7.5%, 4/1/15 $ 200,735 ----------- Specialized Real Estate Investment Trusts - 0.4% 260,000 BBB-/Baa2 Health Care, Inc., 6.0%, 11/15/13 $ 175,054 55,000 BBB-/Ba1 Ventas Realty Capital Corp., 7.125%, 6/1/15 43,038 ----------- $ 218,092 ----------- Total Real Estate $ 750,363 ----------- Software & Services - 0.4% Data Processing & Outsourced Services - 0.4% 370,000 B/B3 First Data Corp., 9.875%, 9/24/15 (144A) $ 223,850 ----------- Total Software & Services $ 223,850 ----------- Technology Hardware & Equipment - 0.1% Electronic Equipment & Instruments - 0.1% 135,000 BBB-/Ba1 Agilent Technologies, Inc., 6.5%, 11/1/17 $ 92,799 ----------- Total Technology Hardware & Equipment $ 92,799 ----------- Semiconductors - 0.2% Semiconductor Equipment - 0.2% 200,000 BBB/Baa1 KLA Instruments Corp., 6.9%, 5/1/18 $ 151,266 ----------- Total Semiconductors $ 151,266 ----------- The accompanying notes are an integral part of these financial statements. 13 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Telecommunication Services - 0.9% Integrated Telecommunication Services - 0.9% 155,000 BBB-/Baa3 Embarq Corp., 7.082%, 6/1/16 $ 119,350 10,000 BBB/Baa2 Telecom Italia Capital, 4.875%, 10/1/10 9,050 175,000 A/A3 Verizon Communications, Inc., 8.75%, 11/1/18 205,314 250,000 BB/Ba3 Windstream Corp., 8.125%, 8/1/13 230,000 ----------- $ 563,714 ----------- Total Telecommunication Services $ 563,714 ----------- Utilities - 3.9% Electric Utilities - 2.5% 30,000 BBB+/Baa2 Commonwealth Edison, 6.15%, 9/15/17 $ 27,895 96,283 BBB-/Baa3 Crocket Cogeneration, 5.869%, 3/30/25 (144A) 76,652 90,000 BBB+/Baa3 Entergy Gulf States, 5.7%, 6/1/15 81,253 102,028 BB-/Ba2 FPL Energy National Wind, 6.125%, 3/25/19 (144A) 88,633 148,056 BB-/Ba2 FPL Energy Wind Funding, 6.876%, 6/27/17 (144A) 138,988 200,000 BBB+/Baa2 Israel Electric Corp., 7.25%, 1/15/19 (144A) 186,530 60,000 BBB/Baa3 Nevada Power Co., 6.5%, 8/1/18 57,727 315,000 BBB+/Baa1 NY State Gas and Electric, 6.15%, 12/15/17 (144A) 286,680 46,019 NR/NR Orcal Geothermal, 6.21%, 12/30/20 (144A) 51,696 185,000 BB+/Baa3 Public Service of New Mexico, 7.95%, 5/15/18 150,545 40,000 A/A2 Southern California Edison Co., 5.75%, 3/15/14 41,918 235,000 CCC/B3 TXU Energy Co., 10.25%, 11/1/15 166,850 225,000 BBB+/Baa2 West Penn Power Co., 5.95%, 12/15/17 189,552 ----------- $ 1,544,919 ----------- Gas Utilities - 0.3% 255,000 A/Aa3 Nakilat, Inc., 6.267%, 12/31/33 (144A) $ 170,873 ----------- Independent Power Producer & Energy Traders - 0.8% 235,000 BB-/Ba3 Intergen NV, 9.0%, 6/30/17 $ 192,700 140,000 BBB-/Baa3 Kiowa Power Partners LLC, 5.737%, 3/30/21 (144A) 107,150 160,000 BBB-/Baa3 Panoche Energy Center, 6.885%, 7/31/29 (144A) 135,462 142,087 BB/Ba2 Tenaska Alabama, 7.0%, 6/30/21 (144A) 111,444 ----------- $ 546,756 ----------- Multi-Utilities - 0.3% 65,000 A-/Baa2 Dominion Resources, Inc., 6.4%, 6/15/18 $ 63,648 160,000 BB/Ba2 NSG Holdings LLC, 7.75%, 12/15/25 (144A) 124,800 ----------- $ 188,448 ----------- Total Utilities $ 2,450,996 ----------- TOTAL CORPORATE BONDS (Cost $22,942,067) $19,207,956 ----------- U.S. GOVERNMENT & AGENCY OBLIGATIONS - 47.8% 730,000 AAA/Aaa Fannie Mae, 5.24%, 8/7/18 769,797 500,000 AAA/Aaa Farmer Mac GTD, 5.125%, 4/19/17 (144A) 571,700 250,000 AAA/Aaa Federal Home Loan Bank, 4.0%, 2/12/10 258,924 21,887 AAA/Aaa Federal Home Loan Corp., 6.5%, 2/1/32 22,865 13,581 AAA/Aaa Federal Home Loan Corp., 7.0%, 3/1/32 14,286 18,357 AAA/Aaa Federal Home Loan Corp., 7.0%, 4/1/32 19,292 1,366,797 AAA/Aaa Federal Home Loan Mortgage Corp., 5.0%, 12/1/21 - 12/1/35 1,402,509 250,000 AAA/Aaa Federal Home Loan Mortgage Corp., 5.25%, 4/3/12 252,343 413,121 AAA/Aaa Federal Home Loan Mortgage Corp., 5.5%, 9/1/33 - 3/1/37 423,698 14 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value U.S. GOVERNMENT & AGENCY OBLIGATIONS - (continued) 1,160,354 AAA/Aaa Federal Home Loan Mortgage Corp., 6.0%, 10/1/32 - 1/1/34 $ 1,199,421 292,813 AAA/Aaa Federal Home Loan Mortgage Corp., 6.5%, 3/1/11 - 7/1/32 305,612 146,415 AAA/Aaa Federal Home Loan Mortgage Corp., 7.0%, 8/1/22 - 10/1/46 150,732 17,434 AAA/Aaa Federal Home Loan Mortgage Corp., 7.5%, 8/1/31 18,482 702,504 AAA/Aaa Federal National Mortgage Association, 4.0%, 7/1/18 - 3/1/36 699,321 644,843 AAA/Aaa Federal National Mortgage Association, 4.5%, 4/1/19 - 3/1/37 663,860 1,077,718 AAA/Aaa Federal National Mortgage Association, 4.79%, 12/1/12 1,096,654 2,155,352 AAA/Aaa Federal National Mortgage Association, 5.0%, 3/1/09 - 12/1/35 2,216,721 2,646,423 AAA/Aaa Federal National Mortgage Association, 5.5%, 9/1/17 - 12/1/34 2,732,242 132,841 AAA/Aaa Federal National Mortgage Association, 5.9% 7/1/28 138,320 812,992 AAA/Aaa Federal National Mortgage Association, 6.0%, 12/1/11 - 9/1/34 840,392 719,155 AAA/Aaa Federal National Mortgage Association, 6.5%, 7/1/21 - 7/1/34 750,822 130,933 AAA/Aaa Federal National Mortgage Association, 7.0%, 3/1/12 - 1/1/32 137,841 7,940 AAA/Aaa Federal National Mortgage Association, 7.5%, 2/1/31 8,407 177,901 AAA/Aaa Federal National Mortgage Association, 8.0%, 2/1/29 - 5/1/31 188,478 13,475 AAA/Aaa Federal National Mortgage Association, 9.5%, 2/1/21 14,725 240,000 NR/Aaa Financing Corp., 10.35%, 8/3/18 383,174 303,000 A/Aa2 Freddie Mac, 5.0%, 12/14/18 314,064 1,255,546 AAA/Aaa Government National Mortgage Association, 4.5%, 12/15/18 - 12/15/34 1,294,241 1,708,853 AAA/Aaa Government National Mortgage Association, 5.0%, 7/15/17 - 7/15/37 1,775,922 1,983,599 AAA/Aaa Government National Mortgage Association, 5.5%, 6/15/17 - 6/20/38 2,052,091 150,805 AAA/Aaa Government National Mortgage Association, 5.72%, 1/15/29 - 10/15/29 156,395 2,440,911 AAA/Aaa Government National Mortgage Association, 6.0%, 8/15/13 - 9/15/34 2,534,561 873,375 AAA/Aaa Government National Mortgage Association, 6.5%, 4/15/17 - 1/15/34 918,672 299,775 AAA/Aaa Government National Mortgage Association, 7.0%, 1/15/26 - 5/15/32 316,900 42,731 AAA/Aaa Government National Mortgage Association, 7.5%, 6/15/23 - 1/15/32 45,284 6,998 AAA/Aaa Government National Mortgage Association, 7.75%, 11/15/29 7,417 1,280 AAA/Aaa Government National Mortgage Association, 8.0%, 8/20/25 1,356 66,345 AAA/Aaa Government National Mortgage Association I, 6.0%, 2/15/29 68,822 177,344 AAA/Aaa Government National Mortgage Association II, 5.0%, 12/20/18 185,537 745,869 AAA/Aaa Government National Mortgage Association II, 5.5%, 7/20/19 - 11/20/34 771,295 153,882 AAA/Aaa Government National Mortgage Association II, 5.9%, 2/20/28 159,001 614,002 AAA/Aaa Government National Mortgage Association II, 6.0%, 12/20/18 - 10/20/34 635,305 15,588 AAA/Aaa Government National Mortgage Association II, 6.5%, 8/20/28 16,407 63,826 AAA/Aaa Government National Mortgage Association II, 7.0%, 5/20/26 - 1/20/31 67,242 198,058 AAA/Aaa New Valley Generation I, 7.299%, 3/15/19 248,424 250,000 AA+/Aaa Private Export Funding 3.375%, 2/15/09 250,926 250,000 AAA/Aaa Tennessee Valley Authority, 4.75%, 8/1/13 270,579 95,000 AAA/Aaa U.S. Treasury Bonds, 3.875%, 5/15/18 108,330 The accompanying notes are an integral part of these financial statements. 15 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value U.S. GOVERNMENT & AGENCY OBLIGATIONS - (continued) 847,000 AAA/Aaa U.S. Treasury Bonds, 6.25%, 8/15/23 $ 1,155,228 135,000 AAA/Aaa U.S. Treasury Bonds, 7.25%, 5/15/16 180,763 500,000 AAA/Aaa U.S. Treasury Notes, 6.375%, 8/15/27 731,719 600,000 AAA/Aaa U.S. Treasury Strip, 0.0%, 5/15/17 479,807 ----------- $30,026,906 ----------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $28,689,865) $30,026,906 ----------- FOREIGN GOVERNMENT BONDS - 0.6% 250,000 AAA/Aaa Aid-Egypt, 4.45%, 9/15/15 $ 270,088 90,000 A/Aa3 Korea Development Bank, 5.3%, 1/17/13 81,936 ----------- $ 352,024 ----------- TOTAL FOREIGN GOVERNMENT BONDS (Cost $331,714) $ 352,024 ----------- MUNICIPAL BONDS - 1.1% Municipal Higher Education - 1.1% 275,000 AAA/Aa3 California State University Revenue, 5.0%, 11/1/39 $ 253,259 275,000 AAA/Aaa Connecticut State Health & Education, 5.0%, 7/1/42 271,476 175,000 AAA/Aaa New York State Dormitory Authority, 5.0%, 7/1/38 173,401 ----------- $ 698,136 ----------- TOTAL MUNICIPAL BONDS (Cost $700,345) $ 698,136 ----------- SENIOR FLOATING RATE LOAN INTERESTS - 3.8%** Energy - 0.1% Oil & Gas Exploration & Production - 0.1% 88,653 4.34 B+/B2 Calpine Corp., 1st Priority Term Loan, 3/31/14 $ 65,762 ----------- Total Energy $ 65,762 ----------- Materials - 0.5% Paper Packaging - 0.5% 197,985 5.50 B+/B2 Graham Packaging Co., New Term Loan, 10/7/11 $ 144,199 197,045 6.72 BB/Ba2 Graphic Packaging International, Inc., Incremental Term Loan, 5/16/14 147,291 ----------- $ 291,490 ----------- Total Materials $ 291,490 ----------- Capital Goods - 0.3% Aerospace & Defense - 0.2% 222,410 5.44 B+/Ba3 Aeroflex, Inc., Tranche B-1 Term Loan, 8/15/14 $ 140,118 ----------- Construction & Farm Machinery & Heavy Trucks - 0.1% 57,314 5.56 BB-/Ba3 Accuride Corp., Term Advance Loan, 1/31/12 $ 39,654 ----------- Total Capital Goods $ 179,772 ----------- Commercial Services & Supplies - 0.2% Environmental & Facilities Services - 0.2% 197,990 4.24 BB-/B2 Synagro Technologies, Inc., 1st Lien Term Loan, 4/2/14 $ 133,643 ----------- Total Commercial Services & Supplies $ 133,643 ----------- 16 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Transportation - 0.1% Air Freight & Couriers - 0.1% 14,961 3.10 B/Ba2 Ceva Group Plc, Additional Pre-Funded Term Loan, 11/4/13 $ 9,276 45,548 5.05 NR/Ba2 Ceva Group Plc, U.S. Term Loan, 11/4/13 28,240 ----------- $ 37,516 ----------- Total Transportation $ 37,516 ----------- Automobiles & Components - 0.2% Tires & Rubber - 0.2% 205,000 2.22 BB/Ba1 Goodyear Tire & Rubber Co., 2nd Lien Term Loan, 4/30/14 $ 131,713 ----------- Total Automobiles & Components $ 131,713 ----------- Consumer Durables & Apparel - 0.1% Housewares & Specialties - 0.1% 59,100 3.96 BB-/Ba3 Jarden Corp., Term B3 Loan, 1/24/12 $ 46,157 ----------- Total Consumer Durables & Apparel $ 46,157 ----------- Consumer Services - 0.2% Casinos & Gaming - 0.2% 100,000 5.44 NR/NR Fontainebleau Las Vegas, Initial Term Loan, 6/6/14 $ 28,750 31,673 6.55 BB-/Ba3 Gateway Casinos & Entertainment, Delayed Draw Term Loan, 9/30/14 14,094 156,781 6.55 BB-/Ba3 Gateway Casinos & Entertainment, Term Advance Loan, 9/30/14 69,768 ----------- $ 112,612 ----------- Total Consumer Services $ 112,612 ----------- Media - 0.2% Broadcasting - 0.1% 200,000 2.71 B-/B2 Univision Communications, Inc., Initial Term Loan, 9/29/14 $ 82,222 ----------- Cable & Satellite - 0.1% 63,558 6.40 B/B3 Knology, Inc., Term Loan, 6/30/12 $ 36,546 ----------- Total Media $ 118,768 ----------- Retailing - 0.1% Internet Retail - 0.1% 90,000 6.64 BBB-/Ba1 Ticketmaster Corp., Term B Loan, 7/25/14 $ 62,100 ----------- Total Retailing $ 62,100 ----------- Health Care Equipment & Services - 0.9% Health Care Equipment - 0.2% 163,074 5.64 B+/B2 Talecris Biotherapeutics, Inc., 1st Lien Term Loan, 12/6/13 $ 143,097 ----------- Health Care Facilities - 0.4% 106,551 4.45 BB/Ba3 CHS/Community Health Systems, Inc., Funded Term Loan, 7/25/14 $ 83,482 1,816 1.80 BB/Ba3 CHS/Community Health Sys, Inc., Delayed Draw Term Loan, 7/25/14 1,423 98,000 3.71 BB+/Ba2 HCA, Inc., Tranche B Term Loan, 11/18/13 77,481 74,509 3.07 B+/Ba3 Psychiatric Solutions, Inc., Term Loan, 7/2/12 58,986 ----------- $ 221,372 ----------- Health Care Services - 0.2% 195,134 3.71 BB-/Ba3 Catalent Pharma Solutions, Inc., Dollar Term Loan, 4/10/14 $ 118,544 ----------- The accompanying notes are an integral part of these financial statements. 17 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Health Care Supplies - 0.1% 95,040 4.71 BB-/B1 Bausch & Lomb, Inc., Parent Term Loan, 4/24/15 $ 65,170 14,400 3.43 BB-/B1 Bausch & Lomb, Inc., Delayed Draw Term Loan, 4/24/15 9,874 ----------- $ 75,044 ----------- Total Health Care Equipment & Services $ 558,057 ----------- Pharmaceuticals & Biotechnology - 0.1% Life Sciences Tools & Services - 0.1% 79,800 5.25 BBB-/Baa3 Life Technologies Corp., Term B Facility Loan, 6/11/16 $ 75,012 ----------- Total Pharmaceuticals & Biotechnology $ 75,012 ----------- Diversified Financials - 0.1% Diversified Financial Services - 0.1% 148,875 4.94 BB/Ba2 Metavante Corp., Term Loan, 11/1/14 $ 111,656 ----------- Total Diversified Financials $ 111,656 ----------- Software & Services - 0.2% IT Consulting & Other Services - 0.2% 148,485 4.02 BB/Ba3 Sungard Data Systems, Inc., New U.S. Term Loan, 2/28/14 $ 102,603 ----------- Total Software & Services $ 102,603 ----------- Semiconductors - 0.2% Semiconductor Equipment - 0.2% 55,106 7.07 BB-/Ba1 Flextronics Semiconductors, A1A Delayed Draw Term Loan, 10/1/14 $ 35,452 191,769 6.16 BB-/Ba1 Flextronics Semiconductors, Closing Date Term Loan, 10/1/14 123,372 ----------- $ 158,824 ----------- Total Semiconductors $ 158,824 ----------- Telecommunication Services - 0.1% Integrated Telecommunication Services - 0.1% 119,478 6.10 B+/B2 Telesat Canada, Inc., U.S. Term I Loan, 10/31/14 $ 82,568 10,262 4.46 B+/B2 Telesat Canada, Inc., U.S. Term II Loan, 10/31/14 7,092 ----------- $ 89,660 ----------- Total Telecommunication Services $ 89,660 ----------- Utilities - 0.2% Electric Utilities - 0.2% 148,125 5.60 BBB-/Ba1 Texas Competitive Electric Holdings, Initial Tranche B2 Loan, 10/10/13 $ 103,379 ----------- Total Utilities $ 103,379 ----------- TOTAL SENIOR FLOATING RATE LOAN INTERESTS (Cost $3,329,901) $ 2,378,724 ----------- TEMPORARY CASH INVESTMENTS - 0.9% Securities Lending Collateral - 0.9% (d) Certificates of Deposit: 13,218 Abbey National Plc, 3.15%, 8/13/09 $ 13,218 13,216 Bank of Nova Scotia, 3.21%, 5/5/09 13,216 21,123 Bank of Scotland NY, 2.92%, 6/5/09 21,123 23,791 Barclays Bank, 1.5%, 5/27/09 23,791 4,202 Calyon NY, 4.62%, 1/16/09 4,202 26,435 CBA, 4.87%, 7/16/09 26,435 23,791 DNB NOR Bank ASA NY, 3.04%, 6/5/09 23,791 24,214 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 24,214 1,531 NORDEA NY, 4.13%, 4/9/09 1,531 18 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Securities Lending Collateral - (continued) 19,826 Royal Bank of Canada NY, 2.7%, 8/7/09 $ 19,826 13,218 Royal Bank of Scotland, 3.06%, 3/5/09 13,218 2,642 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 2,642 26,435 Societe Generale, 3.29%, 9/4/09 26,435 23,791 Svenska Bank NY, 4.61%, 7/8/09 23,791 26,435 U.S. Bank NA, 2.25%, 8/24/09 26,435 ----------- $ 263,868 ----------- Commercial Paper: 2,519 BBVA U.S., 2.83%, 3/12/09 $ 2,519 26,435 Monumental Global Funding, Ltd., 2.5%, 8/17/09 26,435 13,218 CME Group, Inc., 2.9%, 8/6/09 13,218 13,216 General Electric Capital Corp., 2.86%, 3/16/09 13,216 25,959 American Honda Finance Corp., 4.95%, 7/14/09 25,959 26,435 HSBC Bank, Inc., 2.5%, 8/14/09 26,435 13,218 IBM, 2.39%, 9/25/09 13,218 23,792 Met Life Global Funding, 3.19%, 6/12/09 23,792 23,792 New York Life Global, 2.13%, 9/4/09 23,792 22,470 Westpac Banking Corp., 2.34%, 6/1/09 22,470 ----------- $ 191,054 ----------- Tri-party Repurchase Agreements: 58,157 Deutsche Bank, 0.25%, 1/2/09 $ 58,157 4,491 Barclays Capital Markets, 0.5%, 1/2/09 4,491 ----------- $ 62,648 ----------- Time Deposit: 26,435 BNP Paribas, 0.01%, 1/2/09 $ 26,435 ----------- Money Market Mutual Funds: 6,609 Columbia Government Reserves Fund $ 6,609 19,826 JP Morgan, U.S. Government Money Market Fund 19,826 ----------- $ 26,435 ----------- Total Securities Lending Collateral $ 570,440 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $570,440) $ 570,440 ----------- TOTAL INVESTMENT IN SECURITIES - 99.5% (Cost $67,198,905)(a) $62,509,585 ----------- OTHER ASSETS AND LIABILITIES - 0.5% $ 353,716 ----------- TOTAL NET ASSETS - 100.0% $62,863,301 =========== NR Not rated by either S&P or Moody's. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $4,707,096 or 7.5% of total net assets. ** Senior floating rate loan interests in which the Portfolio invests generally pay interest at rates that are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as LIBOR (London InterBank Offered Rate), (ii) the prime rate offered by one or more major United States banks, (iii) the certificate of deposit or (iv) other base lending rates used by commercial lenders. The rate shown is the coupon rate at period end. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $67,431,772 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 1,628,561 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (6,550,748) ------------ Net unrealized loss $ (4,922,187) ============ The accompanying notes are an integral part of these financial statements. 19 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- (b) At December 31, 2008, the following securities were out on loan: Principal Amount ($) Description Value 148,000 JP Morgan Chase & Co., 6.0%, 1/15/18 $ 156,214 240,000 Kinder Morgan Energy, 5.95%, 2/15/18 204,840 212,000 Sally Holdings, 9.25%, 11/15/14 (144A) 182,320 --------- Total $ 543,374 ========= (c) Debt obligation with a variable interest rate. Rate shown is rate at period end. (d) Security lending collateral is managed by Credit Suisse, New York Branch. (e) Security is fair valued (see Note A). Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $36,213,091 and $36,403,700, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - -------------------------------------------------------------- Level 1 - Quoted Prices $ 308,750 Level 2 - Other Significant Observable Inputs 62,117,692 Level 3 - Significant Unobservable Inputs 83,143 ----------- Total $62,509,585 =========== Following is a reconciliation of assets valued using significant unobservable inputs (Level 3): Investments in Securities - ------------------------------------------------------------------ Balance as of 12/31/07 $ -- Realized gain (loss) -- Change in unrealized appreciation (depreciation)(1) (90,385) Net purchases (sales) -- Transfers in and out of Level 3 173,528 - ------------------------------------------------------------------ Balance as of 12/31/08 $ 83,143 ================================================================== (1) Unrealized appreciation/(depreciation) on these securities is included in the change in unrealized gain (loss) on investments in the Statement of Operations. 20 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended CLASS I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 (a) Net asset value, beginning of period $ 10.87 $ 10.72 $ 10.79 $ 11.61 $ 11.24 ------- ------- ------- ------- ------- Net increase (decrease) from investment operations: Net investment income $ 0.56 $ 0.54 $ 0.50 $ 0.59 $ 0.44 Net realized and unrealized gain (loss) on investments (0.62) 0.14 (0.01) (0.29) (0.04) ------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (0.06) $ 0.68 $ 0.49 $ 0.30 $ 0.40 Distributions to shareowners: Net investment income (0.57) (0.53) (0.56) (1.12) (0.03) ------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (0.63) $ 0.15 $ (0.07) $ (0.82) $ 0.37 ------- ------- -------- -------- ------- Net asset value, end of period $ 10.24 $ 10.87 $ 10.72 $ 10.79 $ 11.61 ======= ======= ======== ======== ======= Total return* (0.64)% 6.55% 4.68% 2.62% 3.56% Ratio of net expenses to average net assets 0.62% 0.62% 0.62% 0.62% 0.89% Ratio of net investment income to average net assets 5.24% 4.82% 4.71% 4.48% 3.61% Portfolio turnover rate 54% 53% 18% 31% 57% Net assets, end of period (in thousands) $38,770 $45,563 $ 30,569 $33,332 $45,793 Ratios with no waiver of management fees by PIM: Net expenses 0.76% 0.78% 0.80% 0.83% 0.89% Net investment income 5.09% 4.66% 4.52% 4.27% 3.61% (a) Effective August 2, 2004, PIM became the sub-advisor of the Fund and subsequently became the advisor on December 10, 2004. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 21 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 11/9/07 (a) Year Ended to CLASS II 12/31/08 12/31/07 Net asset value, beginning of period $ 10.87 $ 10.79 ------- ------- Net increase (decrease) from investment operations: Net investment income $ 0.54 $ 0.06 Net realized and unrealized gain (loss) on investments (0.63) 0.09 ------- ------- Net increase (decrease) from investment operations $ (0.09) $ 0.15 Distributions to shareowners: Net investment income (0.54) (0.07) ------- -------- Net increase (decrease) in net asset value $ (0.63) $ 0.08 ------- -------- Net asset value, end of period $ 10.24 $ 10.87 ======= ======== Total return* (0.88)% 1.39%(b) Ratio of net expenses to average net assets 0.87% 0.86%** Ratio of net investment income to average net assets 5.00% 4.07%** Portfolio turnover rate 54% 53%(b) Net assets, end of period (in thousands) $24,093 $21,412 Ratios with no waiver of management fees by PIM: Net expenses 1.02% 0.98%** Net investment income 4.85% 3.95%** (a) Class II commenced operations on November 9, 2007. (b) Not annualized. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. ** Annualized. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 22 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (including securities loaned of $543,374) (cost $67,198,905) $ 62,509,585 Cash 326,711 Receivables -- Investment securities sold 589 Portfolio shares sold 67,149 Dividends and interest 653,006 Due from Pioneer Investment Management, Inc. 23,022 ------------ Total assets $ 63,580,062 ------------ LIABILITIES: Payables -- Investment securities purchased $ 9,250 Portfolio shares repurchased 53,932 Upon return of securities loaned 570,440 Due to affiliates 1,303 Unrealized depreciation on unfunded corporate loans 20,929 Accrued expenses 60,907 ------------ Total liabilities $ 716,761 ------------ NET ASSETS: Paid-in capital $ 69,200,728 Distributions in excess of net investment income (113,875) Accumulated net realized loss on investments (1,513,303) Net unrealized loss on investments (4,710,249) ------------ Total net assets $ 62,863,301 ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $38,770,298/3,786,393 shares) $ 10.24 ============ Class II (based on $24,093,003/2,353,167 shares) $ 10.24 ============ The accompanying notes are an integral part of these financial statements. 23 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $ 17,461 Interest 4,013,013 Income from securities loaned, net 10,202 ------------ Total investment income $ 4,040,676 ------------ EXPENSES: Management fees $ 344,721 Transfer agent fees Class I 1,373 Class II 1,250 Distribution fees Class II 63,938 Administrative fees 20,681 Custodian fees 47,059 Professional fees 54,683 Printing expense 21,378 Fees and expenses of nonaffiliated trustees 5,533 Miscellaneous 30,584 ------------ Total expenses $ 591,200 Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (99,757) ------------ Net expenses $ 491,443 ------------ Net investment income $ 3,549,233 ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments $ 1,071,196 ------------ Change in net unrealized loss on: Investments $ (5,313,995) Unfunded corporate loans (21,138) $ (5,335,133) ------------ ------------ Net loss on investments $ (4,263,937) ------------ Net decrease in net assets resulting from operations $ (714,704) ============ 24 The accompanying notes are an integral part of these financial statements. Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 3,549,233 $ 1,665,971 Net realized gain on investments 1,071,196 11,423 Change in net unrealized gain (loss) on investments (5,335,133) 711,215 ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (714,704) $ 2,388,609 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.57 and $0.53 per share, respectively) $ (2,301,825) $ (1,583,348) Class II ($0.54 and $0.07 per share, respectively) (1,299,639) (143,206) ------------- ------------- Total distributions to shareowners $ (3,601,464) $ (1,726,554) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 20,373,599 $ 4,739,833 Shares issued in reorganization -- 40,039,382 Reinvestment of distributions 3,601,430 1,726,551 Cost of shares repurchased (23,770,764) (10,762,038) ------------- ------------- Net increase in net assets resulting from Portfolio share transactions $ 204,265 $ 35,743,728 ------------- ------------- Net increase (decrease) in net assets $ (4,111,903) $ 36,405,783 NET ASSETS: Beginning of year $ 66,975,204 $ 30,569,421 ------------- ------------- End of year $ 62,863,301 $ 66,975,204 ============= ============= Distributions in excess of net investment income, end of year $ (113,875) $ (230,808) ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 570,240 $ 6,104,758 359,678 $ 3,852,801 Shares issued in reorganization -- -- 1,672,169 18,042,707 Reinvestment of distributions 216,793 2,301,791 147,372 1,583,348 Less shares repurchased (1,192,424) (12,631,635) (839,049) (8,985,887) ---------- ------------- --------- ------------ Net increase (decrease) (405,391) $ (4,225,086) 1,340,170 $ 14,492,969 ========== ============= ========= ============ CLASS II (a) Shares sold 1,323,616 $ 14,268,841 81,734 $ 887,032 Shares issued in reorganization -- -- 2,038,617 21,996,675 Reinvestment of distributions 122,683 1,299,639 12,842 143,203 Less shares repurchased (1,062,637) (11,139,129) (163,688) (1,776,151) ---------- ------------- --------- ------------ Net increase 383,662 $ 4,429,351 1,969,505 $ 21,250,759 ========== ============= ========= ============ (a) Class II shares commenced operations on November 9, 2007. The accompanying notes are an integral part of these financial statements. 25 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Bond VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to provide current income from an investment grade portfolio with due regard to preservation of capital and prudent investment risk. The Portfolio also seeks a relatively stable level of dividends; however, the level of dividends will be maintained only if consistent with preserving the investment grade quality of the Portfolio. The Portfolio offers two classes of shares designated as Class I and Class II shares. Class II shares commenced operations on November 9, 2007. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. At times, the Portfolio'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 Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, securities are valued at the last sale price on the principal exchange where they are traded. Fixed income securities are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. Valuations may be supplemented by dealers and other sources, as required. Securities for which market prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, one security has been fair valued, which represents 0.1% of net assets. Temporary cash investments are valued at cost which approximates market value. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis, net of unrecoverable foreign taxes withheld at the applicable country rates. All discounts/premiums are accreted/ amortized for financial reporting purposes. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three 26 Pioneer Bond VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $1,513,303, of which the following amounts will expire between 2010 and 2015, if not utilized: $250,361 in 2010, $171,643 in 2011, $241,325 in 2012, $472,395 in 2013, $280,250 in 2014 and $97,329 in 2015. At December 31, 2008, the Portfolio has reclassified $169,164 to decrease distributions in excess of net investment income and $169,164 to increase accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 3,601,464 $1,726,554 ----------- ---------- Total distributions $ 3,601,464 $1,726,554 =========== ========== Distributable Earnings: Undistributed ordinary income $ 118,992 Capital loss carryforward (1,513,303) Unrealized depreciation (4,943,116) ----------- Total $(6,337,427) =========== - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is primarily attributable to the tax treatment of premium and amortization. C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Dividends and distributions to shareowners are recorded on the ex-dividend date. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. The Portfolio declares as daily dividends substantially all of its respective net investment income. All dividends are paid on a monthly basis. Short-term capital gain distributions, if any, may be declared with the daily dividends. Distributions paid by the Portfolio 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 I and Class II shares can bear different transfer agent and distribution fees. Dividends and distributions to shareowners are recorded on the ex-dividend date. D. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower 27 PIONEER VARIABLE CONTRACTS TRUST Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. E. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit manages the Portfolio. Management fees are calculated at the annual rate of 0.50% of the Portfolio's average daily net assets. Through May 1, 2010, PIM has agreed not to impose all or a portion of its management fee and to assume other operating expenses of the Portfolio to the extent necessary to limit Portfolio expenses to 0.62% and 0.87% of the average daily net assets attributable to Class I and Class II shares, respectively. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $891 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $251 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $161 in distribution fees payable to PFD at December 31, 2008. 5. Unfunded Loan Commitments As of December 31, 2008, the Portfolio had unfunded loan commitments of approximately $44,733 (excluding unrealized depreciation on those commitments of $20,929 as of December 31, 2008) which could be extended at the option of the borrower, pursuant to the following loan agreements: - -------------------------------------------------------------------------------- Unfunded Borrower Commitment - -------------------------------------------------------------------------------- Bausch & Lomb, Inc., Delayed Draw Term Loan, 4/24/15 $ 9,600 CHS/Community Health Sys, Inc., Delayed Draw Term Loan, 7/25/14 3,633 Fontainebleau Las Vegas, Delayed Draw Term Loan, 5/17/14 31,500 - -------------------------------------------------------------------------------- 28 PIONEER VARIABLE CONTRACTS TRUST Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 6. Merger Information On October 30, 2007, beneficial owners of Pioneer America Income VCT Portfolio approved a proposed Agreement and Plan of Reorganization that provided for the merger listed below. This tax-free reorganization was accomplished on November 9, 2007, by exchanging all of Pioneer America Income VCT Portfolio's Class I and Class II net assets for Pioneer Bond VCT Portfolio's shares, based on Pioneer Bond VCT Portfolio's Class II shares' ending net asset value. The following charts show the details of the reorganization as of that closing date ("Closing Date"): - ------------------------------------------------------------------------------------------------------------- Pioneer Bond Pioneer America Pioneer Bond VCT Portfolio Income VCT Portfolio VCT Portfolio (Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization) - ------------------------------------------------------------------------------------------------------------- Net Assets Class I $28,422,481 $18,042,707 $46,465,188 Class II - 21,996,675 21,996,675 ----------- ----------- ----------- Total Net Assets $28,422,481 $40,039,382 $68,461,863 =========== =========== =========== Shares Outstanding Class I 2,634,581 1,837,959 4,306,750 Class II - 2,237,327 2,038,617 =========== =========== =========== Shares Issued in Reorganization Class I 1,672,169 ----------- Class II 2,038,617 =========== - ------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------- Unrealized Appreciation Realized Loss on on Closing Date Closing Date - ----------------------------------------------------------------------------------- Pioneer America Income VCT Portfolio $337,939 $(87,076) - ----------------------------------------------------------------------------------- 7. New Pronouncement 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 Portfolio's financial statement disclosures. 29 PIONEER VARIABLE CONTRACTS TRUST Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Bond VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Bond VCT Portfolio, one of the portfolios constituting Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Bond VCT Portfolio at December 31, 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 financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young Boston, Massachusetts February 6, 2009 30 PIONEER VARIABLE CONTRACTS TRUST Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentage of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income was 91.53%. 31 Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- 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 Pioneer Investment Management Shareholder Services, Inc. Trustees and Officers The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust'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 Trust within the meaning of the 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the Pioneer Funds). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Deputy Chairman and a Director None Board, Trustee until a successor trustee is of Pioneer Global Asset and President elected or earlier Management S.p.A. ("PGAM"); retirement or removal. Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Serves Director, CEO and President of None (50)* Executive Vice until a successor trustee is Pioneer Investment Management President elected or earlier USA Inc. (since February 2007); retirement or removal. 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 Portfolio's investment adviser and certain of its affiliates. - ------------------------------------------------------------------------------------------------------------------------------------ 32 Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE David R. Bock (65) Trustee Trustee since 2005. Serves Executive Vice President and Director of until a successor trustee is Chief Financial Officer, I-trax, Enterprise Community elected or earlier Inc. (publicly traded health Investment, Inc. retirement or removal. care services company) (2004 - (privately-held 2007); Partner, Federal City affordable housing Capital Advisors (boutique finance company); merchant bank) (1997 to 2004 and and Director of New 2008 - present); and Executive York Mortgage Trust Vice President and Chief (publicly traded Financial Officer, Pedestal Inc. mortgage REIT) (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. Serves President, Bush International, Director of Marriott until a successor trustee is LLC (international financial International, Inc., elected or earlier advisory firm) Director of Discover retirement or removal. 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman Trustee Trustee since 2008. Serves Professor, Harvard University Trustee, Mellon (64) until a successor trustee is Institutional Funds elected or earlier Investment Trust and retirement or removal Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Serves Founding Director, Vice None (61) until a successor trustee is President and Corporate elected or earlier retirement Secretary, The Winthrop Group, or removal. Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Serves Chief Executive Officer, None until a successor trustee is Quadriserv, Inc. (technology elected or earlier products for securities lending retirement or removal. industry) (2008 - present); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. Serves President and Chief Executive Director of New until a successor trustee is Officer, Newbury, Piret & America High Income elected or earlier Company, Inc. (investment Fund, Inc. retirement or removal. banking firm) (closed-end investment company) - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Serves Senior Counsel, Sullivan & Director, The Swiss until a successor trustee is Cromwell LLP (law firm) Helvetia Fund, Inc. elected or earlier (closed-end retirement or removal. investment company) - ------------------------------------------------------------------------------------------------------------------------------------ 33 Pioneer Bond VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS OFFICER Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the Secretary of PIM-USA; Senior None discretion of the Board Vice President - Legal of Pioneer; 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 (44) Assistant Since 2003. Serves at the Associate General Counsel of None Secretary discretion of the Board Pioneer since January 2008 and 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 (49) Treasurer Since 2008. Serves at the Vice President - Fund None discretion of the Board Accounting, Administration and Controllership 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 Since 2000. Serves at the Assistant Vice President - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves at the Fund Accounting Manager - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves at the Fund Administration Manager - None (35) Treasurer discretion of the Board Fund Accounting, Administration and Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves at the Chief Compliance Officer of None Compliance discretion of the Board Pioneer since December 2006 and Officer of 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) - ------------------------------------------------------------------------------------------------------------------------------------ 34 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 35 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 36 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 37 [LOGO]PIONEER Investments(R) Pioneer Variable Contracts Trust Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18656-03-0209 [LOGO] PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio -- Class II Shares ANNUAL REPORT December 31, 2008 PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Cullen Value VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 7 Financial Statements 10 Notes to Financial Statements 14 Report of Independent Registered Public Accounting Firm 17 Approval of Investment Sub-Advisory Agreement 18 Trustees, Officers and Service Providers 20 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- 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 81.8% Depositary Receipts for International Stocks 15.6% Temporary Cash Investments 2.6% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] Consumer Staples 22.4% Industrials 19.0% Health Care 17.2% Financials 9.6% Information Technology 8.9% Telecommunication Services 7.4% Energy 6.3% Consumer Discretionary 6.1% Materials 3.1% Five Largest Holdings (As a percentage of equity holdings)* 1. ITT Corp. 4.12% 2. Johnson & Johnson 4.11 3. Chubb Corp. 3.99 4. Bristol-Myers Squibb Co. 3.90 5. Raytheon Co. 3.87 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions 12/31/08 12/31/07 Net Asset Value per Share $ 9.03 $ 13.56 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains $ 0.1606 $ - $ 0.0004 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Cullen Value VCT Portfolio at net asset value, compared to that of the Standard & Poor's (S&P) 500 Index and the Russell 1000 Value Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Cullen Russell 1000 S&P VCT Portfolio, Class II Value Index 500 Index 3/05 10000 10000 10000 12/05 11056 10696 10721 12/06 12951 13075 12413 12/07 13780 13053 13094 12/08 9296 8243 8251 The Standard & Poor's 500 Stock Index (the S&P 500) is a commonly used measure of the broad U.S. stock market. The Russell 1000 Value Index measures the performance of large-cap U.S. value stocks. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Life-of-Class (3/18/05) -2.06% 1 Year -32.54% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Cullen Value VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class II ------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $1,000.00 Ending Account Value On 12/31/08 $ 749.97 Expenses Paid During Period* $ 4.40 * Expenses are equal to the Portfolio's annualized expense ratio of 1.00% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Cullen Value VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class II ------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $1,000.00 Ending Account Value On 12/31/08 $1,020.11 Expenses Paid During Period* $ 5.08 * Expenses are equal to the Portfolio's annualized expense ratio of 1.00% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- Equity prices dropped precipitously during 2008 as weakness that started in the financials sector spread through economies both in the United States and abroad. In the following interview, James P. Cullen discusses the factors that influenced the performance of Pioneer Cullen Value VCT Portfolio during the 12 months ended December 31, 2008. Mr. Cullen, President of Schafer Cullen Capital Management, the Portfolio's sub-adviser, oversees the team responsible for the daily management of the Portfolio. Q: How did the Portfolio perform during the 12-month period ended December 31, 2008? A: Pioneer Cullen Value VCT Portfolio's Class II shares returned -32.54% at net asset value for the 12 months ended December 31, 2008. During the same 12-month period, the Standard & Poor's 500 Index, a broad measure of the overall U.S. stock market, returned -36.99%, and the Russell 1000 Value Index, which measures large-cap U.S. value stocks, returned -36.85%. Over the 12 months ended December 31, 2008, the average return of the 119 variable annuity portfolios in Lipper's Large Cap Value category was -37.09%. Q: What were the principal factors affecting the Portfolio's performance during the 12 months ended December 31, 2008? A: Almost all stocks produced dismal returns in 2008. Credit problems, which first surfaced in mid-2007 among subprime mortgages and then spread throughout the financials sector, undercut the economic expansion that had produced positive results in the market for more than five years. While official U.S. gross domestic product (GDP) figures indicated that domestic economic growth turned negative in the third quarter of 2008, most economists believed the economic recession actually began in late 2007. As economic worries escalated, investors grew increasingly apprehensive, fleeing equities as well as corporate bonds. In a general flight to quality, investors at times were willing to accept virtually no yield for investments in short-term Treasury bills because they carried no credit risk. We maintained our discipline during this challenging period, focusing the Portfolio's investments on companies with strong balance sheets and relatively low stock valuations. We also emphasized corporations with a global presence, as we believed companies competing internationally would have more opportunities to succeed. Our stock selections led to relatively heavy exposures for the Portfolio in the consumer staples and industrials sectors. At the same time, we lightened the Portfolio's weighting in the financials sector, the area that was hurt most directly as credit markets deteriorated. While we maintained a relatively concentrated portfolio of stocks in about 35 different corporations, we kept the Portfolio well diversified by industry. At the end of the fiscal year, on December 31, 2008, for example, the Portfolio had investments in 29 different industries. The largest weightings were in two traditionally defensive industries, the pharmaceuticals and packaged foods groups, which comprised roughly 11% and 10% of Portfolio assets, respectively. Household products and defense contractors had the next-largest weightings, each with about 6% of Portfolio assets. The Portfolio was significantly underweighted in the financials sector. Q: What changes did you make in the Portfolio during the period, and how did they affect performance? A: We reduced exposure to the financials sector in both the first and second halves of the year, because we believed financials companies would continue A Word About Risk: Investments in mid-sized companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. The Portfolio invests in a limited number of securities and, as a result, the Portfolio's performance may be more volatile than the performance of other portfolios holding more 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 Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- to be pressured by the effects of the credit crisis. We added pharmaceuticals stocks to the Portfolio, as well as shares of some very attractively priced, large-cap growth companies with global reaches. During the first six months, we added positions in Johnson & Johnson, a diversified health care products corporation, and Eli Lilly, a pharmaceuticals corporation with a full pipeline of potential new products. During the second six months of 2008, we invested in another pharmaceutical company, Bristol-Myers Squibb, as well as in entertainment conglomerate Disney, and software corporation Oracle. All of the companies mentioned here have had a global presence. In the first half of 2008, we began reducing the Portfolio's exposure to the financials sector by selling Wachovia, Wells Fargo and Regions Financial. During the second half of 2008, we continued to lower the Portfolio's investments in financials stocks, selling shares of investment bank Morgan Stanley and insurer Met Life. We also sold positions in General Electric (GE) and Brazilian oil company Petrobras. We sold GE in large part because of the difficulties that management had in explaining the problems in its financials divisions. As for Petrobras, we took profits after its share price had appreciated sharply in reaction to the discovery of new oil fields. Our investment decisions were made on a stock-by-stock basis, but the effective move away from financials stocks and toward defensive areas, such as consumer staples and pharmaceuticals, helped the Portfolio withstand the most severe effects of volatility in the market. In addition, we believe the Portfolio's investments in several large-cap growth companies with global franchises and low stock prices also have positioned it for the future. Several energy-related investments helped support the Portfolio's results early in the period, including Petrobras. During the second half of 2008, positions in Bristol-Myers Squibb, insurance company Chubb and telecommunications services corporation Verizon were among the Portfolio's better performing stocks. During 2008's second half, some of the poorer performing holdings were companies whose profits were hurt when the prices for oil and other commodities prices fell sharply. They included Enso Energy and Devon Energy, as well as Anglo-American, a mining company. Q: What is your investment outlook? A: We maintain a five-year horizon in our strategy for the Portfolio, as we believe history has shown that high-quality, lower-priced corporations have performed well over the longer term, despite any shorter-term market disruptions. We also have several reasons to think the market may start recovering in the next year. First, historical trends indicate that the equity markets typically start rising three to six months before a recession ends. The current recession likely started more than a year ago. Normally, recessions don't last for more than 18 months, and so we think there is potential for stock prices to begin recovering by mid-year. Second, the market as of December 31, 2008, remained inexpensive. Even assuming a 20% drop in earnings, the stock market currently is cheap by historical standards after stock indices declined by almost 40% in the past year. One would have to go back to the 1980s to find a time when stocks have been so inexpensive. Third, a new administration is taking office. The first year in the term of a new president usually is a very good period for the stock market, and Barack Obama has made it clear he intends to hit the ground running, pushing an 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 (continued) - -------------------------------------------------------------------------------- aggressive package to re-stimulate the economy. In addition, governments all over the world also are launching stimulus programs, which we believe could give added impetus for a global economic recovery. Fourth, cash is available for equity investments. Corporations have plenty of cash on their balance sheets and investors also have huge sums parked in short-term Treasuries and other low-yielding investments. There is money available to fuel a market recovery. Individually, these factors may not be sufficient to stimulate a market recovery. But when added together they suggest to us that it is reasonable to expect some improvement in the equity market in the months to come, especially for those investors who take a longer-term view. The long-term historical record indicates that lower-priced stocks generally perform very well during the five years following a low in the market. We believe this is a reasonable time for long-term investors to be exposed to equities, particularly those equities that are priced attractively. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 6 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 95.9% Energy - 6.1% Integrated Oil & Gas - 0.9% 9,800 Gazprom OAO (A.D.R.) $ 139,372 ----------- Oil & Gas Drilling - 2.0% 10,150 ENSCO International, Inc. $ 288,159 ----------- Oil & Gas Exploration & Production - 3.2% 7,100 Devon Energy Corp. $ 466,541 ----------- Total Energy $ 894,072 ----------- Materials - 3.0% Construction Materials - 0.8% 12,125 Cemex SA (A.D.R.)*(b) $ 110,823 ----------- Diversified Metals & Mining - 1.6% 20,310 Anglo American Plc (A.D.R.) $ 236,002 ----------- Forest Products - 0.6% 2,850 Weyerhaeuser Co. $ 87,239 ----------- Total Materials $ 434,064 ----------- Capital Goods - 14.1% Aerospace & Defense - 7.0% 10,700 Raytheon Co. $ 546,126 9,100 United Technologies Corp. 487,760 ----------- $ 1,033,886 ----------- Industrial Conglomerates - 3.1% 8,000 3M Co. $ 460,320 ----------- Industrial Machinery - 4.0% 12,650 ITT Corp. $ 581,774 ----------- Total Capital Goods $ 2,075,980 ----------- Transportation - 4.1% Air Freight & Couriers - 2.1% 4,750 FedEx Corp. $ 304,713 ----------- Railroads - 2.0% 5,350 Canadian National Railway Co. $ 196,666 3,050 Canadian Pacific Railway, Ltd. 102,541 ----------- $ 299,207 ----------- Total Transportation $ 603,920 ----------- Automobiles & Components - 1.5% Auto Parts & Equipment - 1.5% 9,950 BorgWarner, Inc. $ 216,612 ----------- Total Automobiles & Components $ 216,612 ----------- Media - 3.0% Movies & Entertainment - 3.0% 19,800 The Walt Disney Co. $ 449,262 ----------- Total Media $ 449,262 ----------- Retailing - 1.3% Home Improvement Retail - 1.3% 8,600 Home Depot, Inc. $ 197,972 ----------- Total Retailing $ 197,972 ----------- Shares Value Food, Beverage & Tobacco - 18.3% Agricultural Products - 3.0% 4,500 Archer Daniels Midland Co. $ 129,735 6,100 Bunge, Ltd. (b) 315,797 ----------- $ 445,532 ----------- Distillers & Vintners - 2.3% 5,900 Diageo Plc (A.D.R.) $ 334,766 ----------- Packaged Foods & Meats - 13.0% 8,150 General Mills, Inc. $ 495,113 18,350 Kraft Foods, Inc. 492,698 11,085 Nestle SA (A.D.R.) 432,016 19,900 Unilever N.V. 488,544 ----------- $ 1,908,371 ----------- Total Food, Beverage & Tobacco $ 2,688,669 ----------- Household & Personal Products - 3.2% Household Products - 3.2% 8,800 Kimberly-Clark Corp. $ 464,112 ----------- Total Household & Personal Products $ 464,112 ----------- Health Care Equipment & Services - 1.5% Health Care Equipment - 1.5% 6,250 Covidien, Ltd. $ 226,500 ----------- Total Health Care Equipment & Services $ 226,500 ----------- Pharmaceuticals & Biotechnology - 14.9% Pharmaceuticals - 14.9% 5,350 AstraZeneca Plc (A.D.R.)* $ 219,511 23,650 Bristol-Myers Squibb Co. 549,861 11,950 Eli Lilly & Co. 481,227 9,850 GlaxoSmithKline Plc (A.D.R.) 367,110 9,700 Johnson & Johnson 580,351 ----------- $ 2,198,060 ----------- Total Pharmaceuticals & Biotechnology $ 2,198,060 ----------- Diversified Financials - 5.4% Investment Banking & Brokerage - 0.9% 11,100 Merrill Lynch & Co., Inc. $ 129,204 ----------- Diversified Financial Services - 4.5% 13,300 Bank of America Corp. $ 187,264 10,850 Citigroup, Inc. 72,804 12,850 JPMorgan Chase & Co. 405,161 ----------- $ 665,229 ----------- Total Diversified Financials $ 794,433 ----------- Insurance - 3.8% Property & Casualty Insurance - 3.8% 11,050 Chubb Corp. $ 563,547 ----------- Total Insurance $ 563,547 ----------- The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Software & Services - 3.3% Systems Software - 3.3% 27,050 Oracle Corp.* $ 479,597 ----------- Total Software & Services $ 479,597 ----------- Technology Hardware & Equipment - 5.3% Communications Equipment - 1.7% 15,850 Nokia Corp. (A.D.R.) $ 247,260 ----------- Computer Hardware - 2.9% 11,950 Hewlett-Packard Co. $ 433,666 ----------- Technology Distributors - 0.7% 5,100 Arrow Electronics, Inc.* $ 96,084 ----------- Total Technology Hardware & Equipment $ 777,010 ----------- Telecommunication Services - 7.1% Integrated Telecommunication Services - 5.9% 15,750 AT&T Corp. $ 448,875 12,500 Verizon Communications, Inc. 423,750 ----------- $ 872,625 ----------- Wireless Telecommunication Services - 1.2% 8,600 Vodafone Group Plc (A.D.R.) $ 175,784 ----------- Total Telecommunication Services $ 1,048,409 ----------- TOTAL COMMON STOCKS (Cost $18,199,743) $14,112,219 ----------- Principal Amount ($) Value TEMPORARY CASH INVESTMENTS - 2.6% Security Lending Collateral - 2.6% (c) Certificates of Deposit: 8,770 Abbey National Plc, 3.15%, 8/13/09 $ 8,770 8,769 Bank of Nova Scotia, 3.21%, 5/5/09 8,769 14,015 Bank of Scotland NY, 2.92%, 6/5/09 14,015 15,787 Barclays Bank, 1.5%, 5/27/09 15,787 2,788 Calyon NY, 4.62%, 1/16/09 2,788 17,540 CBA, 4.87%, 7/16/09 17,540 15,787 DNB NOR Bank ASA NY, 3.04%, 6/5/09 15,787 16,068 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 16,068 1,016 NORDEA NY, 4.13%, 4/9/09 1,016 13,155 Royal Bank of Canada NY, 2.7%, 8/7/09 13,155 8,770 Royal Bank of Scotland, 3.06%, 3/5/09 8,770 1,753 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 1,753 17,540 Societe Generale, 3.29%, 9/4/09 17,540 15,787 Svenska Bank NY, 4.61%, 7/8/09 15,787 17,540 U.S. Bank NA, 2.25%, 8/24/09 17,540 -------- $175,085 -------- Commercial Paper: 1,671 BBVA U.S., 2.83%, 3/12/09 $ 1,671 17,540 Monumental Global Funding, Ltd., 2.5%, 8/17/09 17,540 8,770 CME Group, Inc., 2.9%, 8/6/09 8,770 8,769 General Electric Capital Corp., 2.86%, 3/16/09 8,769 17,225 American Honda Finance Corp., 4.95%, 7/14/09 17,225 17,540 HSBC Bank, Inc., 2.5%, 8/14/09 17,540 8,770 IBM, 2.39%, 9/25/09 8,770 15,786 MetLife Global Funding, 3.19%, 6/12/09 15,786 15,786 New York Life Global, 2.13%, 9/4/09 15,786 14,909 Westpac Banking Corp., 2.34%, 6/1/09 14,909 -------- $126,766 -------- Tri-party Repurchase Agreements: 38,589 Deutsche Bank, 0.25%, 1/2/09 $ 38,589 2,980 Barclays Capital Markets, 0.5%, 1/2/09 2,980 -------- $ 41,569 -------- 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount ($) Value Time Deposit: 17,540 BNP Paribas, 0.01%, 1/2/09 $ 17,540 ----------- Money Market Mutual Funds: 4,385 Columbia Government Reserves Fund $ 4,385 13,155 JPMorgan, U.S. Government Money Market Fund 13,155 ----------- $ 17,540 ----------- $ 378,500 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $378,500) $ 378,500 ----------- TOTAL INVESTMENT IN SECURITIES - 98.5% (Cost $18,578,243)(a) $14,490,719 ----------- OTHER ASSETS AND LIABILITIES - 1.5% $ 217,144 ----------- TOTAL NET ASSETS - 100.0% $14,707,863 =========== * Non-income producing security. (A.D.R.) American Depositary Receipt. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $18,639,954 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 365,932 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (4,515,167) ----------- Net unrealized loss $(4,149,235) =========== (b) At December 31, 2008, the following securities were out on loan: Shares Security Value 6,000 Bunge, Ltd. $ 310,620 7,000 Cemex SA (A.D.R.) * 63,980 --------- Total $ 374,600 ========= (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $7,328,301 and $5,368,766, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - -------------------------------------------------------------------------------- Level 1 -- Quoted Prices $14,112,219 Level 2 -- Other Significant Observable Inputs 378,500 Level 3 -- Significant Unobservable Inputs -- ----------- Total $14,490,719 =========== The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year 3/18/05 (a) Ended Ended Ended to Class II 12/31/08 12/31/07 12/31/06 12/31/05 Net asset value, beginning of period $ 13.56 $ 12.85 $ 10.99 $10.00 ------- ------- ------- ------ Increase (decrease) from investment operations: Net investment income $ 0.17 $ 0.14 $ 0.12 $ 0.04 Net realized and unrealized gain (loss) on investments ( 4.54) 0.68 1.76 0.95 ------- ------- ------- ------ Net increase (decrease) from investment operations $ (4.37) $ 0.82 $ 1.88 $ 0.99 Distributions to shareowners: Net income ( 0.16) ( 0.11) ( 0.02) -- Net realized gain 0.00(c) -- -- -- ------- ------- ------- ------- Net investment increase (decrease) in net asset value $ (4.53) $ 0.71 $ 1.86 $ 0.99 ------- ------- ------- ------- Net asset value, end of period $ 9.03 $ 13.56 $ 12.85 $10.99 ======= ======= ======= ====== Total return* (32.54)% 6.40% 17.14% 9.90%(b) Ratio of net expenses to average net assets+ 1.00% 1.00% 1.00% 1.00%** Ratio of net investment income to average net assets+ 1.52% 1.43% 1.70% 1.13%** Portfolio turnover rate 31% 17% 19% 34%(b) Net assets, end of period (in thousands) $14,708 $20,560 $14,290 $ 4,523 Ratios assuming no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.55% 1.32% 1.68% 5.71%** Net investment income (loss) 0.97% 1.11% 1.02% ( 3.58)%** (a) Class II shares were first publicly offered on March 18, 2005. * Assumes initial investment at net asset value at the beginning of the period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of the period. ** Annualized. (b) Not annualized. (c) Amount rounds to less than one cent per share. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges and sales charges. 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $374,600) (cost $18,578,243) $ 14,490,719 Cash 604,159 Receivables -- Investment securities sold 268,273 Dividends 39,278 Due from Pioneer Investment Management, Inc. 2,977 ------------ Total assets $ 15,405,406 ------------ LIABILITIES: Payables -- Investment securities purchased $ 266,536 Portfolio shares repurchased 904 Upon return of securities loaned 378,500 Due to affiliates 232 Accrued expenses 51,371 ------------ Total liabilities $ 697,543 ------------ NET ASSETS: Paid-in capital $ 19,572,701 Undistributed net investment income 279,665 Accumulated net realized loss on investments (1,056,979) Net unrealized loss on investments (4,087,524) ------------ Total net assets $ 14,707,863 ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class II ($14,707,863/1,629,373) $ 9.03 ------------ The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $10,497) $432,374 Interest 23,738 Income from securities loaned, net 7,671 -------- Total investment income $ 463,783 ------------ EXPENSES: Management fees $128,807 Transfer agent fees 1,354 Distribution fees 46,003 Administrative fees 5,519 Custodian fees 42,346 Professional fees 43,512 Printing expense 9,215 Fees and expenses of nonaffiliated trustees 6,212 Miscellaneous 1,950 -------- Total expenses $ 284,918 Less fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (100,961) ------------ Net expenses $ 183,957 ------------ Net investment income $ 279,826 ------------ REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $ (1,037,996) ------------ Change in net unrealized loss on investments $ (6,495,353) ------------ Net loss on investments $ (7,533,349) ------------ Net decrease in net assets resulting from operations $ (7,253,523) ============ 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 279,826 $ 252,572 Net realized gain (loss) on investments (1,037,996) 50,779 Change in net unrealized gain (loss) on investments (6,495,353) 748,091 ------------ ------------ Net increase (decrease) in net assets resulting from operations $ (7,253,523) $ 1,051,442 ------------ ------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class II ($0.16 and $0.11 per share, respectively) $ (252,588) $ (154,057) Net realized gain: Class II ($0.00 and $0.00 per share, respectively) (629) -- ------------ ------------ Total distributions to shareowners $ (253,217) $ (154,057) ------------ ------------ FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 9,048,263 $ 11,715,336 Reinvestment of distributions 253,216 154,057 Cost of shares repurchased (7,647,140) (6,496,977) ------------ ------------ Net increase in net assets resulting from Portfolio share transactions $ 1,654,339 $ 5,372,416 ------------ ------------ Net increase (decrease) in net assets $ (5,852,401) $ 6,269,801 NET ASSETS: Beginning of year 20,560,264 14,290,463 ------------ ------------ End of year $ 14,707,863 $ 20,560,264 ============ ============ Undistributed net investment income $ 279,665 $ 252,507 ============ ============ '08 Shares '08 Amount '07 Shares '07 Amount CLASS II Shares sold 759,584 $ 9,048,263 874,662 $ 11,715,336 Reinvestment of distributions 20,503 253,216 11,270 154,057 Less shares repurchased (666,877) (7,647,140) (481,554) (6,496,977) -------- ------------ -------- ------------ Net increase 113,210 $ 1,654,339 404,378 $ 5,372,416 ======== ============ ======== ============ The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Cullen Value VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is capital appreciation. Current income is a secondary objective. The Portfolio offers one class of shares designated as Class II shares. The Portfolio commenced operations on March 18, 2005. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. Investments in mid-sized companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. The following is a summary of significant accounting policies consistently followed by the Trust, in the preparation of its financial statements which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. Trading in foreign equity securities is substantially completed each day at various times prior to the close of the NYSE. The value of such securities used in computing the net asset value of the Portfolio's shares is based on the last sale price on the principal exchange where they traded. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with income tax rules. Therefore, the source of the Portfolio's distributions may be shown in the accompanying financial statements as either from, or in excess of, net investment income or net realized gain on investment transactions, or from paid-in capital, depending on the type of book/tax differences that may exist. At December 31, 2008, the Portfolio had a net capital loss carryforward of $995,268, which will expire in 2016 if not utilized. 14 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- At December 31, 2008, the Portfolio has reclassified $80 to decrease undistributed net investment income and $80 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 252,668 $154,057 Long-term capital gain 549 -- ----------- -------- Total distributions $ 253,217 $154,057 =========== ======== Distributable Earnings (Accumulated Losses): Undistributed ordinary income $ 279,665 Capital loss carryforward (995,268) Unrealized depreciation (4,149,235) ----------- Total $(4,864,838) =========== - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales. C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees are calculated based on the average daily net asset value attributable to Class II shares of the Portfolio. Dividends and distributions to shareowners are recorded on the ex-dividend date. D. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. E. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the portfolio. Management fees are calculated daily at the annual rate of 0.70% of the Portfolio's average daily net assets. 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- PIM, and not the Portfolio, pays a portion of the fee it receives from the Portfolio to Cullen LLC as compensation for Cullen's subadvisory services to the Portfolio. Through May 1, 2010, PIM has agreed not to impose all or a portion of its management fee and, if necessary, to limit other ordinary operating expenses to the extent required to reduce Class II expenses to 1.00% of the average daily net assets attributable to Class II shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $4 in management fees, administrative fees and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $129 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $99 in distribution fees payable to PFD at December 31, 2008. 5. New Pronouncement 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. 16 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Cullen Value VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Cullen Value VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 2008, and the related statement of operations for the year then ended, and 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 Trust'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 Trust'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 Trust'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, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Cullen Value VCT Portfolio at December 31, 2008, the results of its operations for the year then ended, and 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 Boston, Massachusetts February 6, 2009 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained Cullen Capital Management, LLC to serve as the sub- adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the first quintile of its Morningstar category for the one and three year periods ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees concluded that the investment performance of the Portfolio was satisfactory. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the third 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the second quintile relative to its Strategic Insight peer group. The Trustees noted that PIM agreed that the contractual expense limitation agreement would be in effect until at least December 31, 2009. The Trustees also reviewed the advisory fees charged by the sub-adviser to its other clients with similar investment strategies as the Portfolio. The Trustees noted that the fee rates for those clients generally were higher than the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. 18 PIONEER VARIABLE CONTRACTS TRUST Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into account the investment performance of the Portfolio and the contractual expense limitation agreed to by PIM with respect to the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio 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 and sub-advisory fee schedules and the reduced fee rates above certain asset levels, any perceived or potential economies of scale would be shared with the Portfolio. Other Benefits The Trustees considered the other benefits to the sub-adviser from its relationship with the Portfolio, including the benefits to the sub-adviser and its affiliates from the use of "soft" commission dollars generated by the Portfolio to pay for research and brokerage services. The Trustees further noted that the sub-adviser reported that it did not know of any intangible benefits received by it by virtue of its relationship with the Portfolio. The Trustees concluded that the benefits received by the sub-adviser from its relationship with the Portfolio were reasonable in the context of the overall relationship between the sub-adviser and the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 19 Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- 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 Portfolio's affairs. The officers of the Trust are responsible for the Trust'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 Trust within the meaning of the 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Deputy Chairman and a Director None Board, Trustee until a successor trustee of Pioneer Global Asset and President is elected or earlier Management S.p.A. ("PGAM"); retirement or removal. Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Serves Director, CEO and President of None (50)* Executive Vice until a successor trustee Pioneer Investment Management President is elected or earlier USA Inc. (since February 2007); retirement or removal. 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 Portfolio's investment adviser and certain of its affiliates. 20 - -------------------------------------------------------------------------------- Pioneer Cullen Value VCT Portfolio TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE David R. Bock (65) Trustee Trustee since 2005. Serves Executive Vice President and Director of until a successor trustee Chief Financial Officer, I-trax, Enterprise Community is elected or earlier Inc. (publicly traded health Investment, Inc. retirement or removal. care services company) (2004 - (privately-held 2007); Partner, Federal City affordable housing Capital Advisors (boutique finance company); merchant bank) (1997 to 2004 and and Director of New 2008 - present); and Executive York Mortgage Trust Vice President and Chief (publicly traded Financial Officer, Pedestal Inc. mortgage REIT) (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. Serves President, Bush International, Director of Marriott until a successor trustee LLC (international financial International, Inc., is elected or earlier advisory firm) Director of Discover retirement or removal. 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman Trustee Trustee since 2008. Serves Professor, Harvard University Trustee, Mellon (64) until a successor trustee Institutional Funds is elected or earlier Investment Trust and retirement or removal. Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Serves Founding Director, Vice None (61) until a successor trustee President and Corporate is elected or earlier Secretary, The Winthrop Group, retirement or removal. Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Serves Chief Executive Officer, None until a successor trustee Quadriserv, Inc. (technology is elected or earlier products for securities lending retirement or removal. industry) (2008 - present); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. Serves President and Chief Executive Director of New until a successor trustee Officer, Newbury, Piret & America High Income is elected or earlier Company, Inc. (investment Fund, Inc. retirement or removal. banking firm) (closed-end investment company) - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Serves Senior Counsel, Sullivan & Director, The Swiss until a successor trustee Cromwell LLP (law firm) Helvetia Fund, Inc. is elected or earlier (closed-end retirement or removal. investment company) - ------------------------------------------------------------------------------------------------------------------------------------ 21 Pioneer Cullen Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS OFFICER Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the Secretary of PIM-USA; Senior None discretion of the Board Vice President - Legal of Pioneer; 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 (44) Assistant Since 2003. Serves at the Associate General Counsel of None Secretary discretion of the Board Pioneer since January 2008 and 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 (49) Treasurer Since 2008. Serves at the Vice President - Fund None discretion of the Board Accounting, Administration and Controllership 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 Since 2000. Serves at the Assistant Vice President - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves at the Fund Accounting Manager - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves at the Fund Administration Manager - None (35) Treasurer discretion of the Board Fund Accounting, Administration and Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves at the Chief Compliance Officer of None Compliance discretion of the Board Pioneer since December 2006 and Officer of 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) - ------------------------------------------------------------------------------------------------------------------------------------ 22 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 23 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 24 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 25 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 26 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 27 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 28 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 29 [LOGO] PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18678-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Emerging Markets VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 10 Notes to Financial Statements 15 Report of Independent Registered Public Accounting Firm 19 Trustees, Officers and Service Providers 21 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Emerging Markets VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) International Common Stocks 43.2% Depositary Receipts for International Stocks 32.2% Temporary Cash Investments 18.8% U.S. Common Stocks 4.2% International Preferred Stocks 1.6% Geographical Distribution (As a percentage of equity holdings) China 18.6% Brazil 15.6% South Africa 11.8% Russia 8.8% Taiwan 7.2% South Korea 6.3% India 5.7% Israel 4.1% Hong Kong 3.5% Indonesia 2.8% Mexico 2.7% Peru 2.4% Canada 2.3% United States 1.7% Egypt 1.6% Philippines 1.5% Malaysia 1.2% Other (Individually less than 1%) 2.2% Five Largest Holdings (As a percentage of equity holdings) 1. China Mobile (Hong Kong), Ltd. (A.D.R.) 4.34% 2. Petrobras Brasileiro (A.D.R.) 3.88 3. America Movil SA (A.D.R.) (Series L) 2.72 4. Gazprom (A.D.R.) 2.69 5. Companhia Vale do Rio Doce (A.D.R.) 2.55 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 15.84 $ 43.86 Class II $ 15.62 $ 43.32 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.1255 $ 0.2168 $ 4.9629 Class II $ 0.0292 $ 0.2168 $ 4.9629 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Emerging Markets VCT Portfolio at net asset value, compared to that of the Morgan Stanley Capital International (MSCI) Emerging Markets Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. Pioneer Pioneer Emerging Markets Emerging Markets VCT Pioneer, VCT Pioneer, MSCI Emerging Class I Class II Markets Index 12/98 $10,000 $10,000 $10,000 12/99 $17,830 $17,874 $16,641 12/00 $11,703 $11,761 $11,547 12/01 $10,841 $10,915 $11,273 12/02 $10,686 $10,784 $10,597 12/03 $16,860 $17,057 $16,560 12/04 $20,019 $20,298 $20,858 12/05 $27,547 $28,002 $28,063 12/06 $37,328 $38,016 $37,208 12/07 $53,174 $54,309 $52,008 12/08 $22,172 $22,698 $24,350 The Morgan Stanley Capital International (MSCI) Emerging Markets Index measures the performance of emerging market stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) Class I Class II 10 Years 8.54% 8.29% 5 Years 5.88% 5.63% 1 Year -58.20% -58.30% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Emerging Markets VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ------------------------------------------ -------------- -------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 475.16 $ 474.67 Expenses Paid During Period* $ 5.64 $ 6.52 * Expenses are equal to the Portfolio's annualized expense ratio of 1.52% and 1.76% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Emerging Markets VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ------------------------------------------ -------------- -------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,017.50 $ 1,016.29 Expenses Paid During Period* $ 7.71 $ 8.92 * Expenses are equal to the Portfolio's annualized expense ratio of 1.52% and 1.76% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- In the following interview, Christopher Smart, manager of Pioneer Emerging Market VCT Portfolio, discusses the factors that influenced the Portfolio's performance during the 12 months ended December 31, 2008. Q: Please discuss the performance of emerging markets stocks during the past 12 months. A: In a stark reversal of a trend that has been in place for most of this decade, emerging markets stocks generated a negative return and underperformed the developed markets during the past year. The cause of the downturn was the worldwide credit freeze, the subsequent drop-off in global economic growth, and the plunge in commodity prices. For the emerging markets, which are very sensitive to both commodity prices and global economic trends, the chain of events proved particularly destructive. The impact of the issues was heightened in the latter half of the period, when hedge funds and other leveraged investors were forced to liquidate positions without regard for fundamentals or valuations. In this environment, the Class I shares of the Portfolio produced a total return of -58.20% at net asset value over the 12-month period ended December 31, 2008, and Class II shares returned -58.30% at net asset value. The returns lagged the-53.18% return over the same period of the benchmark MSCI Emerging Markets Index. Over the same 12-month period, the 44 Emerging Markets variable portfolios tracked by Lipper, Inc. posted an average return of -54.07%. Q: What were the key factors affecting the Portfolio's performance over the 12-month period ended December 31, 2008? A: Looking first at absolute performance, the massive decline in emerging markets stocks in 2008 meant that virtually every holding in the Portfolio produced a negative return. At a time when performance in the broader asset class was so poor, there were very few places for investors to hide. In terms of performance relative to the benchmark, the largest negative was our position in Russia. The combination of falling oil prices, a troubled banking sector and a weak currency caused a large decline in Russian equities and a sharp loss in value for all of the Portfolio's holdings in the country. Indonesia also was a source of weakness for the Portfolio. The leading causes of underperformance for the Portfolio's Indonesian holdings were positions in the coal stocks Bumi Resources and Indo Tambangraya Megah, both of which declined sharply when China's demand for coal slackened in the latter half of the period. The underperformance of those two Indonesian coal stocks is indicative of the exceptionally poor returns for the materials section in general. While our concerns about global growth prompted us to reduce the Portfolio's weighting in materials stocks earlier in the year, the sharp declines for so many stocks in the group meant that even the Portfolio's reduced position was a negative for performance. China, where we elected to emphasize stocks related to the strong consumer sector over those more sensitive to global economic trends, was an area of positive relative performance. We also added value through investments in gold stocks and our decision to underweight the Portfolio in South Korean investments. Q: What is your broad view regarding the emerging markets? A: In the short term, we anticipate slowing global growth, continued difficulties in the banking sector, and further stock market volatility. However, we believe the ongoing weakness in the near-term outlook is obscuring the important long-term story that continues to unfold in the emerging markets. A look past A Word About Risk: Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- the headlines will show that demographic trends remain favorable, consumer spending is rising, and emerging nations continue to benefit from their increasing integration with the world economy. We believe that the massive debt problems of the past no longer exist, reflecting the more sensible fiscal policies of emerging nations. Additionally, most emerging market banking systems appear to be sound -- a distinct contrast to the developed world. Taken together, we believe that these factors are helping emerging markets to generate positive economic growth even as the economies of the developed world are contracting. Despite the favorable long-term backdrop, valuations have declined to remarkably low levels. As of the close of the period, the price-to-earnings (P/E) ratio of the MSCI Emerging Markets Index stood at 8.4 times trailing earnings, compared with the 10-year average of 16 times. Similarly, the price-to-book ratio of the index was 1.4 times trailing earnings, which was well below the 10-year average of 1.9 times. While valuations alone do not form the basis for an investment case, we believe this helps illustrate the potential opportunities that have been created by this bear market. Q: How is the Portfolio positioned at December 31, 2008? A: In an environment of elevated risk, we are focusing our investments on companies with sound balance sheets, strong franchises, and predictable earnings. We believe our approach will stand the Portfolio in good stead while economic growth remains under pressure. Once we begin to see signs of a recovery in the global economy, we will look for opportunities to add more risk to the Portfolio. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value PREFERRED STOCKS - 1.8% Media - 0.9% Cable & Satellite - 0.9% 102,880 Net Servicos de Comunicacao SA* $ 590,743 ----------- Total Media $ 590,743 ----------- Banks - 0.9% Diversified Banks - 0.9% 49,975 Banco Itau Holding Financeira SA $ 563,555 ----------- Total Banks $ 563,555 ----------- TOTAL PREFERRED STOCKS (Cost $1,713,352) $ 1,154,298 ----------- COMMON STOCKS - 92.0% Energy - 14.3% Coal & Consumable Fuels - 1.4% 554,000 Indo Tambangraya Megah Pt $ 544,314 445,000 Yanzhou Coal Mining Co., Ltd.*(b) 331,124 ----------- $ 875,438 ----------- Integrated Oil & Gas - 9.4% 836,400 China Petroleum & Chemical Corp. $ 515,274 110,500 Gazprom (A.D.R.) 1,580,641 18,300 Lukoil Holding (A.D.R.)* 605,730 111,600 Petrobras Brasileiro SA (A.D.R.) (b) 2,277,756 30,400 Sasol, Ltd. (A.D.R.) 922,032 ----------- $ 5,901,433 ----------- Oil & Gas Equipment & Services - 1.1% 25,700 Tenaris SA (A.D.R.) $ 539,186 38,900 Torchmark Corp. (G.D.R.) 151,659 ----------- $ 690,845 ----------- Oil & Gas Exploration & Production - 1.1% 681,600 CNOOC, Ltd. $ 647,726 ----------- Oil & Gas Refining & Marketing - 1.3% 16,100 Reliance Industries, Ltd. (G.D.R.) (144A) $ 826,143 ----------- Total Energy $ 8,941,585 ----------- Materials - 17.2% Construction Materials - 2.1% 204,312 Pretoria Portland Cement Co. $ 695,884 1,466,600 PT Indocement Tunggal Prakarsa Tbk 632,803 ----------- $ 1,328,687 ----------- Diversified Metals & Mining - 3.6% 140,880 Companhia Vale do Rio Doce (A.D.R.) (b) $ 1,500,372 20,700 Freeport-McMoRan Copper & Gold, Inc. (Class B) (b) 505,908 65,200 New World Resources BV 256,991 ----------- $ 2,263,271 ----------- Fertilizers & Agricultural Chemicals - 1.6% 91,700 Israel Chemicals, Ltd. $ 640,439 181,600 Uralkali* 335,960 ----------- $ 976,399 ----------- Shares Value Gold - 5.6% 28,600 Anglogold Ashanti, Ltd. (A.D.R.)* $ 792,506 66,700 Harmony Gold Mining Co., Ltd.* 699,212 216,800 IAMGOLD Corp. 1,324,648 1,140,875 Zijin Mining Group Co., Ltd. 699,539 ----------- $ 3,515,905 ----------- Precious Metals & Minerals - 3.3% 70,600 Compania de Minas Buenaventura SAA (b) $ 1,406,352 46,000 Impala Platinum Holdings, Ltd. 658,044 ----------- $ 2,064,396 ----------- Steel - 1.0% 36,100 Kumba Iron Ore, Ltd. $ 623,947 ----------- Total Materials $10,772,605 ----------- Capital Goods - 10.5% Aerospace & Defense - 0.9% 12,100 Elbit Systems, Ltd. $ 554,288 ----------- Construction & Engineering - 6.9% 188,082 Aveng, Ltd. $ 615,836 475,300 China Communications Construction Co., Ltd. (b) 594,061 883,500 China Railway Group, Ltd.*(b) 620,056 410,900 China Railways Construction Corp.* 616,660 16,400 Hyundai Engineering & Construction Co., Ltd.* 762,256 38,600 Larsen & Toubro, Ltd. 619,087 20,400 Orascom Construction Industries Co. 517,966 ----------- $ 4,345,922 ----------- Heavy Electrical Equipment - 1.2% 26,000 Bharat Heavy Electricals, Ltd. $ 738,000 ----------- Industrial Conglomerates - 1.5% 166,100 Keppel Corp. $ 505,092 81,500 Murray & Roberts Holdings, Ltd. 417,439 ----------- $ 922,531 ----------- Total Capital Goods $ 6,560,741 ----------- Transportation - 0.8% Marine - 0.8% 512,600 China Shipping Development Co., Ltd.*(b) $ 515,943 ----------- Total Transportation $ 515,943 ----------- Automobiles & Components - 0.8% Automobile Manufacturers - 0.8% 485,300 PT Astra International Tbk $ 489,576 ----------- Total Automobiles & Components $ 489,576 ----------- Consumer Durables & Apparel - 3.3% Apparel, Accessories & Luxury Goods - 1.0% 1,335,400 Anta Sports Products, Ltd.* $ 612,165 ----------- Homebuilding - 1.1% 174,140 Cyrela Brazil Realty SA* $ 692,196 ----------- 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- Shares Value Housewares & Specialties - 1.2% 35,490 Woongjin Coway Co., Ltd.* $ 760,413 ----------- Total Consumer Durables & Apparel $ 2,064,774 ----------- Media - 1.7% Advertising - 1.0% 67,500 Focus Media Holding, Ltd.*(b) $ 613,575 ----------- Movies & Entertainment - 0.7% 99,900 CTC Media, Inc.* $ 479,520 ----------- Total Media $ 1,093,095 ----------- Retailing - 3.4% Department Stores - 3.4% 92,400 Lojas Renner SA* $ 625,581 1,371,600 New World Department Store China, Ltd.* 754,903 632,900 Parkson Retail Group, Ltd. (b) 723,790 ----------- $ 2,104,274 ----------- Total Retailing $ 2,104,274 ----------- Food & Drug Retailing - 1.9% Food Retail - 0.9% 69,900 X-5 Retail Group NV (G.D.R.)*(b) $ 603,506 ----------- Hypermarkets & Supercenters - 1.0% 22,200 Brasil Distr Pao Acu (A.D.R.)* $ 611,832 ----------- Total Food & Drug Retailing $ 1,215,338 ----------- Food, Beverage & Tobacco - 0.8% Packaged Foods & Meats - 0.8% 18,800 Wimm-Bill-Dann*(b) $ 494,628 ----------- Total Food, Beverage & Tobacco $ 494,628 ----------- Household & Personal Products - 3.3% Household Products - 1.2% 4,800 LG Household & Health Care, Ltd.* $ 727,236 ----------- Personal Products - 2.1% 1,398 Amorepacific Corp.* $ 728,885 71,700 Natura Cosmeticos SA* 588,284 ----------- $ 1,317,169 ----------- Total Household & Personal Products $ 2,044,405 ----------- Pharmaceuticals & Biotechnology - 2.0% Pharmaceuticals - 2.0% 29,000 Teva Pharmaceutical Industries, Ltd. (b) $ 1,234,530 ----------- Total Pharmaceuticals & Biotechnology $ 1,234,530 ----------- Shares Value Banks - 9.1% Diversified Banks - 8.2% 56,596 Banco Bradesco SA (b) $ 558,603 96,400 Banco do Brasil SA 611,429 408,300 Bumiputra-Commerce Holdings Berhad 696,860 1,487,800 China Construction Bank Corp. (b) 823,341 1,450,945 Chinatrust Financial Holding Co., Ltd. 626,416 1,592,500 Industrial & Commerical Bank of China Ltd. (b) 846,374 554,000 Sberbank RF* 417,080 8,762 Uniao de Bancos Brasileiros SA (Unibanco) (G.D.R.) 566,200 ----------- $ 5,146,303 ----------- Thrifts & Mortgage Finance - 0.9% 18,000 Housing Development Finance Corp. Ltd.* $ 562,881 ----------- Total Banks $ 5,709,184 ----------- Diversified Financials - 1.6% Diversified Financial Services - 1.0% 226,000 African Bank Investments, Ltd. $ 621,107 ----------- Investment Banking & Brokerage - 0.6% 124,400 EFG-Hermes Holding SAE* $ 392,942 ----------- Total Diversified Financials $ 1,014,049 ----------- Insurance - 3.6% Life & Health Insurance - 2.5% 54,725 Cathay Financial Holding Co., Ltd. (144A) ( G.D.R.) (b) $ 609,472 20,100 China Life Insurance Co. (A.D.R.)*(b) 932,640 ----------- $ 1,542,112 ----------- Property & Casualty Insurance - 1.1% 4,700 Samsung Fire & Marine Insurance Co., Ltd.* $ 713,299 ----------- Total Insurance $ 2,255,411 ----------- Technology Hardware & Equipment - 2.7% Communications Equipment - 1.0% 225,500 ZTE Corp.* $ 595,400 ----------- Computer Hardware - 0.8% 929,000 Compal Electronics, Inc.* $ 494,703 ----------- Electronic Manufacturing Services - 0.9% 298,519 Hon Hai Precision Industry Co., Ltd. $ 589,290 ----------- Total Technology Hardware & Equipment $ 1,679,393 ----------- Semiconductors - 2.1% Semiconductors - 2.1% 163,241 Taiwan Semiconductor Manufacturing Co. (A.D.R.) (b) $ 1,289,604 ----------- Total Semiconductors $ 1,289,604 ----------- Telecommunication Services - 12.9% Integrated Telecommunication Services - 0.7% 65,600 Vimpel-Communications (A.D.R.) $ 469,696 ----------- The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Wireless Telecommunication Services - 12.2% 51,600 America Movil SA (A.D.R.) (Series L) $ 1,599,084 38,500 Bharti Televentures, Ltd.* 569,591 50,100 China Mobile (Hong Kong), Ltd. (A.D.R.) (b) 2,547,585 20,200 Mobile Telesystems, Inc. (A.D.R.)(b) 538,936 78,900 MTN Group, Ltd. 913,282 18,800 Philippine Long Distance Telephone Co. 865,096 404,000 Taiwan Mobile Co. Ltd* 601,246 ----------- $ 7,634,820 ----------- Total Telecommunication Services $ 8,104,516 ----------- TOTAL COMMON STOCKS (Cost $85,115,296) $57,583,651 ----------- Principal Amount ($) TEMPORARY CASH INVESTMENTS - 21.8% Securities Lending Collateral - 21.8% (d) Certificates of Deposit: 315,510 Abbey National Plc, 3.15%, 8/13/09 $ 315,510 315,467 Bank of Nova Scotia, 3.21%, 5/5/09 315,467 504,209 Bank of Scotland NY, 2.92%, 6/5/09 504,209 567,918 Barclays Bank, 1.5%, 5/27/09 567,918 100,312 Calyon NY, 4.62%, 1/16/09 100,312 631,020 CBA, 4.87%, 7/16/09 631,020 567,918 DNB NOR Bank ASA NY, 3.04%, 6/5/09 567,918 578,014 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 578,014 36,549 NORDEA NY, 4.13%, 4/9/09 36,549 473,265 Royal Bank of Canada NY, 2.7%, 8/7/09 473,265 315,510 Royal Bank of Scotland, 3.06%, 3/5/09 315,510 63,073 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 63,073 631,020 Societe Generale, 3.29%, 9/4/09 631,020 567,918 Svenska Bank NY, 4.61%, 7/8/09 567,918 631,020 U.S. Bank NA, 2.25%, 8/24/09 631,020 ----------- $ 6,298,724 ----------- Commercial Paper: 60,129 BBVA U.S., 2.83%, 3/12/09 $ 60,129 631,020 Monumental Global Funding, Ltd., 2.5%, 8/17/09 631,020 315,510 CME Group, Inc., 2.9%, 8/6/09 315,510 315,477 General Electric Capital Corp., 2.86%, 3/16/09 315,477 619,662 American Honda Finance Corp., 4.95%, 7/14/09 619,662 Principal Amount ($) Value Commercial Paper (continued): 631,020 HSBC Bank, Inc., 2.5%, 8/14/09 $ 631,020 315,510 IBM, 2.39%, 9/25/09 315,510 567,918 Met Life Global Funding, 3.19%, 6/12/09 567,918 567,918 New York Life Global, 2.13%, 9/4/09 567,918 536,367 Westpac Banking Corp., 2.34%, 6/1/09 536,367 ----------- $ 4,560,531 ----------- Tri-party Repurchase Agreements: 1,388,244 Deutsche Bank, 0.25%, 1/2/09 $ 1,388,244 107,198 Barclays Capital Markets, 0.5%, 1/2/09 107,198 ----------- $ 1,495,442 ----------- Time Deposit: 631,020 BNP Paribas, 0.01%, 1/2/09 $ 631,020 ----------- Money Market Mutual Funds: 157,755 Columbia Government Reserves Fund $ 157,755 473,265 JP Morgan, U.S. Government Money Market Fund 473,265 ----------- $ 631,020 ----------- Total Securities Lending Collateral $13,616,737 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $13,616,737) $13,616,737 ----------- TOTAL INVESTMENT IN SECURITIES - 115.6% (Cost $100,445,385)(a)(c) $72,354,686 ----------- OTHER ASSETS AND LIABILITIES - (15.6)% $(9,787,829) ----------- TOTAL NET ASSETS - 100.0% $62,566,857 =========== * Non-income producing security. (A.D.R.) American Depositary Receipt. (G.D.R.) Global Depositary Receipt. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $1,435,615 or 2.3% of total net assets. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $105,474,571 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 1,657,194 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (31,462,691) ------------ Net unrealized loss $(33,119,885) ============ 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 50,850 Banco Bradesco SA $ 501,890 2,101 Cathay Financial Holding Co., Ltd. (144A) (G.D.R.) 23,399 160,000 China Communications Construction Co., Ltd. 199,984 666,000 China Construction Bank Corp. 368,564 11,100 China Life Insurance Co. (A.D.R.)* 515,040 41,200 China Mobile (Hong Kong), Ltd. ( A.D.R.) 2,095,020 392,400 China Railway Group, Ltd. * 275,386 200,000 China Shipping Development Co., Ltd. * 201,300 126,500 Companhia Vale do Rio Doce (A.D.R.) 1,347,225 43,000 Compania de Minas Buenaventura SAA 856,560 66,300 Focus Media Holding, Ltd. * 602,667 15,000 Freeport-McMoRan Copper & Gold, Inc. (Class B) 366,600 918,000 Industrial & Commerical Bank of China, Ltd. 487,917 15,000 Mobile Telesystems (A.D.R.)* 400,200 300,000 Parkson Retail Group, Ltd. 343,080 100,000 Petrobras Brasileiro SA (A.D.R.) 2,041,000 100,000 Taiwan Semiconductor Manufacturing Co. (A.D.R.) 790,000 26,100 Teva Pharmaceutical Industries, Ltd. 1,111,077 11,500 Wimm-Bill-Dann * 302,565 35,000 X-5 Retail Group NV (G.D.R.)* 302,187 185,000 Yanzhou Coal Mining Co., Ltd. * 137,659 ----------- Total $13,269,320 =========== (c) Distributions of investment by country of issue, as a percentage of total investment in securities (excluding temporary cash investments), is as follows: China 18.6% Brazil 15.6 South Africa 11.8 Russia 8.8 Taiwan 7.2 South Korea 6.3 India 5.7 Israel 4.1 Hong Kong 3.5 Indonesia 2.8 Mexico 2.7 Peru 2.4 Canada 2.3 United States 1.7 Egypt 1.6 Philippines 1.5 Malaysia 1.2 Other (Individually less than 1%) 2.2 ----- 100.0% ===== (d) Security lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $75,776,395 and $65,449,493, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Other Financial Valuation Inputs in Securities Instruments - ----------------------------------------------- --------------- ---------------- Level 1 - Quoted Prices $25,482,691 - Level 2 - Other Significant Observable Inputs 46,871,995 (9,132) Level 3 - Significant Unobservable Inputs - - ----------- ------ Total $72,354,686 (9,132) =========== ====== The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 43.86 $ 34.26 $ 28.09 $ 20.48 $ 17.37 -------- ------- -------- ------- ------- Increase from investment operations: Net investment income $ 0.39 $ 0.11 $ 0.27 $ 0.22 $ 0.22 Net realized and unrealized gain (loss) on investments and foreign currency transactions (23.10) 13.83 8.83 7.51 3.04 -------- ------- -------- ------- ------- Net increase (decrease) from investment operations $ (22.71) $ 13.94 $ 9.10 $ 7.73 $ 3.26 Distributions to shareowners: Net investment income ( 0.13) ( 0.20) ( 0.16) ( 0.12) ( 0.15) Net realized gain ( 5.18) ( 4.14) ( 2.77) -- -- -------- ------- -------- ------- ------- Total Distributions $ (5.31) $ (4.34) $ (2.93) $ (0.12) $ (0.15) -------- -------- -------- -------- -------- Redemption Fee $ -- $ -- $ 0.00(a) $ -- $ -- -------- -------- --------- -------- -------- Net increase (decrease) in net asset value $ (28.02) $ 9.60 $ 6.17 $ 7.61 $ 3.11 -------- -------- --------- -------- -------- Net asset value, end of period $ 15.84 $ 43.86 $ 34.26 $ 28.09 $ 20.48 ======== ======== ========= ======== ======== Total return* (58.20)% 42.86% 35.77% 37.95% 18.93% Ratio of net expenses to average net assets+ 1.52% 1.40% 1.51% 1.75% 1.75% Ratio of net investment income to average net assets+ 1.44% 0.41% 0.84% 0.94% 1.12% Portfolio turnover rate 65% 54% 49% 74% 66% Net assets, end of period (in thousands) $ 24,424 $ 47,612 $ 12,919 $ 11,205 $ 8,633 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.52% 1.40% 1.51% 1.77% 1.87% Net investment income 1.44% 0.41% 0.84% 0.92% 1.00% (a) Amount rounds to less than one cent per share. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 43.32 $ 33.92 $ 27.84 $ 20.33 $ 17.26 -------- ------- -------- ------- ------- Increase from investment operations: Net investment income $ 0.31 $ 0.10 $ 0.17 $ 0.15 $ 0.16 Net realized and unrealized gain (loss) on investments and foreign currency transactions (22.80) 13.58 8.79 7.46 3.04 -------- ------- -------- ------- ------- Net increase (decrease) from investment operations $ (22.49) $ 13.68 $ 8.96 $ 7.61 $ 3.20 Distributions to shareowners: Net investment income ( 0.03) ( 0.14) ( 0.11) ( 0.10) ( 0.13) Net realized gain ( 5.18) ( 4.14) ( 2.77) -- -- -------- ------- -------- ------- ------- Total Distributions $ (5.21) $ (4.28) $ (2.88) $ (0.10) $ (0.13) -------- -------- -------- -------- -------- Redemption Fee $ -- $ -- $ 0.00(a) $ -- $ -- -------- -------- --------- -------- -------- Net increase (decrease) in net asset value $ (27.70) $ 9.40 $ 6.08 $ 7.51 $ 3.07 -------- -------- --------- -------- -------- Net asset value, end of period $ 15.62 $ 43.32 $ 33.92 $ 27.84 $ 20.33 ======== ======== ========= ======== ======== Total return* (58.30)% 42.45% 35.51% 37.60% 18.73% Ratio of net expenses to average net assets+ 1.76% 1.64% 1.75% 1.97% 1.99% Ratio of net investment income to average net assets+ 1.24% 0.31% 0.57% 0.70% 0.88% Portfolio turnover rate 65% 54% 49% 74% 66% Net assets, end of period (in thousands) $ 38,143 $ 85,981 $ 58,130 $ 44,026 $ 30,347 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.76% 1.64% 1.75% 1.99% 2.11% Net investment income 1.24% 0.31% 0.57% 0.68% 0.76% (a) Amount rounds to less than one cent per share. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (including securities loaned of $13,269,320) (cost $ 72,354,686 $100,445,385) Cash 3,748,723 Foreign currencies, at value (cost $477,079) 484,550 Receivables -- Portfolio shares sold 91,444 Dividends 130,028 Other 2,283 ------------- Total assets $ 76,811,714 ------------- LIABILITIES: Payables -- Investment securities purchased $ 263,227 Portfolio shares repurchased 254,824 Forward foreign currency settlement contracts, net 9,132 Upon return of securities loaned 13,616,737 Due to affiliates 2,574 Accrued expenses 98,363 ------------- Total liabilities $ 14,244,857 ------------- NET ASSETS: Paid-in capital $ 99,663,042 Undistributed net investment income 935,640 Accumulated net realized loss on investments and foreign currency transactions (9,940,111) Net unrealized loss on investments (28,090,699) Net unrealized loss on forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (1,015) ------------- Total net assets $ 62,566,857 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $24,423,800/1,541,920 shares) $ 15.84 ============= Class II (based on $38,143,057/2,442,162 shares) $ 15.62 ============= 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $217,042) $ 2,905,863 Interest (net of foreign taxes withheld of $2,209) 65,610 Income from securities loaned, net 48,711 ------------- Total investment income $ 3,020,184 ------------- EXPENSES: Management fees $ 1,163,041 Transfer agent fees Class I 1,508 Class II 1,508 Distribution fees Class II 153,222 Administrative fees 30,329 Custodian fees 208,252 Professional fees 74,608 Printing expense 24,066 Fees and expenses of nonaffiliated trustees 6,432 Miscellaneous 22,908 ------------- Total expenses $ 1,685,874 ------------- Net investment income $ 1,334,310 ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized loss on: Investments $ (9,796,393) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (397,879) $ (10,194,272) ------------- ------------- Change in net unrealized gain (loss) on: Investments $ (71,646,352) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies 5 $ (71,646,347) ------------- ------------- Net loss on investments and foreign currency transactions $ (81,840,619) ------------- Net decrease in net assets resulting from operations $ (80,506,309) ============= The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 1,334,310 $ 320,814 Net realized gain (loss) on investments and foreign currency transactions (10,194,272) 15,270,762 Change in net unrealized gain (loss) on investments and foreign currency transactions (71,646,347) 16,782,791 ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (80,506,309) $ 32,374,367 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.13 and $0.20 per share, respectively) $ (139,087) $ (81,603) Class II ($0.03 and $0.14 per share, respectively) (54,930) (248,195) Net realized gain: Class I ($5.18 and $4.14 per share, respectively) (5,740,455) (1,655,519) Class II ($5.18 and $4.14 per share, respectively) (9,743,938) (7,391,771) ------------- ------------- Total distributions to shareowners $ (15,678,410) $ (9,377,088) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 51,837,446 $ 77,968,177 Reinvestment of distributions 15,678,409 9,377,088 Cost of shares repurchased (42,356,875) (47,798,762) ------------- ------------- Net increase in net assets resulting from Portfolio share transactions $ 25,158,980 $ 39,546,503 ------------- ------------- Net increase (decrease) in net assets $ (71,025,739) $ 62,543,782 NET ASSETS: Beginning of year 133,592,596 71,048,814 ------------- ------------- End of year $ 62,566,857 $ 133,592,596 ============= ============= Undistributed net investment income $ 935,640 $ 193,887 ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 863,350 $ 27,901,545 891,064 $ 36,440,509 Reinvestment of distributions 174,312 5,879,542 46,311 1,737,122 Less shares repurchased (581,174) (17,239,682) (228,974) (8,753,056) -------- ------------- -------- ------------- Net increase 456,488 $ 16,541,405 708,401 $ 29,424,575 ======== ============= ======== ============= CLASS II Shares sold 1,001,423 $ 23,935,901 1,071,155 $ 41,527,668 Reinvestment of distributions 294,261 9,798,867 205,929 7,639,966 Less shares repurchased (838,081) (25,117,193) (1,006,262) (39,045,706) ========= ============= ========== ============= Net increase 457,603 $ 8,617,575 270,822 $ 10,121,928 ========= ============= ========== ============= 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Emerging Markets Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek long-term capital growth. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio's investments in emerging markets or countries with limited or developing markets may subject the Portfolio to a greater degree of risk than in a developed market. Risks associated with these developing markets include political, social or economic factors and may affect the price of the Portfolio's investments and income generated by these investments, as well as the Portfolio's ability to repatriate such amounts. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Portfolio 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 using 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 using the mean between the last bid and asked prices. Securities for which market prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees (management appraised). At December 31, 2008, there were no securities that were management appraised. The Portfolio invests primarily in securities of non-U.S. issuers. The principal exchanges and markets for such securities have closing times prior to the close of the NYSE. However, the value of these securities may be influenced by changes in global markets occurring after the closing times of the local exchanges and markets up to the time the Portfolio determines its net asset value. Consequently, the Board of Trustees of the Portfolio has determined that the use of daily fair valuations as provided by a pricing service is appropriate for the Portfolio. The Portfolio may also take into consideration other significant events in determining the fair value of these securities. Thus, the Portfolio's securities valuations may differ from prices reported by the various local exchanges and markets. 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 Portfolio 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 from sales on investments are calculated on the identified cost method for both 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Foreign Currency Translation The books and records of the Portfolio 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 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. C. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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. (See Note 5) D. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. In addition to the requirements of the Internal Revenue Code, the Portfolio may also be required to pay local taxes on the recognition of capital gains and/or the repatriation of foreign currencies in certain countries. During the year ended December 31, 2008, the Portfolio paid no such taxes. In determining the daily net asset value, the Portfolio estimates the reserve for such taxes, if any, associated with investments in certain countries. The estimated reserve for taxes on capital gains is based on the net unrealized appreciation on certain portfolio securities, the holding year of such securities and the related tax rates, tax loss carryforward (if applicable) and other such factors. As of December 31, 2008, the Portfolio had no reserves related to taxes on the repatriation of foreign capital gains. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $696,838, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $4,214,087 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $398,540 to decrease undistributed net investment income and $398,540 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, were as follows: 16 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary Income $ 842,418 $ 761,994 Long-term capital gain 14,835,992 8,615,094 ------------ ---------- Total distributions $ 15,678,410 $9,377,088 ============ ========== Distributable Earnings: Undistributed ordinary income $ 926,508 Capital loss carryforward (696,838) Post-October loss deferred (4,214,087) Unrealized depreciation (33,111,768) ------------ Total $(37,096,185) ============ - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales and the mark to market on forward currency contracts. E. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Portfolios Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of the shares based on the respective percentage of adjusted net assets at the beginning of the day. Dividends and distributions to shareowners are recorded on the ex-dividend date. Distributions paid by the Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution fees. F. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. G. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 1.15% of the Portfolio's average daily net assets. 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- In addition, under the management and administration agreement, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $2,055 in management fees, administrative costs and certain others fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $257 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $262 in distribution fees payable to PFD at December 31, 2008. 5. Forward Foreign Currency Contracts During the year ended December 31, 2008, the Portfolio had entered into various contracts that obligate the Portfolio to deliver currencies at specified future dates. At the maturity of a contract, the Portfolio must make delivery of the foreign currency. Alternatively, prior to the settlement date of a portfolio hedge, the Portfolio may close out such contracts by entering into an offsetting hedge contract. At December 31, 2008 the Portfolio had no outstanding portfolio hedges. The Portfolio's gross forward currency settlement contracts receivable and payable were $166,904 and $176,036, respectively, resulting in a net payable of $9,132. 6. New Pronouncement 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. 18 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Emerging Markets VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Emerging Markets VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from the 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 Emerging Markets VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young Boston, Massachusetts February 6, 2009 19 PIONEER VARIABLE CONTRACTS TRUST Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- IMPORTANT TAX INFORMATION (unaudited) - -------------------------------------------------------------------------------- For the fiscal year ending December 31, 2008, the Fund has elected to pass through foreign tax credits of $209,178. 20 Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are Custodian responsible for the Trust's operations. The Trustees and Brown Brothers Harriman & Co. officers are listed below, together with their principal occupations during the past five years. Trustees who are Independent Registered Public Accounting Firm interested persons of the Trust within the meaning of the Ernst & Young LLP 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to Principal Underwriter as Independent Trustees. Each of the Trustees serves as a Pioneer Funds Distributor, Inc. trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser Legal Counsel (the "Pioneer Funds"). The address for all Trustees and all Bingham McCutchen LLP officers of the Trust is 60 State Street, Boston, Massachusetts 02109. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- Pioneer Investment Management Shareholder Services, Inc. POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1998. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 21 Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) Benjamin M. Friedman Professor, Harvard University (64) - ------------------------------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ------------------------------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ------------------------------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 22 Pioneer Emerging Markets VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - ------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - ------------------------------------------------------------------------------------------------------------------------------- 23 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 24 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 25 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 26 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 27 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 28 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 29 Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18658-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Equity Income VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Equity Income VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 10 Notes to Financial Statements 15 Report of Independent Registered Public Accounting Firm 18 Trustees, Officers and Service Providers 19 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] U.S. Common Stocks 91.6% Temporary Cash Investments 8.4% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] Consumer Staples 17.0% Utilities 16.4% Industrials 13.5% Financials 13.3% Materials 10.9% Energy 8.4% Consumer Discretionary 7.1% Health Care 6.5% Telecommunication Services 5.2% Information Technology 1.7% Five Largest Holdings (As a percentage of equity holdings) 1. Questar Corp. 2.72% 2. Emerson Electric Co. 2.69 3. Colgate-Palmolive Co. 2.51 4. Chubb Corp. 2.50 5. PG&E Corp. 2.45 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 15.18 $ 23.76 Class II $ 15.26 $ 23.89 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.5689 $ 0.0347 $ 1.2330 Class II $ 0.5294 $ 0.0347 $ 1.2330 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Equity Income VCT Portfolio at net asset value, compared to that of the Russell 1000 Value Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED BY A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Equity Income Pioneer Equity Income VCT Portfolio, VCT Portfolio, Russell 1000 Class I Class II Value Index 12/98 10,000 10,000 10,000 10,121 10,096 10,735 12/00 11,624 11,559 11,488 10,814 10,733 10,846 12/02 9,103 9,010 9,162 11,162 11,017 11,913 12/04 12,990 12,784 13,878 13,733 13,489 14,857 12/06 16,815 16,473 18,163 16,951 16,563 18,131 12/08 11,816 11,515 11,450 The Russell 1000 Value Index measures the performance of large-cap U.S. value stocks. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. Portfolio returns are based on net asset value and do not reflect any annuity-related costs. You cannot invest directly in an index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II 10 Years 1.68% 1.42% 5 Years 1.15% 0.89% 1 Year -30.29% -30.48% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 - $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 Equity Income VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value On 12/31/08 $ 752.73 $ 751.73 Expenses Paid During Period* $ 3.30 $ 4.40 * Expenses are equal to the Portfolio's annualized expense ratio of 0.75% and 1.00% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Equity Income VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value On 12/31/08 $ 1,021.37 $ 1,020.11 Expenses Paid During Period* $ 3.81 $ 5.08 * Expenses are equal to the Portfolio's annualized expense ratio of 0.75% and 1.00% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- Over the past year, and particularly the last few months, the global economy has seen upheaval, especially in the financial sector. Credit markets have all but frozen, with negative consequences for an already shaky U. S. economy. Governments and central banks all over the world have taken aggressive action to shore up financial institutions and enable them to lend again. In the following interview, John Carey, who manages Pioneer Equity Income VCT Portfolio, discusses the environment over the past year ended December 31, 2008, and how it affected the Portfolio's performance. Q: How did Pioneer Equity Income VCT Portfolio fare through the difficult 12-month period ended December 31, 2008? A: While we had been cautious on the economy for some time, the downturn of the past year startled us by its intensity and duration. Certainly the year 2008 was one of the worst years for investors in recent memory as the American banking system all but collapsed and industrial activity slowed markedly. Companies both large and small ran into trouble, and some ceased to exist or were absorbed by other companies, occasionally with government prodding. Consumer confidence plunged, and the fall Presidential election turned largely into a debate over what to do next as both major candidates seemed unable to offer any reassurance that everything could be set right quickly. Pioneer Equity Income VCT Portfolio's performance results suffered during the downturn, though the results were somewhat better than those of the overall market and competing funds. For the 12 months ended December 31, 2008, Class I shares of the Portfolio returned -30.29% at net asset value, and Class II shares returned -30.48%. By comparison, the Portfolio's benchmark, the Russell 1000 Value Index (the Russell Index) returned -36.85% over the same 12-month period, and the average return of the 69 variable portfolios in Lipper Analytical Services' equity income category was -35.83%. During the year, our stock selection proved to be the decisive factor in the Portfolio's performance advantage over its competitors and the benchmark. Of course we realize that relatively strong performance compared with the benchmark is small consolation to our shareholders when the absolute performance numbers are so weak, but we take some satisfaction in having preserved just a bit more value than we might have. Q: Please discuss the Portfolio's performance during the fiscal year ended December 31, 2008. Specifically, which holdings or sector allocations had the greatest positive and negative effects on performance relative to the benchmark Russell 1000 Value Index? A: Stock selection was a positive contributor for the Portfolio in the vast majority of sectors during the year ended December 31, 2008. Our choices in the financials and industrials sectors proved to be the best. In financials, we not only avoided many of the worst stocks in the Portfolio's benchmark - most notably, AIG and Citigroup - but we also had important positions in two of the few financial stocks that performed relatively well during the period. SAFECO stock rose after the company received a premium takeover bid from another insurance company, and Chubb stock ended the year down only modestly. In industrials, our main success lay in having only a very small Portfolio position in laggard General Electric. We also note the relatively good performance of our food companies General Mills, Campbell Soup, and Hershey within the consumer-staples sector. The most significant detractors from the Portfolio's performance were our overweight in the underperforming materials sector, where stocks were hit hard by concerns over a slowing economy and, in particular, falling metals prices; and our underweight in energy, which did well early in the year before flagging in the second half as oil and gas prices came tumbling down. Q: Oftentimes a weak stock market presents investment opportunities. Did you find some over the second half of the reporting period, and, overall, can you discuss changes you made to the Portfolio? A: As we look at the stock market, we see many stocks selling at lower prices than we have seen in a long time. The sell-off has been, we think, quite undiscriminating, A Word About Risk: At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- as investors have seemed just to want to "get out of the market," no matter what the price. So, yes, we have seen what we regarded as bargains. At the same time, we have also sold from the Portfolio stocks of companies we did not think were as well positioned for the difficult times in which we find ourselves. Overall, we added ten names to the Portfolio during the last six months of the annual reporting period, and we eliminated eleven. The new entries were all in the category of economically sensitive stocks with, in our minds, good longer-term prospects in a recovering economy - which we do think we shall eventually see! Marathon Oil is a worldwide energy company that should see benefits in its refining operations from lower oil prices, but that also has attractive exploration-and-production activities. Carpenter Technology is a leader in stainless steel. Caterpillar and Deere are machinery makers: Caterpillar is one of the premier producers of construction equipment, and Deere makes both agricultural and construction equipment. Illinois Tool Works makes a whole host of components for machinery builders and other industrial users; Parker-Hannifin specializes in fluid-power systems; and General Electric, which did attract us after it had fallen sharply in price, is a well-known provider of everything from aircraft engines to medical-imaging equipment. Cedar Shopping Centers is a real estate investment trust with supermarket and drugstore-anchored properties; and FirstEnergy and PPL are public utilities. With respect to sales from the Portfolio during the 12-month period, we realized good gains on two stocks that were acquired at premium prices by other companies: SAFECO, which we mentioned above; and Wm. Wrigley Jr., which was purchased by the private confectionary giant Mars. Our other sales - Regal Entertainment Group, Regions Financial, Developers Diversified Realty, Liberty Property Trust, CBS, Teck Cominco, New York Times, Lincoln National, and Equity Residential - fell into the category of companies about which we had fundamental concerns. Q: With world financial markets still in turmoil and with a new U. S. President set to take office by the time this report is published, what is your outlook for the coming months? A: Investors today are uncertain of the potential length of the ongoing economic recession. The recession has also spread overseas, and that is affecting the ability of American companies to expand the exports on which so many of them have come to depend for growth. With respect to the public policy responses in the form of massive bail-outs and other "rescue packages," the jury is really still out on whether they are likely to help much. We do know the programs are expensive, and there is concern among investors over the longer-range budgetary implications of what the outgoing administration has already done and the incoming administration is promising. Despite everything, however, we are of the opinion that this is a business cycle and not the spiral to oblivion, and that in due course, no matter whether the government responses are effective or not, the economy will improve. We continue to have great faith in the underlying resilience of our country and its people. We have also observed that investments made during past periods of economic distress, at the bargain-basement prices often prevailing, have often worked out well when held for the long term by patient shareholders. Certainly we are excited by the low prices of many stocks today. Will this time be different, and will investors instead be disappointed? We are proceeding under the assumption that will not be the case, but we must emphasize the risks and unknown time horizon. Thank you for your support. Past performance is no guarantee of future results, and there is no guarantee that the market forecast discussed will be realized. Any information in this shareholder report regarding market or economic trends or the factors influencing the Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These opinions should not be relied upon for any other purposes. 5 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 100.6% Energy - 8.4% Integrated Oil & Gas - 7.4% 59,067 Chevron Corp. $ 4,369,186 67,916 ConocoPhillips 3,518,049 119,269 Marathon Oil Corp. 3,263,200 47,039 Royal Dutch Shell Plc (A.D.R.) 2,490,245 ------------ $ 13,640,680 ------------ Oil & Gas Storage & Transportation - 1.0% 114,723 Spectra Energy Corp. $ 1,805,740 ------------ Total Energy $ 15,446,420 ------------ Materials - 11.0% Aluminum - 1.4% 221,095 Alcoa, Inc. (b) $ 2,489,530 ------------ Diversified Chemical - 2.8% 175,003 Dow Chemical Co. $ 2,640,795 100,326 E.I. du Pont de Nemours and Co. 2,538,248 ------------ $ 5,179,043 ------------ Diversified Metals & Mining - 1.6% 48,609 Compass Minerals International, Inc. $ 2,851,404 ------------ Forest Products - 0.7% 40,598 Weyerhaeuser Co. $ 1,242,705 ------------ Industrial Gases - 0.9% 33,160 Air Products & Chemicals, Inc. $ 1,666,953 ------------ Specialty Chemicals - 1.9% 197,688 Valspar Corp. $ 3,576,176 ------------ Steel - 1.7% 6,540 Carpenter Technology Corp. $ 134,332 65,359 Nucor Corp. 3,019,586 ------------ $ 3,153,918 ------------ Total Materials $ 20,159,729 ------------ Capital Goods - 12.7% Aerospace & Defense - 2.3% 79,261 United Technologies Corp. $ 4,248,390 ------------ Construction & Farm Machinery & Heavy Trucks - 4.4% 50,700 Caterpillar, Inc. (b) $ 2,264,769 44,700 Deere & Co. 1,712,904 141,933 PACCAR, Inc. 4,059,284 ------------ $ 8,036,957 ------------ Electrical Component & Equipment - 2.7% 135,407 Emerson Electric Co. $ 4,957,250 ------------ Industrial Conglomerates - 0.1% 10,724 General Electric Co. $ 173,729 ------------ Industrial Machinery - 3.2% 29,594 Gorman-Rupp Co. (b) $ 920,965 67,800 Illinois Tool Works, Inc. 2,376,390 22,600 Parker Hannifin Corp. 961,404 79,236 The Timken Co. 1,555,403 ------------ $ 5,814,162 ------------ Total Capital Goods $ 23,230,488 ------------ Commercial Services & Supplies - 0.9% Office Services & Supplies - 0.9% 70,676 Mine Safety Appliances Co. $ 1,689,863 ------------ Total Commercial Services & Supplies $ 1,689,863 ------------ Automobiles & Components - 1.7% Auto Parts & Equipment - 1.7% 168,831 Johnson Controls, Inc. $ 3,065,971 ------------ Total Automobiles & Components $ 3,065,971 ------------ Consumer Durables & Apparel - 1.8% Apparel, Accessories & Luxury Goods - 1.3% 44,218 VF Corp. $ 2,421,820 ------------ Household Appliances - 0.5% 22,153 Snap-On, Inc. $ 872,385 ------------ Total Consumer Durables & Apparel $ 3,294,205 ------------ Consumer Services - 1.9% Leisure Facilities - 1.2% 172,547 Cedar Fair, L.P. $ 2,162,014 ------------ Restaurants - 0.7% 22,334 McDonald's Corp. (b) $ 1,388,951 ------------ Total Consumer Services $ 3,550,965 ------------ Media - 0.4% Publishing - 0.4% 33,710 McGraw-Hill Co., Inc. $ 781,735 ------------ Total Media $ 781,735 ------------ Retailing - 1.3% Distributors - 1.3% 61,855 Genuine Parts Co. $ 2,341,830 ------------ Total Retailing $ 2,341,830 ------------ Food, Beverage & Tobacco - 13.3% Packaged Foods & Meats - 11.7% 114,679 Campbell Soup Co. (b) $ 3,441,517 58,168 General Mills, Inc. 3,533,706 114,027 H.J. Heinz Co., Inc. 4,287,415 73,691 Hershey Foods Corp. 2,560,025 61,389 Kellogg Co. 2,691,908 146,840 Kraft Foods, Inc. 3,942,654 22,040 The J.M. Smucker Co. 955,654 ------------ $ 21,412,879 ------------ 6 The accompanying notes are an integral part of these financial statements. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Soft Drinks - 1.6% 22,497 Coca-Cola Co. $ 1,018,439 36,396 PepsiCo, Inc. 1,993,409 ------------ $ 3,011,848 ------------ Total Food, Beverage & Tobacco $ 24,424,727 ------------ Household & Personal Products - 3.8% Household Products - 3.8% 41,765 Clorox Co. $ 2,320,463 67,591 Colgate-Palmolive Co. 4,632,687 ------------ $ 6,953,150 ------------ Total Household & Personal Products $ 6,953,150 ------------ Pharmaceuticals & Biotechnology - 6.5% Pharmaceuticals - 6.5% 67,685 Abbott Laboratories $ 3,612,348 39,911 Eli Lilly & Co. 1,607,216 92,366 Merck & Co., Inc. 2,807,926 221,294 Pfizer, Inc. 3,919,117 ------------ $ 11,946,607 ------------ Total Pharmaceuticals & Biotechnology $ 11,946,607 ------------ Banks - 5.2% Diversified Banks - 3.6% 158,530 U.S. Bancorp $ 3,964,835 91,125 Wells Fargo & Co. 2,686,365 ------------ $ 6,651,200 ------------ Regional Banks - 1.6% 12,155 SunTrust Banks, Inc. (b) $ 359,059 156,834 Whitney Holding Corp. (b) 2,507,776 ------------ $ 2,866,835 ------------ Total Banks $ 9,518,035 ------------ Diversified Financials - 2.8% Asset Management & Custody Banks - 1.7% 22,730 Northern Trust Corp. $ 1,185,142 55,805 T. Rowe Price Associates, Inc. (b) 1,977,729 ------------ $ 3,162,871 ------------ Diversified Finance Services - 1.1% 144,678 Bank of America Corp. $ 2,037,066 ------------ Total Diversified Financials $ 5,199,937 ------------ Insurance - 3.1% Property & Casualty Insurance - 3.1% 90,521 Chubb Corp. $ 4,616,571 22,579 The Travelers Companies, Inc. 1,020,571 ------------ $ 5,637,142 ------------ Total Insurance $ 5,637,142 ------------ Real Estate - 2.3% Retail Real Estate Investment Trusts - 0.8% 46,300 Cedar Shopping Centers, Inc. $ 327,804 66,579 Kimco Realty Corp. 1,217,064 ------------ $ 1,544,868 ------------ Specialized Real Estate Investment Trusts - 1.5% 78,181 Plum Creek Timber Co., Inc. $ 2,716,008 ------------ Total Real Estate $ 4,260,876 ------------ Semiconductors - 1.8% Semiconductor Equipment - 0.6% 104,743 Applied Materials, Inc. $ 1,061,047 ------------ Semiconductors - 1.2% 110,251 Microchip Technology, Inc. (b) $ 2,153,202 ------------ Total Semiconductors $ 3,214,249 ------------ Telecommunication Services - 5.2% Integrated Telecommunication Services - 5.2% 87,260 AT&T Corp. $ 2,486,910 22,630 Embarq Corp. 813,775 221,426 Frontier Communications Corp. (b) 1,935,263 74,943 Verizon Communications, Inc. 2,540,568 197,127 Windstream Corp. 1,813,568 ------------ $ 9,590,084 ------------ Total Telecommunication Services $ 9,590,084 ------------ Utilities - 16.5% Electric Utilities - 4.5% 165,750 Duke Energy Corp. $ 2,487,908 43,611 Edison International LLC 1,400,785 14,700 FirstEnergy Corp. 714,126 26,800 PPL Corp. 822,492 75,261 Southern Co. 2,784,657 ------------ $ 8,209,968 ------------ Gas Utilities - 6.1% 87,521 AGL Resources, Inc. $ 2,743,783 101,970 Equitable Resources, Inc. 3,421,094 153,804 Questar Corp. 5,027,853 ------------ $ 11,192,730 ------------ Multi-Utilities - 5.9% 117,176 NSTAR $ 4,275,752 116,958 PG&E Corp. 4,527,444 69,494 Public Service Enterprise Group, Inc. 2,027,140 ------------ $ 10,830,336 ------------ Total Utilities $ 30,233,034 ------------ TOTAL COMMON STOCKS (Cost $200,789,336) $184,539,047 ------------ The accompanying notes are an integral part of these financial statements. 7 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Amount ($) Value TEMPORARY CASH INVESTMENTS - 9.2% Securities Lending Collateral - 9.2% (c) Certificates of Deposit: 390,677 Abbey National Plc, 3.15%, 8/13/09 $ 390,677 390,624 Bank of Nova Scotia, 3.21%, 5/5/09 390,624 624,331 Bank of Scotland NY, 2.92%, 6/5/09 624,331 703,218 Barclays Bank, 1.5%, 5/27/09 703,218 124,211 Calyon NY, 4.62%, 1/16/09 124,211 781,354 CBA, 4.87%, 7/16/09 781,354 703,218 DNB NOR Bank ASA NY, 3.04%, 6/5/09 703,218 715,720 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 715,720 45,256 NORDEA NY, 4.13%, 4/9/09 45,256 586,015 Royal Bank of Canada NY, 2.7%, 8/7/09 586,015 390,677 Royal Bank of Scotland, 3.06%, 3/5/09 390,677 78,099 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 78,099 781,354 Societe Generale, 3.29%, 9/4/09 781,354 703,218 Svenska Bank NY, 4.61%, 7/8/09 703,218 781,354 U.S. Bank NA, 2.25%, 8/24/09 781,354 ------------ $ 7,799,326 ------------ Commercial Paper: 767,289 American Honda Finance Corp., 4.95%, 7/14/09 $ 767,289 74,454 BBVA U.S., 2.83%, 3/12/09 74,454 390,677 CME Group, Inc., 2.9%, 8/6/09 390,677 390,635 General Electric Capital Corp., 2.86%, 3/16/09 390,635 781,354 HSBC Bank, Inc., 2.5%, 8/14/09 781,354 390,677 IBM, 2.39%, 9/25/09 390,677 703,218 MetLife Global Funding, 3.19%, 6/12/09 703,218 781,354 Monumental Global Funding, Ltd., 2.5%, 8/17/09 781,354 703,218 New York Life Global, 2.13%, 9/4/09 703,218 664,151 Westpac Banking Corp., 2.34%, 6/1/09 664,151 ------------ $ 5,647,027 ------------ Tri-party Repurchase Agreements: 132,736 Barclays Capital Markets, 0.5%, 1/2/09 $ 132,736 1,718,978 Deutsche Bank, 0.25%, 1/2/09 1,718,978 ------------ $ 1,851,714 ------------ Time Deposit: 781,354 BNP Paribas, 0.01%, 1/2/09 $ 781,354 ------------ Money Market Mutual Fund: 195,338 Columbia Government Reserves Fund, 0.82%, 1/2/09 $ 195,338 586,015 JPMorgan, U.S. Government Money Market Fund, 0.98%, 1/2/09 586,015 ------------ $ 781,354 ------------ Total Securities Lending Collateral $ 16,860,775 ------------ TOTAL TEMPORARY CASH INVESTMENTS (Cost $16,860,775) $ 16,860,775 ------------ TOTAL INVESTMENT IN SECURITIES - 109.8% (Cost $217,650,111) (a) $201,399,822 ------------ OTHER ASSETS AND LIABILITIES - (9.8)% $(17,918,062) ------------ TOTAL NET ASSETS - 100.0% $183,481,760 ============ (A.D.R.) American Depositary Receipt (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $216,195,128 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 24,577,338 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (39,372,644) ------------ Net unrealized loss $(14,795,306) ============ (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 217,000 Alcoa, Inc. $ 2,443,420 81,300 Campbell Soup Co. 2,439,813 30,000 Caterpillar, Inc. 1,340,100 20,000 Coca-Cola, Inc. 905,400 200,000 Frontier Communications Corp. 1,748,000 19,400 Gorman-Rupp Co. 603,728 10,000 McDonald's Corp. 621,900 109,000 Microchip Technology, Inc. 2,128,770 54,300 T. Rowe Price Associates, Inc. 1,924,392 10,000 SunTrust Banks, Inc. 295,400 153,550 Whitney Holding Corp. 2,455,265 ----------- Total $16,906,188 =========== (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $42,093,238 and $82,004,371, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) 8 The accompanying notes are an integral part of these financial statements. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------- Level 1 - Quoted Prices $184,539,047 Level 2 - Other Significant Observable Inputs 16,860,775 Level 3 - Significant Unobservable Inputs -- ------------ Total $201,399,822 ============ The accompanying notes are an integral part of these financial statements. 9 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 23.76 $ 24.93 $ 21.25 $ 20.58 $ 18.09 -------- -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income $ 0.68 $ 0.82 $ 0.60 $ 0.51 $ 0.44 Net realized and unrealized gain (loss) on investments (7.42) (0.53) 4.05 0.66 2.49 -------- -------- -------- -------- -------- Net increase (decrease) from investment operations $ (6.74) $ 0.29 $ 4.65 $ 1.17 $ 2.93 Distributions to shareholders: Net investment income (0.57) (0.65) (0.60) (0.50) (0.44) Net realized gain (1.27) (0.81) (0.37) -- -- -------- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (8.58) $ (1.17) $ 3.68 $ 0.67 $ 2.49 -------- -------- -------- -------- -------- Net asset value, end of period $ 15.18 $ 23.76 $ 24.93 $ 21.25 $ 20.58 ======== ======== ======== ======== ======== Total return* (30.29)% 0.81% 22.45% 5.72% 16.39% Ratio of net expenses to average net assets+ 0.75% 0.70% 0.69% 0.71% 0.72% Ratio of net investment income to average net assets+ 3.17% 2.59% 2.70% 2.56% 2.40% Portfolio turnover rate 17% 31% 23% 22% 19% Net assets, end of period (in thousands) $ 93,110 $166,323 $310,682 $232,249 $188,234 * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios assuming no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 23.89 $ 25.07 $ 21.37 $ 20.68 $ 18.19 -------- -------- -------- -------- ------- Increase (decrease) from investment operations: Net investment income $ 0.62 $ 0.62 $ 0.56 $ 0.45 $ 0.36 Net realized and unrealized gain (loss) on investments (7.45) (0.40) 4.06 0.68 2.53 -------- -------- -------- -------- ------- Net increase (decrease) from investment operations $ (6.83) $ 0.22 $ 4.62 $ 1.13 $ 2.89 Distributions to shareholders: Net investment income (0.53) (0.59) (0.55) (0.44) (0.40) Net realized gain (1.27) (0.81) (0.37) -- -- -------- -------- -------- -------- ------- Net increase (decrease) in net asset value $ (8.63) $ (1.18) $ 3.70 $ 0.69 $ 2.49 -------- -------- -------- -------- ------- Net asset value, end of period $ 15.26 $ 23.89 $ 25.07 $ 21.37 $ 20.68 ======== ======== ======== ======== ======= Total return* (30.48)% 0.54% 22.12% 5.52% 16.04% Ratio of net expenses to average net assets+ 1.00% 0.95% 0.94% 0.96% 0.98% Ratio of net investment income to average net assets+ 2.92% 2.41% 2.45% 2.32% 2.16% Portfolio turnover rate 17% 31% 23% 22% 19% Net assets, end of period (in thousands) $ 90,372 $153,810 $156,004 $127,459 $93,691 * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 11 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $16,906,188) (cost $217,650,111) $ 201,399,822 Cash 1,917,750 Receivables -- Investment securities sold 736,336 Portfolio shares sold 161,843 Dividends and interest 707,876 ------------- Total assets $ 204,923,627 ------------- LIABILITIES: Payables -- Investment securities purchased $ 2,611,078 Portfolio shares repurchased 1,890,963 Upon return of securities loaned 16,860,775 Due to affiliates 4,479 Accrued expenses 74,572 ------------- Total liabilities $ 21,441,867 ------------- NET ASSETS: Paid-in capital $ 218,803,783 Undistributed net investment income 2,842,567 Accumulated net realized loss on investments (21,914,301) Net unrealized loss on investments (16,250,289) ------------- Total net assets $ 183,481,760 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $93,110,207/6,134,040 shares) $ 15.18 ============= Class II (based on $90,371,553/5,923,490 shares) $ 15.26 ============= 12 The accompanying notes are an integral part of these financial statements. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $20,865) $9,612,230 Interest 41,058 Income from securities loaned, net 322,630 ---------- Total investment income $ 9,975,918 ------------- EXPENSES: Management fees $1,653,400 Transfer agent fees Class I 1,620 Class II 1,620 Distribution fees (Class II) 309,315 Administrative fees 76,288 Custodian fees 46,393 Professional fees 57,123 Printing expense 29,176 Fees and expenses of non-affiliated trustees 7,851 Miscellaneous 42,533 ---------- Total expenses $ 2,225,319 ------------- Net investment income $ 7,750,599 ------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments: $ (19,555,380) ------------- Change in net unrealized loss on investments: $ (73,415,423) ------------- Net loss on investments $ (92,970,803) ------------- Net decrease in net assets resulting from operations $ (85,220,204) ============= The accompanying notes are an integral part of these financial statements. 13 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Year Ended Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 7,750,599 $ 11,250,678 Net realized gain (loss) on investments (19,555,380) 47,294,180 Change in net unrealized loss on investments (73,415,423) (53,148,826) -------------- -------------- Net increase (decrease) in net assets resulting from operations $ (85,220,204) $ 5,396,032 -------------- -------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.57 and $0.65 per share, respectively) $ (3,592,434) $ (6,562,706) Class II ($0.53 and $0.59 per share, respectively) (3,175,293) (3,871,319) Net realized gain: Class I ($1.27 and $0.81 per share, respectively) $ (7,935,658) $ (11,380,164) Class II ($1.27 and $0.81 per share, respectively) (7,517,576) (5,413,454) -------------- -------------- Total distributions to shareowners $ (22,220,961) $ (27,227,643) -------------- -------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 31,151,708 $ 94,057,890 Shares issued in reorganization 27,227,643 Reinvestment of distributions 22,220,961 (77,763,146) Cost of shares repurchased (82,582,149) (168,244,364) -------------- -------------- Net decrease in net assets resulting from Portfolio share transactions $ (29,209,480) $ (124,721,977) -------------- -------------- Net decrease in net assets $ (136,650,645) $ (146,553,588) NET ASSETS: Beginning of year $ 320,132,405 $ 466,685,993 -------------- -------------- End of year $ 183,481,760 $ 320,132,405 ============== ============== Undistributed net investment income $ 2,842,567 $ 2,282,290 ============== ============== '08 Shares '08 Amount '07 Shares '07 Amount Class I Shares sold 549,977 $ 10,006,293 2,353,879 $ 61,197,208 Reinvestment of distributions 560,838 11,528,092 695,309 17,942,870 Less shares repurchased (1,976,386) (39,969,650) (1,664,530) (42,104,347) Redemptions in kind -- -- (6,844,767) (168,244,364) ---------- ------------- ---------- -------------- Net decrease (865,571) $ (18,435,265) (5,460,109) $ (131,208,633) ========== ============= ========== ============== Class II Shares sold 1,075,936 $ 21,145,415 1,269,739 $ 32,860,682 Reinvestment of distributions 516,946 10,692,869 359,589 9,284,773 Less shares repurchased (2,107,691) (42,612,499) (1,412,811) (35,658,799) ---------- ------------- ---------- -------------- Net increase (decrease) (514,809) $ (10,774,215) 216,517 $ 6,486,656 ========== ============= ========== ============== 14 The accompanying notes are an integral part of these financial statements. Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Equity Income VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is current income and long-term growth of capital from a portfolio consisting primarily of income producing equity securities of U.S. corporations. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting period. Actual results could differ from those estimates. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. At times, the Portfolio'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 following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the portfolios are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. Trading in foreign equity securities is substantially completed each day at various times prior to the close of the NYSE. The value of such securities used in computing the net asset value of the Portfolio's shares is based on the last sale price on the principal exchange where they traded. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio 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. All discounts/premiums are accreted/amortized for financial reporting purposes. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. 15 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of each Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $9,742,803, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $11,553,772 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $13,027 to increase paid in capital, $422,595 to decrease undistributed net investment income and $409,568 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, were as follows: - -------------------------------------------------------------------------------- 2008 2007 ------------ ----------- Distributions paid from: Ordinary income $ 7,190,725 $11,160,682 ------------ Long-term capital gain 15,030,236 16,066,961 ------------ ----------- Total distributions $ 22,220,961 $27,227,643 ============ =========== Distributable Earnings (Accumulated Losses): Undistributed ordinary income $ 769,858 Capital loss carryforward (9,742,803) Post-October loss deferred (11,553,772) Unrealized depreciation (14,795,306) ------------ Total $(35,322,023) ============ The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales, the tax basis adjustments on partnerships and Real Estate Investment Trust (REIT) holdings. C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset value attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted-net assets at the beginning of the day. Dividends and distributions to shareowners are recorded on the ex-dividend date. 16 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Distributions paid by the Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution expense rates. D. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. E. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average daily net assets. In addition, under the management and administration agreement, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $3,385 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $477 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $617 payable to PFD at December 31, 2008. 5. Expense Offset Arrangements The Portfolio has entered into an expense offset arrangement with PIMSS resulting in a reduction in the Portfolio's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2008, the Portfolio's expenses were not reduced under this arrangement. 6. New Pronouncement 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 Portfolio's financial statement disclosures. 17 Pioneer Equity Income VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Equity Income VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Equity Income VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Equity Income VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 18 Pioneer Equity Income VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible Custodian for the Trust's operations. The Trustees and officers are listed Brown Brothers Harriman & Co. below, together with their principal occupations during the past five years. Trustees who are interested persons of the Trust Independent Registered Public Accounting Firm within the meaning of the 1940 Act are referred to as Interested Ernst & Young LLP Trustees. Trustees who are not interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees Principal Underwriter serves as a trustee of each of the 76 U.S. registered investment Pioneer Funds Distributor, Inc. portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - --------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - --------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 19 Pioneer Equity Income VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - -------------------------- ------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) None - ---------------------------------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - ---------------------------------------------------------------------------------------------------------- 20 Pioneer Equity Income VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - ------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - ------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - ------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - ------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - ------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan (35) Fund Administration Manager - Fund Accounting, Administration and None Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - -------------------------------------------------------------------------------------------------------------------------------- 21 [LOGO]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18648-03-0209 [Logo]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio -- Class I and Class II Shares ANNUAL REPORT December 31, 2008 NOTE: Effective November 9, 2007, Pioneer Value VCT Portfolio was re-organized into Pioneer Fund VCT Portfolio. Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer Fund VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 10 Notes to Financial Statements 15 Report of Independent Registered Public Accounting Firm 19 Trustees, Officers and Service Providers 20 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- 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 85.1% Temporary Cash Investments 7.2% Depositary Receipts for International Stocks 5.5% International Common Stocks 2.2% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] Industrials 16.7% Consumer Staples 16.5% Health Care 14.8% Information Technology 11.4% Consumer Discretionary 11.0% Financials 9.8% Energy 9.8% Materials 5.4% Telecommunication Services 2.6% Utilities 2.0% Five Largest Holdings (As a percentage of equity holdings)* 1. Chevron Corp. 4.04% 2. Norfolk Southern Corp. 3.09 3. Chubb Corp. 2.59 4. Becton, Dickinson & Co. 2.33 5. Hewlett-Packard Co. 2.16 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 15.94 $ 25.72 Class II $ 15.93 $ 25.68 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.4028 $ - $ 0.9045 Class II $ 0.3326 $ - $ 0.9045 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Fund VCT Portfolio at net asset value, compared to that of the Standard & Poor's (S&P) 500 Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Fund Pioneer Fund VCT Portfolio, VCT Portfolio, Class I Class II S&P 500 12/98 10,000 10,000 10,000 11,591 11,562 12,103 12/00 11,733 11,677 11,002 10,460 10,382 9,695 12/02 8,469 8,383 7,553 10,481 10,348 9,719 12/04 11,661 11,479 10,775 12,381 12,160 11,304 12/06 14,440 14,148 13,088 15,160 14,837 13,807 12/08 9,965 9,731 8,699 The Standard & Poor's 500 Stock Index (the S&P 500) is a commonly used measure of the broad U.S. stock market. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. Portfolio returns are based on net asset value and do not reflect any annuity-related costs. You cannot invest directly in the Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II - -------------------------------------------------------------------------------- 10 Years -0.03% -0.27% 5 Years -1.00% -1.22% 1 Year -34.27% -34.41% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. The performance of Class II shares for the period prior to the commencement of operations of Class II on May 1, 2000, is based on the performance of the Portfolio's Class I shares, reduced to reflect the higher distribution fee of Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Fund VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ----------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 729.20 $ 728.29 Expenses Paid During Period* $ 3.26 $ 4.34 * Expenses are equal to the Portfolio's annualized expense ratio of 0.75% and 1.00% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Fund VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,021.37 $ 1,020.11 Expenses Paid During Period* $ 3.81 $ 5.08 * Expenses are equal to the Portfolio's annualized expense ratio of 0.75% and 1.00% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- A Word About Risk: At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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 year 2008 was one of the worst on record for investors. The American banking system all but collapsed, industrial activity slowed markedly, and unemployment rose significantly. Business and consumer confidence dropped. Companies both large and small ran into trouble, and some ceased to exist or were absorbed into other companies, occasionally with U.S. government prodding. The fall Presidential election turned largely into a debate over what to do next as both major candidates seemed unable to offer any reassurance that everything could be put right quickly. As the United States settled into recession, many other countries around the world also saw their economies weaken. When the year ended, the world seemed to be confronting the first truly global slowdown in quite some time. In the following interview, John Carey, portfolio manager of the Pioneer Fund VCT Portfolio, discusses the market environment during the 12 months ended December 31, 2008, and how it affected the Portfolio's performance. Q: How did the Portfolio fare through the end of 2008, one of the most tumultuous years in the history of equity markets? A: The performance of Pioneer Fund VCT Portfolio suffered during the downturn, though the results were somewhat better than those of the overall market and competing portfolios. For the 12 months ended December 31, 2008, Class I shares of the Portfolio returned -34.27% at net asset value, and Class II shares returned -34.41%, versus the -36.99% return for the benchmark Standard & Poor's 500 Index (the S&P 500), and the -38.76% average return for the 229 variable portfolios in Lipper Analytical Services' large-cap core category. Most of the losses came in the second half of the year: for the six months ended December 31, 2008, Class I shares of the Portfolio returned -27.08%, and Class II shares returned -27.17%, versus returns of -28.48% for the S & P 500 and -30.20% for the average variable portfolio in the Lipper category. During the year as a whole and also during the second half of 2008, both our stock selection and our sector allocations provided the performance advantage over the Portfolio's competitors and the benchmark. Of course we realize that relative performance is small consolation to our shareholders when the absolute performance numbers are so weak, but we take some satisfaction from having preserved just a bit more value than the majority of portfolios in our Lipper category. Q: Please discuss the Portfolio's performance during the last six months of 2008. Specifically, which holdings and sector allocations had the greatest positive and negative effects on performance relative to the benchmark S & P 500 Index? A: The most important contributors to the Portfolio's relative performance were underweights and stock selections in the underperforming financials and energy sectors. While managing to avoid some of the worst stocks among the financials, including American International Group and Citigroup, the Portfolio also had two of the few stocks in that sector that performed comparatively well, Chubb and SAFECO. In energy, our light investment in the swooning oil-services industry was the key factor. Negative factors in performance for the Portfolio included overweights and stock selections in the underperforming materials sector and our stock selections in the consumer discretionary and staples sectors. After doing well earlier in the year, the metals and mining stocks within materials plummeted in the second half as commodities prices fell sharply. In consumer, the Portfolio was hurt by not owning some of the stocks that held up particularly well in the economic downturn, including Procter & Gamble and Wal-Mart Stores. Q: Energy prices soared to historic highs during the year, then plunged later in the year as global economic growth slowed and consumers cut back on energy usage. How is the Portfolio positioned in energy and other commodities, and what is your view of the commodities over the next year? A: At December 31, 2008, the Portfolio was still underweight the energy sector, but remained overweight the materials sector. If one takes the two natural-resources sectors together, however, the Portfolio was only slightly underweight the S & P 500 allocation to the sectors. The Portfolio was underweight the energy sector from the beginning of the year because of concern over the rising costs for the companies and skepticism of the high oil prices. Sure enough, oil prices came down, and profits for the companies were squeezed. We did make new investments in energy in the second half, believing that the sharply lower share prices for many of the companies no longer reflected the positive longer-term prospects. Marathon Oil is a leading refiner of petroleum products and also has international exploration-and-production operations. Schlumberger is perhaps the leading international oil-services company. But overall we are still cautious on energy. With respect to materials, we were, in retrospect, much too sanguine about the potential for metals. In the event, the economic slowdown hit the miners very hard, and the performance of the stocks later in the year was even more dismal than that of the energy names. The longer-term picture appears bright, with growing demand for metals from industrializing parts of the world. In the near term, though, it will all be about survival, 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- particularly in view of the leveraged balance sheets of some of the miners that made acquisitions near peak prices. Q: Oftentimes a weak stock market presents investment opportunities. Did you find some over the second half of the reporting period, and, overall, can you discuss changes you made to the Portfolio? A: As we look at the stock market, we see many stocks selling at lower prices than we have seen in a long time. The sell-off has been, we think, quite undiscriminating, as investors have seemed just to want to "get out of the market," no matter what the price. So, yes, we have seen what we regarded as bargains. At the same time, we have also sold stocks of companies we did not think were as well positioned for the difficult times in which we find ourselves. Overall, we added eight names to the Portfolio during the six months ended December 31, 2008, and eliminated thirteen. With respect to initiated positions, we have already mentioned Marathon Oil and Schlumberger. Monsanto is a leading producer of seeds, pesticides, and herbicides, with a premier reputation in the agricultural market. Stryker makes surgical and medical devices and equipment and is most noted for its orthopedic implants, including artificial hips, knees, and shoulders. Aflac is a supplemental insurance provider with a particularly strong market presence in Japan. International Business Machines is the most diversified technology company, with leading businesses in computer software, hardware, and services. First Energy and PPL are public utilities. What all the stocks had in common was a lower share price at the time of purchase than our appraisal of underlying, long-term value. With respect to sales from the Portfolio, we realized good gains on the stocks of two companies that were acquired at premium prices by other companies: SAFECO, which was bought by fellow insurance company Liberty Mutual; and Barr Pharmaceuticals, which was taken over by Teva Pharmaceuticals, also a Portfolio holding. The acquisition of Barr was in exchange for a combination of cash and Teva shares. Our other sales were made for a variety of reasons, including disappointment with growth prospects, concern for financial condition, and less attractive prospects than we had originally envisioned. That liquidation list comprised Ford Motor, Gannett, Zimmer, Banco Bilbao Vizcaya Argentaria (BBVA), Hartford Financial, MetLife, Microsoft, Corning, Motorola, Dell, and Sun Microsystems. Q: A year like 2008 can cause even the most confident of investors to lose heart, and even some of the bluest of the blue-chip stocks took a beating over the last year. That said, what is your outlook for the coming year? A: The biggest issue for investors currently is uncertainty over the length of the ongoing economic recession in the U.S. The spread of the recession overseas has also affected the ability of American companies to expand the exports on which so many of them have come to depend for growth. With respect to the public-policy responses to date, in the form of massive bail-outs and other "rescue packages," the jury is still out on whether they are likely to help much. We do know that the programs are expensive, and there is concern among investors over the longer-range budgetary implications of what the outgoing administration has already done and the incoming administration is promising. For now, the Federal Reserve is much more focused on the economic contraction than on the more distant risk of inflation and so has pushed short-term interest rates down to very low, almost negligible levels. But that emphasis could change quickly if the economy does appear over the next few quarters to have regained its footing. Despite everything, however, we are of the opinion that this is a business cycle and not the spiral to oblivion, and that in due course, no matter whether the government responses are effective or not, the economy will improve. We continue to have great faith in the resilience of our country and its people. We have also observed that investments made during past periods of economic distress and extreme uncertainty, at the bargain-basement prices often prevailing, have often worked out well when held for the long term by patient shareholders. Certainly we are excited by the low prices of many stocks today. Will this time be different, and will investors instead be disappointed? We are proceeding under the assumption that will not be the case, but we must emphasize the risks and the unknown time horizon. Thank you for your support. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 99.3% Energy - 9.7% Integrated Oil & Gas - 7.4% 157,201 Chevron Corp. $ 11,628,158 63,838 Exxon Mobil Corp. 5,096,188 90,856 Marathon Oil Corp. 2,485,820 40,553 Royal Dutch Shell Plc (A.D.R.) 2,146,876 ------------ $ 21,357,042 ------------ Oil & Gas Equipment & Services - 0.5% 35,400 Schlumberger, Ltd. $ 1,498,482 ------------ Oil & Gas Exploration & Production - 1.8% 72,014 Apache Corp. $ 5,367,203 ------------ Total Energy $ 28,222,727 ------------ Materials - 5.4% Aluminum - 0.8% 198,303 Alcoa, Inc. (b) $ 2,232,892 ------------ Diversified Chemical - 1.0% 79,835 Dow Chemical Co. $ 1,204,710 68,167 E.I. du Pont de Nemours and Co. 1,724,625 ------------ $ 2,929,335 ------------ Diversified Metals & Mining - 1.3% 46,397 Freeport-McMoRan Copper & Gold, Inc. (Class B)(b) $ 1,133,943 100,299 Rio Tinto Plc 2,174,107 61,983 Teck Cominco, Ltd. (Class B)* 304,956 29,625 Xstrata Plc 276,475 ------------ $ 3,889,481 ------------ Fertilizers & Agricultural Chemicals - 0.8% 31,500 Monsanto Co. $ 2,216,025 ------------ Industrial Gases - 0.9% 31,026 Air Products & Chemicals, Inc. $ 1,559,677 18,970 Praxair, Inc. 1,126,059 ------------ $ 2,685,736 ------------ Specialty Chemicals - 0.6% 47,973 Ecolab, Inc. $ 1,686,251 ------------ Total Materials $ 15,639,720 ------------ Capital Goods - 11.2% Aerospace & Defense - 3.7% 80,562 General Dynamics Corp. $ 4,639,566 19,242 Honeywell International, Inc. 631,715 104,596 United Technologies Corp. 5,606,346 ------------ $ 10,877,627 ------------ Construction & Farm Machinery & Heavy Trucks - 4.2% 67,124 Caterpillar, Inc. (b) $ 2,998,429 100,839 Deere & Co. 3,864,150 187,938 PACCAR, Inc. 5,375,027 ------------ $ 12,237,606 ------------ Shares Value Electrical Component & Equipment - 1.3% 70,606 Emerson Electric Co. $ 2,584,886 41,628 Rockwell International Corp. 1,342,087 ------------ $ 3,926,973 ------------ Industrial Conglomerates - 1.4% 41,753 3M Co. $ 2,402,468 99,397 General Electric Co. 1,610,231 ------------ $ 4,012,699 ------------ Industrial Machinery - 0.6% 21,233 Illinois Tool Works, Inc. $ 744,217 22,995 Parker Hannifin Corp. 978,207 ------------ $ 1,722,424 ------------ Total Capital Goods $ 32,777,329 ------------ Transportation - 5.3% Railroads - 5.3% 46,267 Burlington Northern, Inc. $ 3,502,875 78,676 Canadian National Railway Co. 2,892,130 189,070 Norfolk Southern Corp. 8,895,744 ------------ $ 15,290,749 ------------ Total Transportation $ 15,290,749 ------------ Automobiles & Components - 1.8% Auto Parts & Equipment - 1.8% 42,527 BorgWarner, Inc. $ 925,813 242,325 Johnson Controls, Inc. 4,400,622 ------------ $ 5,326,435 ------------ Total Automobiles & Components $ 5,326,435 ------------ Consumer Durables & Apparel - 0.6% Apparel, Accessories & Luxury Goods - 0.6% 79,297 Coach, Inc.* $ 1,646,999 ------------ Total Consumer Durables & Apparel $ 1,646,999 ------------ Media - 4.6% Movies & Entertainment - 0.5% 65,857 The Walt Disney Co. $ 1,494,295 ------------ Publishing - 4.1% 250,005 Elsevier NV $ 2,937,586 122,298 John Wiley & Sons, Inc. 4,351,363 198,724 McGraw-Hill Co., Inc. 4,608,410 ------------ $ 11,897,359 ------------ Total Media $ 13,391,654 ------------ Retailing - 3.9% Department Stores - 0.7% 23,440 J.C. Penney Co., Inc. $ 461,768 118,058 Nordstrom, Inc. (b) 1,571,352 ------------ $ 2,033,120 ------------ General Merchandise Stores - 1.7% 141,148 Target Corp. (b) $ 4,873,840 ------------ 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Home Improvement Retail - 1.1% 144,497 Lowe's Co., Inc. $ 3,109,575 ------------ Specialty Stores - 0.4% 64,687 Staples, Inc. $ 1,159,191 ------------ Total Retailing $ 11,175,726 ------------ Food & Drug Retailing - 3.1% Drug Retail - 2.2% 71,121 CVS/Caremark Corp. $ 2,044,018 178,860 Walgreen Co. 4,412,476 ------------ $ 6,456,494 ------------ Food Distributors - 0.9% 108,947 Sysco Corp. (b) $ 2,499,244 ------------ Total Food & Drug Retailing $ 8,955,738 ------------ Food, Beverage & Tobacco - 10.5% Packaged Foods & Meats - 7.6% 111,393 Campbell Soup Co. $ 3,342,904 57,288 General Mills, Inc. 3,480,246 95,955 H.J. Heinz Co., Inc. 3,607,908 118,348 Hershey Foods Corp. (b) 4,111,410 40,912 Kellogg Co. 1,793,991 158,741 Kraft Foods, Inc. 4,262,196 37,491 Nestle SA 1,454,468 ------------ $ 22,053,123 ------------ Soft Drinks - 2.9% 59,283 Coca-Cola Co. (b) $ 2,683,741 103,243 PepsiCo, Inc. 5,654,619 ------------ $ 8,338,360 ------------ Total Food, Beverage & Tobacco $ 30,391,483 ------------ Household & Personal Products - 2.8% Household Products - 2.4% 13,958 Clorox Co. $ 775,506 90,829 Colgate-Palmolive Co. 6,225,420 ------------ $ 7,000,926 ------------ Personal Products - 0.4% 36,547 Estee Lauder Co. $ 1,131,495 ------------ Total Household & Personal Products $ 8,132,421 ------------ Health Care Equipment & Services - 6.6% Health Care Equipment - 6.6% 98,142 Becton, Dickinson & Co. $ 6,711,931 59,752 C. R. Bard, Inc. 5,034,704 70,276 Medtronic, Inc. 2,208,072 97,400 St. Jude Medical, Inc.* 3,210,304 47,300 Stryker Corp. 1,889,635 ------------ $ 19,054,646 ------------ Total Health Care Equipment & Services $ 19,054,646 ------------ Shares Value Pharmaceuticals & Biotechnology - 8.1% Pharmaceuticals - 8.1% 96,793 Abbott Laboratories $ 5,165,842 52,665 Eli Lilly & Co. 2,120,820 63,468 Merck & Co., Inc. 1,929,427 177,499 Pfizer, Inc. 3,143,507 47,926 Roche Holdings AG (A.D.R.) 3,648,127 222,271 Schering-Plough Corp. 3,785,275 86,058 Teva Pharmaceutical Industries, Ltd. (A.D.R.) (b) 3,663,489 ------------ $ 23,456,487 ------------ Total Pharmaceuticals & Biotechnology $ 23,456,487 ------------ Banks - 3.6% Diversified Banks - 2.9% 155,075 U.S. Bancorp $ 3,878,426 155,834 Wells Fargo & Co. 4,593,986 ------------ $ 8,472,412 ------------ Regional Banks - 0.7% 22,321 SunTrust Banks, Inc. (b) $ 659,362 59,660 Zions Bancorporation 1,462,267 ------------ $ 2,121,629 ------------ Total Banks $ 10,594,041 ------------ Diversified Financials - 3.3% Asset Management & Custody Banks - 2.3% 33,181 Franklin Resources, Inc. $ 2,116,284 94,883 T. Rowe Price Associates, Inc. (b) 3,362,654 42,786 The Bank of New York Mellon Corp. 1,212,127 ------------ $ 6,691,065 ------------ Consumer Finance - 0.3% 39,487 American Express Co. $ 732,484 ------------ Diversified Finance Services - 0.7% 76,251 Bank of America Corp. $ 1,073,614 30,079 J.P. Morgan Chase & Co. 948,391 ------------ $ 2,022,005 ------------ Total Diversified Financials $ 9,445,554 ------------ Insurance - 2.8% Life & Health Insurance - 0.2% 14,356 Aflac, Inc. $ 658,079 ------------ Property & Casualty Insurance - 2.6% 146,070 Chubb Corp. $ 7,449,570 ------------ Total Insurance $ 8,107,649 ------------ Software & Services - 2.5% Application Software - 0.6% 80,717 Adobe Systems, Inc.* $ 1,718,465 ------------ The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Data Processing & Outsourced Services - 1.9% 72,607 Automatic Data Processing, Inc. $ 2,856,359 34,666 DST Systems, Inc.*(b) 1,316,615 34,542 Fiserv, Inc.* 1,256,293 ------------ $ 5,429,267 ------------ Total Software & Services $ 7,147,732 ------------ Technology Hardware & Equipment - 6.3% Communications Equipment - 2.0% 115,561 Cisco Systems, Inc.* $ 1,883,644 250,439 Nokia Corp. (A.D.R.) 3,906,848 ------------ $ 5,790,492 ------------ Computer Hardware - 2.7% 171,586 Hewlett-Packard Co. $ 6,226,856 19,200 IBM Corp.* 1,615,872 ------------ $ 7,842,728 ------------ Computer Storage & Peripherals - 0.3% 81,630 EMC Corp.* $ 854,666 ------------ Office Electronics - 1.3% 117,879 Canon, Inc. (A.D.R.)(b) $ 3,701,401 ------------ Total Technology Hardware & Equipment $ 18,189,287 ------------ Semiconductors - 2.6% Semiconductor Equipment - 0.5% 155,199 Applied Materials, Inc. $ 1,572,166 ------------ Semiconductors - 2.1% 221,799 Intel Corp. $ 3,251,573 173,102 Texas Instruments, Inc. 2,686,543 ------------ $ 5,938,116 ------------ Total Semiconductors $ 7,510,282 ------------ Telecommunication Services - 2.6% Integrated Telecommunication Services - 2.6% 167,566 AT&T Corp. $ 4,775,631 67,338 Verizon Communications, Inc. 2,282,758 55,820 Windstream Corp. 513,544 ------------ $ 7,571,933 ------------ Total Telecommunication Services $ 7,571,933 ------------ Utilities - 2.0% Electric Utilities - 1.5% 17,537 FirstEnergy Corp. $ 851,947 34,877 PPL Corp. 1,070,375 69,476 Southern Co. 2,570,612 ------------ $ 4,492,934 ------------ Multi-Utilities - 0.5% 46,997 Public Service Enterprise Group, Inc. $ 1,370,902 ------------ Total Utilities $ 5,863,836 ------------ TOTAL COMMON STOCKS (Cost $309,028,282) $287,892,428 ------------ Principal Amount ($) Value TEMPORARY CASH INVESTMENTS - 7.7% Securities Lending Collateral - 7.7% (c) Certificates of Deposit: 519,013 Abbey National Plc, 3.15%, 8/13/09 $ 519,013 518,942 Bank of Nova Scotia, 3.21%, 5/5/09 518,942 829,421 Bank of Scotland NY, 2.92%, 6/5/09 829,421 934,223 Barclays Bank, 1.5%, 5/27/09 934,223 165,013 Calyon NY, 4.62%, 1/16/09 165,013 1,038,025 CBA, 4.87%, 7/16/09 1,038,025 934,223 DNB NOR Bank ASA NY, 3.04%, 6/5/09 934,223 950,831 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 950,831 60,124 NORDEA NY, 4.13%, 4/9/09 60,124 77,851 Royal Bank of Canada NY, 2.7%, 8/7/09 778,519 519,013 Royal Bank of Scotland, 3.06%, 3/5/09 519,013 103,754 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 103,754 1,038,025 Societe Generale, 3.29%, 9/4/09 1,038,025 934,223 Svenska Bank NY, 4.61%, 7/8/09 934,223 1,038,025 U.S. Bank NA, 2.25%, 8/24/09 1,038,025 ------------ $ 10,361,374 ------------ Commercial Paper: 98,912 BBVA U.S., 2.83%, 3/12/09 $ 98,912 1,038,025 Monumental Global Funding, Ltd., 2.5%, 8/17/09 1,038,025 519,013 CME Group, Inc., 2.9%, 8/6/09 519,013 518,958 General Electric Capital Corp., 2.86%, 3/16/09 518,958 1,019,341 American Honda Finance Corp., 4.95%, 7/14/09 1,019,341 1,038,025 HSBC Bank, Inc., 2.5%, 8/14/09 1,038,025 519,013 IBM, 2.39%, 9/25/09 519,013 934,223 MetLife Global Funding, 3.19%, 6/12/09 934,223 934,223 New York Life Global, 2.13%, 9/4/09 934,223 882,322 Westpac Banking Corp., 2.34%, 6/1/09 882,322 ------------ $ 7,502,055 ------------ Tri-party Repurchase Agreements: 2,283,656 Deutsche Bank, 0.25%, 1/2/09 $ 2,283,656 176,340 Barclays Capital Markets, 0.5%, 1/2/09 176,340 ------------ $ 2,459,996 ------------ Time Deposit: 1,038,025 BNP Paribas, 0.01%, 1/2/09 $ 1,038,025 ------------ 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount ($) Value Money Market Mutual Funds: 259,506 Columbia Government Reserves Fund $ 259,506 778,519 JPMorgan, U.S. Government Money Market Fund 778,519 ------------ $ 1,038,025 ------------ Total Securities Lending Collateral $ 22,399,475 ------------ TOTAL TEMPORARY CASH INVESTMENTS (Cost $22,399,475) $ 22,399,475 ------------ TOTAL INVESTMENT IN SECURITIES - 107.0% (Cost $331,427,757)(a) $310,291,903 ------------ OTHER ASSETS AND LIABILITIES - (7.0)% $(20,394,497) ------------ TOTAL NET ASSETS - 100.0% $289,897,406 ============ (A.D.R.) American Depositary Receipt. * Non-income producing security. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $332,412,972 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 38,852,474 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (60,973,543) ------------ Net unrealized loss $(22,121,069) ============ (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 55,400 Alcoa, Inc. $ 623,804 10,000 Canon, Inc. (A.D.R.) 314,000 60,000 Caterpillar, Inc. 2,680,200 53,000 Coca-Cola Co. 2,399,310 25,100 DST Systems, Inc. * 953,298 Freeport-McMoRan Copper & Gold, Inc. 45,000 (Class B) 1,099,800 14,700 Hershey Foods Corp. 510,678 116,800 Nordstrom, Inc. 1,554,608 20,000 SunTrust Banks, Inc. 590,800 70,000 Sysco Corp. 1,605,800 90,500 T. Rowe Price Associates, Inc. 3,207,320 139,000 Target Corp. 4,799,670 45,900 Teva Pharmaceutical Industries, Ltd. 1,953,963 ----------- Total $22,293,251 =========== (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $51,569,438 and $114,584,932, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ----------------------------------------------------------------- Level 1 - Quoted Prices $287,892,428 Level 2 - Other Significant Observable Inputs 22,399,475 Level 3 - Significant Unobservable Inputs - ------------ Total $310,291,903 ============ The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 25.72 $ 24.80 $ 21.55 $ 20.57 $ 18.70 -------- -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income $ 0.39 $ 0.33 $ 0.32 $ 0.27 $ 0.24 Net realized and unrealized gain (loss) on investments and foreign currency transactions (8.87) 0.91 3.24 0.99 1.85 -------- -------- -------- -------- -------- Net increase (decrease) from investment operations $ (8.48) $ 1.24 $ 3.56 $ 1.26 $ 2.09 Distributions to shareowners: Net investment income (0.40) (0.32) (0.31) (0.28) (0.22) Net realized gain (0.90) -- -- -- -- -------- ------- -------- -------- -------- Net increase in net asset value $ (9.78) $ 0.92 $ 3.25 $ 0.98 $ 1.87 -------- ------- -------- -------- -------- Net asset value, end of period $ 15.94 $ 25.72 $ 24.80 $ 21.55 $ 20.57 ======== ======== ======== ======== ======== Total return* (34.27)% 4.99% 16.63% 6.17% 11.26% Ratio of net expenses to average net assets+ 0.74% 0.70% 0.70% 0.70% 0.71% Ratio of net investment income to average net assets+ 1.78% 1.22% 1.35% 1.26% 1.26% Portfolio turnover rate 12% 24% 9% 23% 17% Net assets, end of period (in thousands) $218,622 $374,349 $386,917 $382,973 $454,136 Ratios no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.74% 0.70% 0.70% 0.70% 0.71% Net investment income 1.78% 1.22% 1.35% 1.26% 1.26% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 25.68 $ 24.73 $ 21.49 $ 20.51 $ 18.66 -------- -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income $ 0.35 $ 0.24 $ 0.25 $ 0.20 $ 0.18 Net realized and unrealized gain (loss) on investments and foreign currency transactions (8.87) 0.97 3.25 1.01 1.85 -------- -------- -------- -------- -------- Net increase (decrease) from investment operations $ (8.52) $ 1.21 $ 3.50 $ 1.21 $ 2.03 Distributions to shareowners: Net investment income (0.33) (0.26) (0.26) (0.23) (0.18) Net realized gain (0.90) -- -- -- -- -------- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (9.75) $ 0.95 $ 3.24 $ 0.98 $ 1.85 -------- -------- -------- -------- -------- Net asset value, end of period $ 15.93 $ 25.68 $ 24.73 $ 21.49 $ 20.51 ======== ======== ======== ======== ======== Total return* (34.41)% 4.87% 16.35% 5.94% 10.93% Ratio of net expenses to average net assets+ 0.99% 0.95% 0.95% 0.95% 0.96% Ratio of net investment income to average net assets+ 1.53% 0.98% 1.10% 1.01% 1.00% Portfolio turnover rate 12% 24% 9% 23% 17% Net assets, end of period (in thousands) $ 71,276 $147,940 $155,710 $116,656 $133,627 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.99% 0.95% 0.95% 0.95% 0.96% Net investment income 1.53% 0.98% 1.10% 1.01% 1.00% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $22,293,251) (cost $331,427,757) $ 310,291,903 Cash 2,559,353 Receivables -- Portfolio shares sold 390,391 Dividends and foreign taxes withheld 692,428 Other 247 ------------- Total assets $ 313,934,322 ------------- LIABILITIES: Payables -- Investment securities purchased $ 1,429,807 Portfolio shares repurchased 109,655 Upon return of securities loaned 22,399,475 Due to affiliates 7,860 Accrued expenses 90,119 ------------- Total liabilities $ 24,069,416 ------------- NET ASSETS: Paid-in capital $ 319,707,923 Accumulated net realized loss on investments (8,674,259) Net unrealized loss on: Investments (21,135,854) Forward currency contracts and other assets and liabilities denominated in foreign currencies (404) ------------- Total net assets $ 289,897,406 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $218,621,679/13,717,159 shares) $ 15.94 ============= Class II (based on $71,275,727/4,474,052 shares) $ 15.93 ============= 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $261,751) $ 10,025,699 Interest 19,544 Other income 266,357 Income from securities loaned, net 136,691 -------------- Total investment income $ 10,448,291 -------------- EXPENSES: Management fees $ 2,692,766 Transfer agent fees Class I 1,404 Class II 1,404 Distribution fees Class II 272,870 Administrative fees 124,255 Custodian fees 50,286 Professional fees 71,857 Printing expense 57,213 Fees and expenses of nonaffiliated trustees 13,173 Miscellaneous 48,822 -------------- Total expenses $ 3,334,050 -------------- Net investment income $ 7,114,241 -------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized loss on: Investments $ (5,168,146) Other assets and liabilities denominated in foreign currencies (31,995) $ (5,200,141) -------------- -------------- Change in net unrealized loss on: Investments $ (163,401,136) Other assets and liabilities denominated in foreign currencies (663) $ (163,401,799) -------------- -------------- Net loss on investments and foreign currency transactions $ (168,601,940) -------------- Net decrease in net assets resulting from operations $ (161,487,699) ============== The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 7,114,241 $ 6,245,852 Net realized gain (loss) on investments and foreign currency transactions (5,200,141) 40,458,365 Change in net unrealized loss on investments and foreign currency transactions (163,401,799) (20,275,382) -------------- -------------- Net increase (decrease) in net assets resulting from operations $ (161,487,699) $ 26,428,835 -------------- -------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.40 and $0.32 per share, respectively) $ (5,576,145) $ (4,719,451) Class II ($0.33 and $0.26 per share, respectively) (1,596,546) (1,540,471) Net realized gain: Class I ($0.90 and $0.00 per share, respectively) (12,363,681) -- Class II ($0.90 and $0.00 per share, respectively) (4,446,023) -- -------------- -------------- Total distributions to shareowners $ (23,982,395) $ (6,259,922) -------------- -------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 40,672,011 $ 105,555,383 Shares issued in reorganization -- 55,441,058 Redemptions in kind -- (12,457,608) Reinvestment of distributions 23,982,395 6,259,948 Cost of shares repurchased (111,576,481) (195,305,515) -------------- -------------- Net decrease in net assets resulting from Portfolio share transactions $ (46,922,075) $ (40,506,734) -------------- -------------- Net decrease in net assets $ (232,392,169) $ (20,337,821) NET ASSETS: Beginning of year $ 522,289,575 $ 542,627,396 -------------- -------------- End of year $ 289,897,406 $ 522,289,575 ============== ============== Undistributed net investment income $ -- $ 4,122 ============== ============== '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 1,348,736 $ 29,151,711 3,143,089 $ 83,007,023 Redemptions in kind -- -- (485,677) (12,457,608) Reinvestment of distributions 820,959 17,939,826 180,581 4,719,477 Less shares repurchased (3,010,167) (65,289,291) (3,884,694) (101,180,009) ---------- ------------- ---------- -------------- Net decrease (840,472) $ (18,197,754) (1,046,701) $ (25,911,117) ---------- ------------- ---------- -------------- CLASS II Shares sold 570,655 $ 11,520,300 873,097 $ 22,548,360 Shares issued in reorganization -- -- 2,163,131 55,441,058 Reinvestment of distributions 275,502 6,042,569 59,350 1,540,471 Less shares repurchased (2,131,983) (46,287,190) (3,631,748) (94,125,506) ---------- ------------- ---------- -------------- Net decrease (1,285,826) $ (28,724,321) (536,170) $ (14,595,617) ========== ============= ========== ============== 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Fund VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is reasonable income and capital growth. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. At times, the Portfolio'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 Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data, in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Futures Contracts The Portfolio may enter into futures transactions to hedge against changes in interest rates, securities prices, and currency rates, or to seek to increase total return. Upon entering into a futures contract, the Portfolio is required to deposit with a broker an amount of cash or securities equal to the minimum "initial margin" requirements of the associated futures exchange. Subsequent payments for futures contracts (variation margin) are paid or received by the Portfolio, 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- depending on the daily fluctuation in the value of the contracts, and are recorded by the Portfolio as unrealized gains or losses. When the contract is closed, the Portfolio realizes a gain or loss equal to the difference between the opening and closing value of the contract. The use of futures contracts involves, to varying degrees, elements of market risk which may exceed the amounts recognized by the Portfolio. Changes in the value of the contracts may not directly correlate to the changes in the value of the underlying securities. These risks may decrease the effectiveness of the Portfolio's hedging and trading strategies and potentially result in a loss. As of December 31, 2008, the Portfolio had no open futures contracts. C. Foreign Currency Translation The books and records of the Portfolio 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. D. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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. At December 31, 2008, the Portfolio had no open forward contracts. E. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $5,159,070 of which $2,666,505 will expire in 2009 and $2,492,565 will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $2,529,974 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $704,223 to decrease paid in capital, $54,328 to decrease distributions in excess of net investment income and $649,895 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, were as follows: 16 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 7,172,774 $6,259,922 Long-term capital gain 16,809,621 -- ------------ ---------- Total distributions $ 23,982,395 $6,259,922 ============ ========== Distributable Earnings: Capital loss carryforward $ (5,159,070) Post-October loss deferred (2,529,974) Unrealized depreciation (22,121,473) ------------ Total $(29,810,517) ============ The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales. F. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Portfolio and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Portfolio shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset value attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Distributions paid by a Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution fees. Dividends and distributions to shareowners are recorded on the ex-dividend date. G. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. H. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average daily net assets. In addition, under the management and administration agreements, certain other services and costs, including 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $5,286 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $2,091 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to its Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $483 in distribution fees payable to PFD at December 31, 2008. 5. Expense Offsets Arrangements The Portfolio has entered into an expense offset arrangement with PIMSS resulting in a reduction in the Portfolio's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2008, the Portfolio's expenses were not reduced under this arrangement. 6. New Pronouncement 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 Portfolio's financial statement disclosures. 18 PIONEER VARIABLE CONTRACTS TRUST Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Fund VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Fund VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Fund VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 19 Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's Custodian operations. The Trustees and officers are listed below, together with Brown Brothers Harriman & Co. their principal occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act Independent Registered Public Accounting Firm are referred to as Interested Trustees. Trustees who are not Ernst & Young LLP interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 Principal Underwriter U.S. registered investment portfolios for which Pioneer serves as Pioneer Funds Distributor, Inc. investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Legal Counsel Massachusetts 02109. Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 20 Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ----------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ----------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ----------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ----------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ----------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ----------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 21 Pioneer Fund VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE - -------------------------------------------------------------------------------- Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board. - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board. Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - -------------------------------------------------------------------------------------------------------------------------------- 22 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 23 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 24 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 25 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 26 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 27 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 28 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 29 [Logo]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18649-03-0209 [LOGO] PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio -- Class II Shares ANNUAL REPORT December 31, 2008 PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Global High Yield VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 19 Notes to Financial Statements 23 Report of Independent Registered Public Accounting Firm 27 Trustees, Officers and Service Providers 29 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 Portfolio Diversification (As a percentage of total investment in securities) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] U.S. Corporate Bonds 81.2% Senior Floating Rate Loans 4.0% Asset Backed Securities 4.0% Convertible Corporate Bonds 3.8% Temporary Cash Investments 2.2% Foreign Government Bonds 1.8% Collateralized Mortgage Obligations 1.8% U.S. Preferred Stocks 1.0% Rights/Warrants 0.2% [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] Maturity Distribution (As a percentage of total investment in securities) <1 year 19.0% 1-3 years 24.9% 3-4 years 27.4% 4-6 years 23.7% 6-8 years 4.4% 8+ years 0.6% Five Largest Holdings (As a percentage of long-term holdings) 1. Taganka Car Loan Finance Plc, Floating Rate Note, 11/14/13 (144A) 1.63% 2. Alfa Div Payment Rights Fin, Floating Rate Note, 3/15/12 (144A) 1.48 3. GC Impsat Hldgs I Plc, 9.875%, 2/15/17 (144A) 1.45 4. First Data Corp., 9.875%, 9/24/15 (144A) 1.44 5. Altra Industrial Motion, 9.0%, 12/1/11 1.42 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class II $ 5.59 $ 9.66 Net Long-Term Distributions per Share Investment Short-Term Capital (1/1/08 - 12/31/08) Income Capital Gains Gains Class II $ 0.9377 $ - $ - - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Global High Yield VCT Portfolio at net asset value, compared to that of Merrill Lynch (ML) Global High Yield and Emerging Markets Plus Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED AS A LINE CHART IN THE PRINTED MATERIAL] Pioneer Global High Yield ML Global High Yield and VCT Portfolio Emerging Markets Plus Index 3/31/2005 $10,000 $10,000 12/31/2005 $10,586 $10,542 12/31/2006 $11,856 $11,909 12/31/2007 $12,134 $12,396 12/31/2008 $7,956 $9,499 The ML Global High Yield and Emerging Markets Plus Index tracks the performance of the below- and border-line investment-grade global debt markets denominated in the major developed market currencies. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in any Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class II - -------------------------------------------------------------------------------- Life-of-Class (3/18/05) -5.99% 1 Year -34.43% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Global High Yield VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class II -------------------------------------------------- Beginning Account Value on 7/1/08 $1,000.00 Ending Account Value on 12/31/08 $ 664.13 Expenses Paid During Period* $ 4.16 * Expenses are equal to the Portfolio's annualized expense ratio of 1.00% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Global High Yield VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class II -------------------------------------------------- Beginning Account Value on 7/1/08 $1,000.00 Ending Account Value on 12/31/08 $1,020.11 Expenses Paid During Period* $ 5.05 * Expenses are equal to the Portfolio's annualized expense ratio of 1.00% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 A Word About Risk: Investments in high yield or lower-rated securities are subject to greater-than-average risk. When interest rates rise, the prices of fixed income securities in the Portfolio will generally fall. Conversely, when interest rates fall, the prices of fixed income securities in the Portfolio will generally rise. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Prepayment risk is the chance that mortgage-backed bonds will be paid off early if falling interest rates prompt homeowners to refinance their mortgages. Forced to reinvest the unanticipated proceeds at lower interest rates, the Portfolio would experience a decline in income and lose the opportunity for additional price appreciation associated with falling interest rates. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. As a credit crisis spread from the United States to markets throughout the world and undercut the ability of major financial institutions to lend or borrow, investors grew increasingly apprehensive about credit risk during 2008. As worried investors fled to the safest and highest-quality securities they could find, the prices of high-yield corporate bonds and emerging market debt declined sharply. The following is an interview with Andrew Feltus, CFA, who discusses the performance of Pioneer Global High Yield VCT Portfolio during the 12 months ended December 31, 2008. Mr. Feltus, a member of Pioneer's Fixed Income Department, is responsible for the daily management of the Portfolio. Q: How did the Portfolio perform during 2008? A: Pioneer Global High Yield VCT Portfolio's Class II shares returned -34.54% at net asset value during the 12 months ended December 31, 2008. Over the same period, the Portfolio's benchmark, the Merrill Lynch High Yield and Emerging Markets Plus Index returned -23.38%, while the average return of the 103 variable portfolios in Lipper's High Current Yield category was -26.93% for the same 12 months. On December 31, 2008, the 30-day SEC yield of the Portfolio's Class II shares was 23.78%. Q: What was the environment like for high-yield investing in 2008? A: The market for high-yield bonds deteriorated for most of the year amid fears that the global economy was entering a recession and that lending activity would freeze up entirely. While high-yield bonds struggled in the early months of 2008, market conditions hit their nadir following the September bankruptcy filing of prominent investment bank Lehman Brothers, when virtually all institutions became hesitant to lend money. In fact, September, October and November were the worst three months on record for high-yield bond performance. The U.S. government, after declining the same support it provided to Bear Stearns for Lehman Brothers, intervened aggressively to rescue other financial institutions. The Federal Reserve Board (the Fed) slashed interest rates, bringing the target Federal funds rate effectively to zero by the end of the year, and the Treasury Department took other steps to shore up staggering financial corporations. Congress then passed a giant $700 billion rescue package that was labeled the Troubled Asset Relief Program (TARP). While TARP was originally designed to buy distressed debt securities, the Treasury Department eventually also used it to directly inject capital into financial institutions by acquiring equity-like securities. Late in the year, the TARP money also started being used to prop up the troubled automotive industry. While the U.S. economy reeled from the impacts of the credit crisis, foreign economies also felt the effects as fears spread that the economic downturn could turn into a global recession. Amid a cascading series of events that included the collapse or near-collapse of major financial institutions at home and abroad, fixed-income investors attempted to avoid credit risk whenever possible. U.S. Treasury yields fell and their prices rose as investors at times appeared willing to accept no return if they could gain the safety of the government guarantee. As high-yield corporate bonds fell in value, the yield spreads between high-yield securities and Treasuries widened substantially. Default rates on high-yield bonds rose to about 4.4% on an issuer basis and 6.2% on a value basis at the end of the year, but high-yield bond prices fell to reflect a potential default rate of 20%. Investment-grade corporate bonds also fell in value. Mortgages backed by U.S. federal agencies did not perform as well as Treasuries, but they outperformed corporate bonds, both investment-grade and high-yield. While emerging market debt also struggled, emerging market corporates performed even worse than domestic high-yield corporates. Q: What were your principal strategies in this difficult market and how did they affect the Portfolio's results? A: We emphasized domestic high-yield corporate bonds, whose prices we believed were falling to unrealistically low levels as the credit crisis intensified. At the end of the year, nearly 66% of Portfolio assets were invested in bonds of U.S.-domiciled companies. Among the Portfolio's domestic holdings, it had a very light position in automotive industry bonds. While the strategy supported the Portfolio's results for most of the year, it detracted from results in the final month when auto bonds outperformed as federal aid started moving toward the industry. We underweighted emerging market high-yield debt, but the Portfolio had a relatively large position in emerging market corporates when compared with emerging market sovereigns. The emphasis on emerging market corporates was the single largest 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- factor contributing to the Portfolio's underperformance relative to the benchmark Merrill Lynch Index. The Portfolio also had a large position in the euro early in the year, which helped support results as the European currency continued to appreciate. We later reduced that position, but the presence of any euro position was a detriment to performance during the final quarter of the year when the U.S. dollar strengthened. Over the course of the year, we responded opportunistically to extremely low prices and added positions to the Portfolio in some convertible securities and in non-agency mortgage-backed securities, where we thought there was good opportunity for price appreciation once the credit markets started to stabilize and recover. By investment rating in the high-yield universe, BB-rated securities outperformed B-rated debt, which in turn outperformed CCC-rated bonds. The Portfolio was overweight in B-rated debt and underweight in BB-rated bonds. The Portfolio was slightly underweight in CCC-rated securities. The average credit rating of Portfolio holdings was B at the end of the year. Q: What were some of the investments that most influenced the Portfolio's performance during the 12 months ended December 31, 2008? A: During a year in which virtually all high-yield investments lost value and produced negative results, some bonds held up better than the overall market. They included two Latin American corporate bonds: Corporacion Interamericana de Entretenimiento (CIE) of Mexico, which produces live entertainment shows throughout Latin America, tendered its bonds, helping support performance; and Sul America of Brazil, an insurance company, saw its bonds outperform when the company was purchased by Dutch insurer ING. Several holdings produced particularly disappointing results, including debt of two U.S. companies and one European company that entered into default. The U.S. securities were of VeraSun, a producer of ethanol for fuels, and of Land Source, a land development company based in California. The Portfolio's investment in VeraSun was secured, and so it continued to receive income after the bankruptcy filing. Land Source, which is a land-development joint venture between homebuilder Lennar and the California Public Employees' Retirement System (CALPERS), was hurt by the real estate slump in California. The European default was in the bonds of Belvedere, a liquor company that to the surprise of bondholders filed for bankruptcy protection for narrow, technical reasons. Other poor-performing securities were of two related European chemical companies, Basell and Nell. While neither filed for bankruptcy during the year, it was anticipated that a third, related company, Lyondell, a U.S.-based chemical corporation, would file for bankruptcy early in 2009. Q: What is your investment outlook? A: As we enter 2009, high-yield bonds are selling at extremely low prices, reflecting an expectation of default rates that we believe are overly pessimistic. We anticipate some increase in default rates as the economy remains soft in the first half of the year, before, we believe, stabilizing in the second half of 2009. However, we believe at current prices and yields, bond investors should be well paid as they wait for the high-yield market to recover. The major question is how long we will need to wait before the economic stimulus efforts of the federal government begin to take effect. As we wait, we will continue to be very selective while also remaining alert for potential opportunities to purchase securities selling at prices we believe have fallen to unrealistically low levels. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 Floating Principal Rate (c) Amount ($) (unaudited) Value CONVERTIBLE CORPORATE BONDS - 3.7% Materials - 0.3% Forest Products - 0.3% 40,000 Sino Forest Corp., 5.0%, 8/1/13 (144A) $ 27,200 ----------- Total Materials $ 27,200 ----------- Capital Goods - 0.8% Trading Companies & Distributors - 0.8% 150,000 Wesco Distribution, Inc., 1.750%, 11/15/26 $ 82,688 ----------- Total Capital Goods $ 82,688 ----------- Transportation - 0.4% Marine - 0.4% 80,000 Horizon Lines, 4.25%, 8/15/12 $ 41,000 ----------- Total Transportation $ 41,000 ----------- Health Care Equipment & Services - 1.2% Health Care Facilities - 0.7% 85,000 LifePoint Hospitals, Inc., 3.25%, 8/15/25 $ 61,094 15,000 LifePoint Hospitals, Inc., 3.5%, 5/15/14 10,144 ----------- $ 71,238 ----------- Health Care Services - 0.5% 100,000 Omnicare, Inc., 3.25%, 12/15/35 $ 56,125 ----------- Total Health Care Equipment & Services $ 127,363 ----------- Real Estate - 0.1% Retail Real Estate Investment Trust - 0.1% 75,000 General Growth Properties, 3.98%, 4/15/27 (144A) $ 5,719 ----------- Total Real Estate $ 5,719 ----------- Technology Hardware & Equipment - 0.1% Communications Equipment - 0.1% 100,000 Nortel Networks, 2.125%, 4/15/14 $ 14,000 ----------- Total Technology Hardware & Equipment $ 14,000 ----------- Telecommunication Services - 0.8% Wireless Telecommunication Services - 0.8% 130,000 NII Holdings, 3.125%, 6/15/12 $ 78,813 ----------- Total Telecommunication Services $ 78,813 ----------- TOTAL CONVERTIBLE CORPORATE BONDS (Cost $601,361) $ 376,783 ----------- ASSET BACKED SECURITIES - 3.8% Materials - 0.5% Steel - 0.5% 20,683 3.36 Option One Mortgage Loan Trust, Floating Rate Note, 7/25/36 $ 18,205 35,853 0.56 Option One Mortgage Trust, Floating Rate Note, 5/25/37 32,093 ----------- $ 50,298 ----------- Total Materials $ 50,298 ----------- Consumer Services - 0.6% Restaurants - 0.6% 100,000 Dunkin Brands Master Finance LLC, 8.28%, 6/20/31 (144A) $ 64,472 ----------- Total Consumer Services $ 64,472 ----------- 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Banks - 2.1% Thrifts & Mortgage Finance - 2.1% 23,725 3.08 ACE Securities Corp., 2004-HE4 M1, Floating Rate Note, 12/25/34 $ 15,023 30,000 Ace Securities Corp., 3.70875%, 4/25/35 25,307 15,799 0.93 Countrywide Asset-Backed, Floating Rate Note, 7/25/36 12,107 51,200 2.59 Lehman XS Trust., Floating Rate Note, 8/25/36 22,387 72,508 2.82 Lehman XS Trust., Floating Rate Note, 12/25/35 21,521 153,619 5.76 Taganka Car Loan Finance Plc, Floating Rate Note, 11/14/13 (144A) 118,287 ----------- $ 214,632 ----------- Total Banks $ 214,632 ----------- Diversified Financials - 0.2% Diversified Finance Services - 0.2% 40,000 3.16 Bear Stearns Asset Backed Securities, Inc., Floating Rate Note, 3/25/35 $ 23,422 ----------- Total Diversified Financials $ 23,422 ----------- TOTAL ASSET BACKED SECURITIES (Cost $488,968) $ 391,692 ----------- COLLATERALIZED MORTGAGE OBLIGATIONS - 1.7% Banks - 0.6% Thrifts & Mortgage Finance - 0.6% 24,471 2.83 Countrywide Home Loans ,Floating Rate Note, 3/25/35 $ 8,511 76,567 2.73 Luminent Mortgage Trust, Floating Rate Note, 7/25/36 11,958 65,000 T SRA R 2006-1 F, 7.5296%, 10/15/36 (144A) 19,500 47,504 2.70 WAMU Mortgage Pass-Through Certificate, Floating Rate Note, 4/25/45 22,426 ----------- $ 62,395 ----------- Total Banks $ 62,395 ----------- Diversified Financials - 0.3% Diversified Financial Services - 0.3% 22,650 2.85 DSLA 2005-AR6 2A1C, Floating Rate Note, 10/19/45 $ 9,326 45,299 2.90 DSLA 2005-AR6 2A1C, Floating Rate Note, 10/19/45 18,652 ----------- $ 27,978 ----------- Total Diversified Financials $ 27,978 ----------- Telecommunication Services - 0.8% Integrated Telecommunication Services - 0.8% 100,000 Global Tower Partners Acquisition, 7.87%, 5/15/37 $ 55,330 40,000 SBA CMBS Trust, 7.825%, 11/15/36 26,000 ----------- $ 81,330 ----------- Total Telecommunication Services $ 81,330 ----------- TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $334,230) $ 171,703 ----------- CORPORATE BONDS - 78.1% Energy - 9.8% Coal & Consumable Fuels - 0.8% 110,000 Massey Energy Co., 6.875%, 12/15/13 $ 81,400 ----------- Oil & Gas Drilling - 1.1% 89,201 DDI Holding AS, 9.3%, 1/19/12 (144A) $ 44,601 500,000 Petromena AS, 9.75%, 5/24/12 (144A) 21,606 500,000 11.65 Sevan Drilling, Floating Rate Note, 12/7/12 43,212 ----------- $ 109,419 ----------- The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Oil & Gas Equipment & Services - 0.7% 50,000 Complete Production Service, 8.0%, 12/15/16 $ 31,500 500,000 11.99 Sevan Marine ASA, Floating Rate Note, 10/24/12 (144A) 43,212 ----------- $ 74,712 ----------- Oil & Gas Exploration & Production - 5.6% 35,000 Harvest Operations Corp., 7.875%, 10/15/11 $ 25,200 50,000 Hilcorp Energy, 7.75%, 11/1/15 (144A) 35,250 130,000 Mariner Energy, Inc., 7.5%, 4/15/13 (144A) 83,200 100,000 Norse Energy ASA, 6.5%, 7/14/11 (144A) 65,000 500,000 PA Resources AB, 8.75%, 3/10/10 57,616 100,000 Parallel Petroleum Corp., 10.25%, 8/1/14 63,500 35,000 Petrohawk Energy Corp., 7.875%, 6/1/15 (144A) 25,900 40,000 PetroHawk Energy Corp., 9.125%, 7/15/13 32,400 65,000 Plains E&P Co., 7.625%, 6/1/18 44,525 105,000 Quicksilver Resources, Inc., 7.125%, 4/1/16 56,175 50,000 Range Resources Corp., 7.5%, 5/15/16 43,375 80,000 Sandridge Energy, Inc., 8.0%, 6/1/18 44,400 ----------- $ 576,541 ----------- Oil & Gas Refining & Marketing - 0.3% 90,000 Aventine Renewable Energy, 10.0%, 4/1/17 (b) $ 14,850 90,000 Verasun Energy Corp., 9.375%, 6/1/17 (b) 10,800 ----------- $ 25,650 ----------- Oil & Gas Storage & Transportation - 1.3% 70,000 Copano Energy LLC, 8.125%, 3/1/16 $ 50,750 60,000 8.38 Enterprise Products, Floating Rate Note, 8/1/66 33,000 45,000 Southern Union Co., 7.2%, 11/1/66 15,525 60,000 7.00 Teppco Partners LP, Floating Rate Note, 6/1/67 32,141 ----------- $ 131,416 ----------- Total Energy $ 999,138 ----------- Materials - 8.1% Aluminum - 1.0% 100,000 CII Carbon LLC, 11.125%, 11/15/15 $ 64,000 100,000 6.83 Noranda Aluminum Acquisition, Floating Rate Note, 5/15/15 34,000 50,000 8.58 Noranda Aluminum Holding, Floating Rate Note, 11/15/14 8,000 ----------- $ 106,000 ----------- Commodity Chemicals - 0.9% 100,000 Basell Finance Co., 8.1%, 3/15/27 (144A) $ 2,000 49,000 Georgia Gulf Corp., 10.75%, 10/15/16 11,760 100,000 Georgia Gulf Corp., 9.5%, 10/15/14 30,000 100,000 Hexion US Fin/Nova Scotia, 9.75%, 11/15/14 28,500 50,000 Nell AF Sarl, 8.375%, 8/15/15 (144A) 2,093 40,000 5.95 Nova Chemicals Corp., Floating Rate Note, 11/15/13 15,200 ----------- $ 89,553 ----------- Construction Materials - 0.5% 20,000 AGY Holding Corp., 11.0%, 11/15/14 $ 12,100 70,000 U.S. Concrete, Inc., 8.375%, 4/1/14 37,800 ----------- $ 49,900 ----------- 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Diversified Chemical - 0.2% 100,000 Ineos Group Holdings Plc, 7.875%, 2/15/16 (144A) $ 16,746 ----------- Diversified Metals & Mining - 0.6% 25,000 Freeport-McMoran Copper & Gold, 8.375%, 4/1/17 $ 20,500 65,000 New World Resources BV, 7.375%, 5/15/15 (144A) 40,818 ----------- $ 61,318 ----------- Forest Products - 0.2% 5,579 Ainsworth Lumber, 11.0%, 7/29/15 (144A) (b) $ 3,347 25,000 Sino Forest Corp., 9.125%, 8/17/11 (144A) 19,000 ----------- $ 22,347 ----------- Metal & Glass Containers - 1.2% 135,000 AEP Industries, Inc., 7.875%, 3/15/13 $ 76,275 50,000 Consol Glass, Ltd, 7.625%, 4/15/14 (144A) 41,865 ----------- $ 118,140 ----------- Paper Packaging - 1.8% 115,000 Graham Packaging Co., 9.875%, 10/15/14 $ 70,725 100,000 Graphic Packaging Co., 9.5%, 8/15/13 69,000 100,000 Pioneer Natural Resource, 10.0%, 6/1/13 48,000 ----------- $ 187,725 ----------- Paper Products - 0.9% 160,000 Exopack Holding Corp., 11.25%, 2/1/14 $ 93,600 ----------- Specialty Chemicals - 0.3% 50,000 Chemtura Corp., 6.875%, 6/1/16 $ 25,500 ----------- Steel - 0.5% 75,000 Algoma Acquisition Corp., 9.875%, 6/15/15 (144A) $ 28,500 100,000 Bulgaria Steel Finance, 12.0%, 5/4/13 10,466 25,000 Ryerson, Inc., 12.0%, 11/1/15 (144A) 15,438 ----------- $ 54,404 ----------- Total Materials $ 825,233 ----------- Capital Goods - 7.2% Building Products - 0.7% 105,000 6.722 C10 Capital SPV Ltd., Floating Rate Note, 12/31/49 $ 49,962 75,000 Industrias Unidas, 11.5%, 11/15/16 (144A) 18,750 ----------- $ 68,712 ----------- Construction & Engineering - 1.0% 105,000 Desarrollos Metropolitan, 10.875%, 5/9/17 (144A) $ 8,400 45,000 Dycom Industries, 8.125%, 10/15/15 31,725 85,000 Mastec, Inc., 7.625%, 2/1/17 63,856 ----------- $ 103,981 ----------- Construction, Farm Machinery & Heavy Trucks - 1.3% 60,000 American Railcar, 7.5%, 3/1/14 $ 39,600 15,000 Greenbrier Co., Inc., 8.375%, 5/15/15 10,669 105,000 Titan Wheel International, Inc., 8.0%, 1/15/12 77,700 ----------- $ 127,969 ----------- The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Electrical Component & Equipment - 1.0% 50,000 General Cable Corp., 1.0%, 10/15/12 $ 31,188 90,907 Ormat Funding Corp., 8.25%, 12/30/20 67,271 ----------- $ 98,459 ----------- Heavy Electrical Equipment - 1.3% 145,000 Altra Industrial Motion, 9.0%, 12/1/11 $ 137,025 ----------- Industrial Conglomerates - 0.4% 108,306 AAC Group Holding Corp., 14.75%, 10/1/12 $ 25,993 61,000 Indalex Holding, 11.5%, 2/1/14 6,863 24,000 Park-Ohio Industries, Inc., 8.375%, 11/15/14 9,840 ----------- $ 42,696 ----------- Industrial Machinery - 1.2% 120,000 Industrias Metalurgicas Pescar, 11.25%, 10/22/14 $ 54,000 100,000 Mueller Water Products, 7.375%, 6/1/17 68,000 ----------- $ 122,000 ----------- Trading Companies & Distributors - 0.3% 25,000 Glencore Funding LLC, 6.0%, 4/15/14 (144A) $ 10,120 60,000 Intcomex, Inc., 11.75%, 1/15/11 24,000 ----------- $ 34,120 ----------- Total Capital Goods $ 734,962 ----------- Commercial Services & Supplies - 0.5% Diversified Commercial Services - 0.4% 120 Msx International, 12.5%, 4/1/12 (144A) $ 48,000 ----------- Environmental & Facilities Services - 0.1% 100,000 Aleris International, Inc., 9.0%, 12/15/14 $ 6,000 2,000 Clean Harbors, Inc., 11.25%, 7/15/12 (144A) 2,005 ----------- $ 8,005 ----------- Total Commercial Services & Supplies $ 56,005 ----------- Transportation - 1.5% Air Freight & Couriers - 0.8% 110,000 Ceva Group Plc, 10.0%, 9/1/14 (144A) $ 81,538 ----------- Airlines - 0.1% 9,263 Continental Airlines, Inc., 8.499%, 5/1/11 $ 8,613 ----------- Marine - 0.2% 100,000 Blt Finance Bv, 7.5%, 5/15/14 (144A) $ 27,000 ----------- Railroads - 0.4% 45,000 TFM SA De CV, 9.375%, 5/1/12 $ 41,175 ----------- Total Transportation $ 158,326 ----------- Automobiles & Components - 1.6% Auto Parts & Equipment - 1.3% 35,000 Allison Transmission, 11.0%, 11/1/15 (144A) $ 17,150 25,000 Allison Transmission, 11.25%, 11/1/15 (144A) 9,875 175,000 Lear Corp., 8.75%, 12/1/16 50,750 70,000 Stanadyne Corp., 10.0%, 8/15/14 47,600 25,000 Tenneco Automotive, Inc., 8.625%, 11/15/14 (b) 9,500 ----------- $ 134,875 ----------- 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Tires & Rubber - 0.3% 70,000 Cooper Standard Auto, 7.0%, 12/15/12 $ 21,000 70,000 Cooper Standard Auto, 8.375%, 12/15/14 12,250 ----------- $ 33,250 ----------- Total Automobiles & Components $ 168,125 ----------- Consumer Durables & Apparel - 0.7% Homebuilding - 0.3% 60,000 Meritage Homes Corp., 6.25%, 3/15/15 $ 31,800 ----------- Housewares & Specialties - 0.4% 100,000 Yankee Acquisition Corp., 9.75%, 2/15/17 (b) $ 42,000 ----------- Total Consumer Durables & Apparel $ 73,800 ----------- Consumer Services - 2.5% Casinos & Gaming - 2.3% 150,000 Codere Finance SA, 8.25%, 6/15/15 (144A) $ 101,523 100,000 Fontainebleau Las Vegas, 10.25%, 6/15/15 (144A) 9,750 65,000 Little Traverse Bay Odawa Inn, 10.25%, 2/15/14 (144A) 40,950 50,000 8.25 Lottomatica S.p.A., Floating Rate Note, 3/31/66 (144A) 41,864 120,000 Manshantucket Pequot Tribe, 8.5%, 11/15/15 (144A) 47,100 ----------- $ 241,187 ----------- Leisure Facilities - 0.2% 30,000 Firekeepers Development Authority, 13.875%, 5/1/15 (144A) $ 18,600 ----------- Total Consumer Services $ 259,787 ----------- Media - 1.6% Broadcasting - 1.6% 50,000 CCH II LLC/CCH II Capital Corp., 10.25%, 9/15/10 $ 22,000 50,000 Intel, 11.5%, 6/16/15 (144A) 43,500 75,000 Kabel Deutschland GMBH, 10.625%, 7/1/14 66,750 20,000 Telesat Canada, 12.5%, 11/1/17 12,000 120,000 Univision Communications, 9.75%, 3/15/15 (144A) 15,000 ----------- $ 159,250 ----------- Total Media $ 159,250 ----------- Retailing - 2.4% Apparel Retail - 0.1% 50,000 10.46 EDCON Holdings Property, Ltd., Floating Rate Note, 6/15/15 (144A) $ 15,351 ----------- Distributors - 0.7% 75,000 Marfrig Overseas, Ltd., 9.625%, 11/16/16 (144A) $ 44,250 50,000 Minerva Overseas, Ltd., 9.5%, 2/1/17 (144A) 27,500 ----------- $ 71,750 ----------- Home Improvement Retail - 0.1% 35,000 Kar Holdings, Inc., 10.0%, 5/1/15 (144A) $ 11,550 ----------- Internet Retail - 0.8% 50,000 Expedia, Inc., 8.5%, 7/1/16 (144A) $ 37,250 85,000 Ticketmaster, 10.75%, 8/1/16 45,900 ----------- $ 83,150 ----------- Specialty Stores - 0.7% 100,000 Sally Holdings LLC, 10.5%, 11/15/16 $ 68,000 ----------- Total Retailing $ 249,801 ----------- The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Food & Drug Retailing - 0.6% Food Distributors - 0.6% 100,000 Arantes International, 10.25%, 6/19/13 $ 30,000 55,000 Independencia International, 9.875%, 5/15/15 (144A) 30,250 ----------- $ 60,250 ----------- Total Food & Drug Retailing $ 60,250 ----------- Food, Beverage & Tobacco - 1.1% Agricultural Products - 0.1% 10,000 American Rock Salt Co., LLC, 9.5%, 3/15/14 $ 9,050 ----------- Distillers & Vintners - 0.2% 7,108 Belvedere, 0.0%, 4/11/14 $ 2,820 46,200 Belvedere, 7.692%, 4/11/14 17,794 ----------- $ 20,614 ----------- Packaged Foods & Meats - 0.2% 30,000 Bertin Ltda, 10.25%, 10/5/16 (144A) $ 16,500 ----------- Tobacco - 0.6% 85,000 Alliance One International, Inc., 8.5%, 5/15/12 $ 62,475 ----------- Total Food, Beverage & Tobacco $ 108,639 ----------- Household & Personal Products - 0.4% Household Products - 0.4% 75,000 Central Garden & Pet Co., 9.125%, 2/1/13 (b) $ 44,250 ----------- Total Household & Personal Products $ 44,250 ----------- Health Care Equipment & Services - 4.7% Health Care Equipment - 0.9% 50,000 Accellent, Inc., 10.5%, 12/1/13 $ 34,250 50,000 Pts Acquisition, 9.75%, 4/15/17 18,142 50,000 Universal Hospital Services, 8.5%, 6/1/15 35,500 ----------- $ 87,892 ----------- Health Care Facilities - 0.4% 50,000 HCA, Inc., 9.625%, 11/15/16 $ 39,000 ----------- Health Care Services - 1.9% 100,000 Dasa Finance Corp., 8.75%, 5/29/18 (144A) $ 75,750 200,000 Surgical Care Affiliates, 8.875%, 7/15/15 (144A) 122,000 ----------- $ 197,750 ----------- Health Care Supplies - 0.8% 110,000 Biomet, Inc., 10.375%, 10/15/17 $ 86,900 ----------- Managed Health Care - 0.7% 90,000 Multiplan, Inc., 10.375% 4/15/16 (144A) $ 72,900 ----------- Total Health Care Equipment & Services $ 484,442 ----------- Pharmaceuticals & Biotechnology - 2.2% Pharmaceuticals - 2.2% 100,000 AMR Holdco/Emcar Holdco, 10.0%, 2/15/15 $ 93,000 85,000 Angiotech Pharmaceutical, 7.75%, 4/1/14 (b) 18,275 75,000 Phibro Animal Health Corp., 10.0%, 8/1/13 (144A) 60,000 70,000 Phibro Animal Health Corp., 13.0%, 8/1/14 (144A) 54,600 ----------- $ 225,875 ----------- Total Pharmaceuticals & Biotechnology $ 225,875 ----------- 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Banks - 4.6% Diversified Banks - 4.0% 150,000 ALB Finance BV, 9.375%, 4/19/28 $ 30,000 203,125 4.78 Alfa Div Payment Rights Fin, Floating Rate Note, 3/15/12 (144A) 142,890 75,000 ATF Bank JSC, 9.25%, 4/12/12 (144A)+ 51,362 35,000 Banco Macro SA, 8.5%, 2/1/17 17,150 100,000 Centercredit International, 8.625%, 1/30/14 (144A) 35,000 50,000 Sibacademfinance, 7.0%, 5/21/10 45,681 50,000 Sibacademfinance Plc, 9.0%, 5/12/09 (144A) 50,287 80,000 Turanalem Finance BV, 8.5%, 2/10/15 (144A) 34,400 ----------- $ 406,770 ----------- Thrifts & Mortgage Finance - 0.6% 100,000 Hipotecaria Su Casita SA, 8.5%, 10/4/16 (144A) $ 63,000 ----------- Total Banks $ 469,770 ----------- Diversified Financials - 4.9% Diversified Financial Services - 1.9% 50,000 8.40 Citi, Floating Rate Note, Perpetual $ 33,014 30,000 Mandra Forestry, 12.0%, 5/15/13 (144A) 15,000 60,000 Mirant JPSCO Finance, Ltd., 11.0%, 7/6/16 (144A) 45,000 100,000 TNK-BP Finance SA, 6.625%, 3/20/17 (144A) 48,000 100,000 TNK-BP Finance SA, 7.875%, 3/13/18 (144A) 50,000 ----------- $ 191,014 ----------- Investment Banking & Brokerage - 0.5% 50,000 Egidaco Investments, 18.0%, 6/24/11 $ 52,331 ----------- Multi-Sector Holding - 1.0% 125,000 Leucadia National, 8.125%, 9/15/15 $ 100,313 ----------- Specialized Finance - 1.5% 100,000 Ace Cash Express, Inc., 10.25%, 10/1/14 (144A) $ 20,000 200,000 NCO Group, Inc., 11.875%, 11/15/14 100,000 70,000 7.68 NCO Group, Inc., Floating Rate Note, 11/15/13 35,000 ----------- $ 155,000 ----------- Total Diversified Financials $ 498,658 ----------- Insurance - 3.2% Insurance Brokers - 0.7% 150,000 Hub International Holdings, 10.25%, 6/15/15 (144A) $ 66,188 25,000 Usi Holdings Corp., 9.75%, 5/15/15 (144A) 9,969 ----------- $ 76,157 ----------- Life & Health Insurance - 1.2% 125,000 Presidential Life Corp., 7.875%, 2/15/09 $ 117,656 ----------- Multi-Line Insurance - 1.3% 100,000 Liberty Mutual Group, 7.0%, 3/15/37 (144A) $ 47,688 65,000 10.75 Liberty Mutual Group, Floating Rate Note, 6/15/58 (144A) 35,750 61,981 Sul America Partecipacoe, 8.625%, 2/15/12 (144A) 54,544 ----------- $ 137,982 ----------- Total Insurance $ 331,795 ----------- The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Real Estate - 1.7% Real Estate Development - 0.5% 100,000 Greentown China Holdings, 9.0%, 11/8/13 (144A) $ 35,000 100,000 Neo-China Group Holdings, 9.75%, 7/23/14 16,000 ----------- $ 51,000 ----------- Real Estate Operating Companies - 1.2% 70,000 Alto Palermo SA, 7.875%, 5/11/17 (144A) $ 27,300 135,000 9.76 Alto Palermo SA, Floating Rate Note, 6/11/12 (144A) 56,781 90,000 Inversiones Y Rep, 8.5%, 2/2/17 (144A) 34,650 ----------- $ 118,731 ----------- Total Real Estate $ 169,731 ----------- Software & Services - 2.2% Application Software - 0.6% 50,000 Open Solutions, Inc., 9.75%, 2/15/15 (144A) $ 7,500 95,000 Vangent, Inc., 9.625%, 2/15/15 55,219 ----------- $ 62,719 ----------- Data Processing & Outsourced Services - 1.4% 230,000 First Data Corp., 9.875%, 9/24/15 (144A) $ 139,150 ----------- IT Consulting & Other Services - 0.2% 55,000 Activant Solutions, Inc., 9.5%, 5/1/16 $ 25,574 ----------- Total Software & Services $ 227,443 ----------- Technology Hardware & Equipment - 0.9% Technology Distributors - 0.9% 100,000 Da-Lite Screen Co., Inc., 9.5%, 5/15/11 $ 88,000 ----------- Total Technology Hardware & Equipment $ 88,000 ----------- Semiconductors - 0.3% Semiconductor Equipment - 0.3% 50,000 Freescale Semiconductor, 9.125%, 12/15/14 $ 11,500 55,000 6.65 Freescale Semiconductor, Floating Rate Note, 12/15/14 18,700 ----------- $ 30,200 ----------- Total Semiconductors $ 30,200 ----------- Telecommunication Services - 8.7% Integrated Telecommunication Services - 4.6% 130,000 Broadview Networks Holdings, 11.375%, 9/1/12 $ 89,700 100,000 Digicel, Ltd., 9.25%, 9/1/12 (144A) 85,000 200,000 GC Impsat Holdings I Plc, 9.872%, 2/15/17 (144A) 140,000 100,000 10.46 Nordic Telephone Company Holdings, Floating Rate Note, 5/1/16 (144A) 94,196 110,000 Paetec Holdings, 9.5%, 7/15/15 (b) 65,450 ----------- $ 474,346 ----------- Wireless Telecommunication Services - 4.1% 100,000 Cell C Pty, Ltd., 11.0%, 7/1/15 (144A) $ 84,500 80,000 Cricket Communications I, 9.375%, 11/1/14 72,000 110,000 Hughes Network System, 9.5%, 4/15/14 89,375 50,000 Mobile Telesystems Finance, 8.0%, 1/28/12 40,000 220,000 True Move Co., Ltd., 10.75%, 12/16/13 (144A) 81,400 100,000 Vip Fin, 9.125%, 4/30/18 (144A) 54,000 ----------- $ 421,275 ----------- Total Telecommunication Services $ 895,621 ----------- 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Utilities - 6.7% Electric Utilities - 2.5% 175,000 Caiua Serv Electricidad, 11.125%, 4/2/49 (144A) $ 75,250 90,000 CIA Transporte Energia, 8.875%, 12/15/16 (144A) 29,700 125,000 1.33 Power Contract Financing LLC, Floating Rate Note, 2/5/10 (144A) 101,250 70,000 TXU Energy Co., 10.25%, 11/1/15 49,700 ----------- $ 255,900 ----------- Gas Utilities - 1.0% 200,000 Transport De Gas Del Sur, 7.875%, 5/14/17 (144A) $ 104,000 ----------- Independent Power Producer & Energy Traders - 2.8% 100,000 Biofuel Energy, 19.0%, 6/7/12 $ 80,000 100,000 Intergen NV, 9.0%, 6/30/17 82,000 100,000 NRG Energy, Inc., 7.375%, 1/15/17 92,000 39,962 Tenaska Alabama, 7.0%, 6/30/21 (144A) 31,343 ----------- $ 285,343 ----------- Multi-Utilities - 0.4% 50,000 NSG Holdings LLC, 7.75%, 12/15/25 (144A) $ 39,000 ----------- Total Utilities $ 684,243 ----------- TOTAL CORPORATE BONDS (Cost $14,427,322) $ 8,003,344 ----------- FOREIGN GOVERNMENT BONDS - 1.8% 30,000 CIA Latino Americano 9.75%, 5/10/12 $ 12,000 ITL 35,000,000 Banco Nac De Desen Econo, 8.0%, 4/28/10 24,847 BRL 250,000 Republic of Brazil 12.5%, 1/5/22 111,795 COP 70,000,000 Republic of Columbia, 11.75%, 3/1/10 31,177 ----------- $ 179,819 ----------- TOTAL FOREIGN GOVERNMENT BONDS (Cost $250,810) $ 179,819 ----------- SENIOR FLOATING RATE LOAN INTERESTS - 3.9%** Materials - 0.4% Steel - 0.4% 98,500 5.4613 Niagara Corp., Term Loan, 6/29/14 $ 45,310 ----------- Total Materials $ 45,310 ----------- Capital Goods - 0.5% Aerospace & Defense - 0.5% 74,219 5.4375 Aeroflex, Inc., Tranche B-1 Term Loan, 8/15/14 $ 46,758 ----------- Total Capital Goods $ 46,758 ----------- Consumer Durables & Apparel - 0.1% Homebuilding - 0.1% 250,000 8.7500 Landsource Communities Development, Facility Loan, 2/27/14 $ 8,646 ----------- Total Consumer Durables & Apparel $ 8,646 ----------- Health Care Equipment & Services - 0.6% Health Care Services - 0.6% 99,244 3.7088 Catalent Pharma Solutions, Inc., Dollar Term Loan, 4/10/14 $ 60,291 ----------- Total Health Care Equipment & Services $ 60,291 ----------- The accompanying notes are an integral part of these financial statements. 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Technology Hardware & Equipment - 1.6% Electronic Equipment & Instruments - 1.6% 151,250 6.7013 Huawei-3Com Co., Ltd., Tranche B Term Loan, 9/28/12 $ 124,781 47,579 4.7200 Scitor Corp., Term Loan, 9/26/14 42,107 ----------- $ 166,888 ----------- Total Technology Hardware & Equipment $ 166,888 ----------- Semiconductors - 0.0% Semiconductor Equipment - 0.0% 83 7.0688 Flextronics Semiconductor, A-1-A Delayed Loan, 10/1/14 $ 53 289 6.1554 Flextronics Semiconductor, A Closing Date Loan, 10/1/14 186 ----------- $ 239 ----------- Total Semiconductors $ 239 ----------- Telecommunication Services - 0.7% Integrated Telecommunication Services - 0.7% 7,833 4.4600 Telesat Canada, Inc., U.S. Term II Loan, 10/31/14 $ 5,413 91,205 6.1043 Telesat Canada, Inc., U.S. Term I Loan, 10/31/14 63,029 ----------- $ 68,442 ----------- Total Telecommunication Services $ 68,442 ----------- TOTAL SENIOR FLOATING RATE LOAN INTERESTS (Cost $798,823) $ 396,574 ----------- PREFERRED STOCKS - 1.0% Diversified Financials - 0.3% Diversified Financial Services - 0.3% 45 Bank of America Corp., 7.25%, 12/31/49 $ 29,250 ----------- Total Diversified Financials $ 29,250 ----------- Insurance - 0.7% Life & Health Insurance - 0.7% 6,000 Delphi Financial Group, 7.376% 5/15/37 $ 72,300 ----------- Total Insurance $ 72,300 ----------- TOTAL PREFERRED STOCKS (Cost $186,415) $ 101,550 ----------- COMMON STOCK - 0.0% Materials - 0.0% Forest Products - 0.0% 1,675 Ainsworth Lumber Co., Ltd. (144A)* $ 1,366 ----------- Total Materials $ 1,366 ----------- TOTAL COMMON STOCK (Cost $16,166) $ 1,366 ----------- RIGHTS/WARRANTS - 0.2% Energy - 0.2% Oil & Gas Exploration & Production - 0.2% 100,000 Norse Energy Corp ASA* $ 16,133 ----------- Total Energy $ 16,133 ----------- Diversified Financials - 0.0% Diversified Financial Services - 0.0% 5 Mandra Forestry-CW13, Warrants Expire, 5/15/13* $ 300 ----------- Total Diversified Financials $ 300 ----------- 16 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- Floating Principal Rate (c) Amount ($) (unaudited) Value Real Estate - 0.0% Real Estate Development - 0.0% 70,000 Neo-China Group Holdings, Ltd., Warrant -CW-12* $ 2,258 ----------- Total Real Estate $ 2,258 ----------- Utilities - 0.0% Independent Power Producer & Energy Traders - 0.0% 4,706 Biofuel Energy ASA* $ -- ----------- Total Utilities $ -- ----------- TOTAL RIGHTS/WARRANTS (Cost $12,064) $ 18,691 ----------- TEMPORARY CASH INVESTMENTS - 2.1% Securities Lending Collateral - 2.1% (d) Certificates of Deposit: 4,933 Abbey National Plc, 3.15%, 8/13/09 $ 4,933 4,933 Bank of Nova Scotia, 3.21%, 5/5/09 4,933 7,884 Bank of Scotland NY, 2.92%, 6/5/09 7,884 8,880 Barclays Bank, 1.5%, 5/27/09 8,880 1,568 Calyon NY, 4.62%, 1/16/09 1,568 9,867 CBA, 4.87%, 7/16/09 9,867 8,880 DNB NOR Bank ASA NY, 3.04%, 6/5/09 8,880 9,038 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 9,038 571 NORDEA NY, 4.13%, 4/9/09 571 7,400 Royal Bank of Canada NY, 2.7%, 8/7/09 7,400 4,933 Royal Bank of Scotland, 3.06%, 3/5/09 4,933 986 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 986 9,867 Societe Generale, 3.29%, 9/4/09 9,867 8,880 Svenska Bank NY, 4.61%, 7/8/09 8,880 9,867 U.S. Bank NA, 2.25%, 8/24/09 9,867 ----------- $ 98,486 ----------- Commercial Paper: 940 BBVA U.S., 2.83%, 3/12/09 $ 940 9,867 Monumental Global Funding, Ltd., 2.5%, 8/17/09 9,867 4,933 CME Group, Inc., 2.9%, 8/6/09 4,933 4,933 General Electric Capital Corp., 2.86%, 3/16/09 4,933 9,689 American Honda Finance Corp., 4.95%, 7/14/09 9,689 9,867 HSBC Bank, Inc., 2.5%, 8/14/09 9,867 4,933 IBM, 2.39%, 9/25/09 4,933 8,880 Met Life Global Funding, 3.19%, 6/12/09 8,880 8,880 New York Life Global, 2.13%, 9/4/09 8,880 8,387 Westpac Banking Corp., 2.34%, 6/1/09 8,387 ----------- $ 71,308 ----------- Tri-party Repurchase Agreements: 21,706 Deutsche Bank, 0.25%, 1/2/09 $ 21,706 1,676 Barclays Capital Markets, 0.5%, 1/2/09 1,676 ----------- $ 23,383 ----------- Time Deposit: 9,867 BNP Paribas, 0.01%, 1/2/09 $ 9,867 ----------- The accompanying notes are an integral part of these financial statements. 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) Floating Principal Rate (c) Amount ($) (unaudited) Value Money Market Mutual Funds: 2,467 Columbia Government Reserves Fund $ 2,467 7,400 JP Morgan, U.S. Government Money Market Fund 7,400 ----------- $ 9,867 ----------- Total Securities Lending Collateral $ 212,910 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $212,910) $ 212,910 ----------- TOTAL INVESTMENT IN SECURITIES - 96.0% (Cost $17,329,069)(a) $ 9,815,564 ----------- OTHER ASSETS AND LIABILITIES - 4.0% $ 404,184 ----------- TOTAL NET ASSETS - 100.0% $10,219,748 =========== * Non-income producing security. + Investment deemed to be an affiliate of the Fund. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $3,862,112 or 37.7% of total net assets. ** Senior floating rate loan interests in which the Portfolio invests generally pay interest at rates that are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as LIBOR (London InterBank Offered Rate), (ii) the prime rate offered by one or more major United States banks, (iii) the certificate of deposit or (iv) other base lending rates used by commercial lenders. The rate shown is the coupon rate at period end. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $17,379,576 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 46,247 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (7,610,259) ------------ Net unrealized loss $ (7,564,012) ============ (b) At December 31, 2008, the following securities were out on loan: Principal Description Value 2,000 Ainsworth Lumber, 11.0%, 7/29/15 (144A) $ 1,200 82,000 Angiotech Pharmaceutical, 7.75%, 4/1/14 17,630 89,000 Aventine Renewable Energy, 10.0%, 4/1/17 14,685 74,000 Central Garden & Pet Co., 9.125%, 2/1/13 43,660 100,000 Paetec Holdings, 9.5%, 7/15/15 59,500 24,000 Tenneco Automotive, Inc., 8.625%, 11/15/14 9,120 85,000 Verasun Energy Corp., 9.375%, 6/1/17 10,200 90,000 Yankee Acquisition Corp., 9.75%, 2/15/17 37,800 -------- Total $193,795 ======== (c) Debt obligation with a variable interest rate. Rate shown is rate at period end. (d) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $4,928,248 and $4,476,895, respectively. NOTE: Principal amounts are denominated in U.S. Dollars unless otherwise denoted. BRL Brazilian Real COP Columbian Peso ITL Italian Lira Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Other Investments Financial Valuation Inputs in Securities Instruments - -------------------------------------------------------------------------------- Level 1 - Quoted Prices $ 46,749 $ - Level 2 - Other Significant Observable Inputs 9,768,815 4,909 Level 3 - Significant Unobservable Inputs - - ---------- ------ Total $9,815,564 $4,909 ========== ====== 18 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS 3/18/05 (a) Year Ended Year Ended Year Ended to Class II 12/31/08 12/31/07 12/31/06 12/31/05 Net asset value, beginning of period $ 9.66 $ 10.38 $ 10.02 $10.00 ------- ------- ------- ------ Increase from investment operations: Net investment income $ 0.83 $ 0.79 $ 0.77 $ 0.51 Net realized and unrealized gain (loss) on investments, credit default swaps and foreign currency transactions (3.96) (0.54) 0.39 0.01 ------- ------- ------- ------ Net increase (decrease) from investment operations $ (3.13) $ 0.25 $ 1.16 $ 0.52 Distributions to shareowners: Net investment income (0.94) (0.83) (0.75) (0.50) Net realized gain -- (0.14) (0.05) -- ------- ------- ------- ------ Net increase (decrease) in net asset value $ (4.07) $ (0.72) $ 0.36 $ 0.02 ------- ------- ------- ------ Net asset value, end of period $ 5.59 $ 9.66 $ 10.38 $10.02 ======= ======= ======= ====== Total return* (34.54)% 2.34% 12.00% 5.34%(b) Ratio of net expenses to average net assets 1.00% 1.00% 1.00% 0.99%** Ratio of net investment income to average net assets 9.82% 7.65% 7.56% 6.72%** Portfolio turnover rate 32% 77% 32% 26%(b) Net assets, end of period (in thousands) $10,220 $16,069 $11,646 $3,632 Ratios with no waiver of management fees and assumption of expenses by PIM: Net expenses 1.73% 1.38% 2.22% 5.65%** Net investment income 9.09% 7.27% 6.34% 2.06%** (a) The Portfolio commenced operations on March 18, 2005. (b) Not annualized. * Assumes initial investment at net asset value at the beginning of the period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. ** Annualized. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 19 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities of unaffiliated issuers, at value (including securities loaned of $193,795) (cost $17,253,548) $ 9,764,202 Investment in securities of affiliated issuers, at value (cost $75,521) 51,362 Total Investments in securities, at value (cost $17,329,069) 9,815,564 Cash 313,670 Foreign currencies, at value (cost $25,667) 17,372 Receivables - Dividends and interest 351,479 Forward foreign currency portfolio hedge contracts 4,909 Due from Pioneer Investment Management, Inc. 2,292 Other 280 ------------ Total assets $ 10,505,566 ------------ LIABILITIES: Payables - Investment securities purchased $ 115 Portfolio shares repurchased 454 Dividends 16,291 Upon return of securities loaned 212,910 Due to affiliates 198 Accrued expenses 55,850 ------------ Total liabilities $ 285,818 ------------ NET ASSETS: Paid-in capital $ 18,172,077 Distributions in excess of net investment income (70,586) Accumulated net realized loss on investments, credit default swaps and foreign currency (360,687) transactions Net unrealized loss on investments (7,513,505) Net unrealized loss on forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (7,551) ------------ Total net assets $ 10,219,748 ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class II (based on $10,219,748 / 1,828,849 shares) $ 5.59 ============ 20 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $ 12,695 Interest (net of foreign taxes withheld of $1,863) (including income from affiliates of $6,398) (including income from affiliates of $6,398) 1,543,647 Income from securities loaned, net 12,136 ------------ Total investment income $ 1,568,478 ------------ EXPENSES: Management fees $ 94,211 Transfer agent fees 1,504 Distribution fees 36,235 Administrative fees 4,347 Custodian fees 29,400 Professional fees 50,128 Printing expense 13,255 Fees and expenses of nonaffiliated trustees 5,692 Miscellaneous 15,652 ------------ Total expenses $ 250,424 Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (105,498) ------------ Net expenses $ 144,926 ------------ Net investment income $ 1,423,552 ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS CREDIT DEFAULT SWAPS, AND FOREIGN CURRENCY TRANSACTIONS: Net realized gain (loss) on: Investments $ (234,308) Credit default swaps 763 Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies 105,072 $ (128,473) ------------ ------------ Change in net unrealized (loss) on: Investments $ (6,724,707) Credit default swaps (299) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (15,612) $ (6,740,618) ------------ ------------ Net loss on investments, credit default swaps and foreign currency transactions $ (6,869,091) ------------ Net decrease in net assets resulting from operations $ (5,445,539) ============ The accompanying notes are an integral part of these financial statements. 21 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 1,423,552 $ 1,282,665 Net realized gain (loss) on investments, credit default swaps and foreign currency transactions (128,473) 177,175 Change in net unrealized (loss) on investments, credit default swaps and foreign currency transactions (6,740,618) (1,069,555) ------------ ------------- Net increase (decrease) in net assets resulting from operations $ (5,445,539) $ 390,285 ------------ ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class II ($0.94 and $0.83 per share, respectively) $ (1,625,944) $ (1,347,133) Net realized gain: Class II ($0.00 and $0.14 per share, respectively) -- $ (229,168) ------------ ------------- Total distributions to shareowners $ (1,625,944) $ (1,576,301) FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 7,041,266 $ 23,319,679 Reinvestment of distributions 1,560,308 1,508,386 Cost of shares repurchased (7,379,679) (19,218,725) ------------ ------------- Net increase in net assets resulting from Portfolio share transactions $ 1,221,895 $ 5,609,340 ------------ ------------- Net increase (decrease) in net assets $ (5,849,588) $ 4,423,324 NET ASSETS: Beginning of year 16,069,336 11,646,012 ------------ ------------- End of year $ 10,219,748 $ 16,069,336 ============ ============ Undistributed (distributions in excess of) net investment income $ (70,586) $ 11,964 ============ ============ '08 Shares '08 Amount '07 Shares '07 Amount CLASS II Shares sold 796,878 $ 7,041,266 2,264,353 $ 23,319,679 Reinvestment of distributions 207,476 1,560,308 148,663 1,508,386 Less shares repurchased (838,827) (7,379,679) (1,871,173) (19,218,725) -------- ------------ ---------- ------------- Net increase 165,527 $ 1,221,895 541,843 $ 5,609,340 ======== ============ ========== ============= 22 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Global High Yield VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), a Delaware statutory trust registered under the Investment Company Act of 1940 as a non-diversified, open-end management investment company. The investment objective of the Portfolio is to maximize total return through a combination of income and capital appreciation. The Portfolio offers one class of shares designated as Class II shares. The Portfolio commenced operations on March 18, 2005. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts, or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. Investing in foreign and/or emerging market securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. The Portfolio's prospectus contains unaudited information regarding the Portfolio's principal risks. Please refer to the document when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Portfolio 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. Fixed income securities with remaining maturity of more than 60 days are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. Valuations may be supplemented by dealers and other sources, as required. Securities for which there are no other readily available valuation methods are valued using fair value methods pursuant to procedures adopted by the Board of Trustees and may include yield equivalents or a pricing matrix. The Portfolio may also use the fair value of a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). Temporary cash investments are valued at cost which approximates market value. Credit default swaps are valued by an independent pricing service based upon valuation models incorporating default probabilities, estimated recovery rates, actual reported transactions, and other available market data. 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Discounts and premiums on debt securities are accreted or amortized daily, respectively, on a yield-to-maturity basis into interest income with a corresponding increase or decrease in the cost basis of the security. Interest income is recorded on the accrual basis, net of unrecoverable foreign taxes withheld at the applicable country rates. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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 23 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- investment transactions, or as from paid-in capital, depending on the type of book/tax differences that may exist. At December 31, 2008, the Portfolio had a net capital loss carryforward of $340,407, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $19,168 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $119,842 to decrease distributions in excess of net investment income and $119,842 to increase accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, were as follows: - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 1,625,944 $1,487,022 Long-term capital gain - 89,279 ----------- ---------- Total distributions $ 1,625,944 $1,576,301 ----------- ========== Distributable Earnings: Capital loss carryforward $ (340,407) Post-October loss deferral (19,168) Dividend payable (16,282) Unrealized depreciation (7,576,472) ----------- Total $(7,952,329) =========== - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is primarily attributable to the tax deferral of losses on wash sales, adjustments relating to the mark to market of forward currency contracts and the tax basis adjustments on defaulted bonds. C. Foreign Currency Translation The books and records of the Portfolio 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 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. D. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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 (see Note 6). E. Credit Default Swap Agreements A credit default swap is a contract between a buyer of protection and a seller of protection against a pre-defined credit event. The Portfolio may buy or sell credit default swap contracts to increase the Portfolio's income, to add leverage to the portfolio or to hedge the risk of default on portfolio securities. As a seller of protection, the Portfolio would be required to pay the notional (or other agreed-upon) value of the referenced debt obligation to the counterparty in the event of a default by a U.S. or foreign corporate issuer 24 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- of a debt obligation, which would likely result in a loss to the Portfolio. In return, the Portfolio would receive from the counterparty a periodic stream of payments during the term of the contract provided that no event of default occurred. The maximum exposure of loss to the seller would be the notional value of the credit default swaps outstanding. If no default occurs, the Portfolio would keep the stream of payments and would have no payment obligation. The Portfolio may also buy credit default swap contracts in order to hedge against the risk of default of debt securities, in which case the Portfolio would function as the counterparty referenced above. When the Portfolio enters into a credit default swap contract, one party, the protection buyer, makes an upfront or periodic payment to the protection seller in exchange for the right to receive a contingent payment. An upfront payment received by the Portfolio, as the protection seller, is recorded as a liability in the Portfolio's records. An upfront payment made by the Portfolio, as the protection buyer, is recorded as an asset in the Portfolio's records. Periodic payments received or paid by the Portfolio are recorded as realized gains or losses. The credit default swap contracts are marked-to-market daily using valuations supplied by independent sources and the resulting change in value, if any, is recorded as unrealized gain or loss. Payments received or made as a result of a credit event or upon termination of the contract are recognized, net of the appropriate amount of the upfront payment, as realized gains or losses. Credit default swap contracts involving the sale of protection may involve greater risks than if the Portfolio had invested in the referenced debt instrument directly. Credit default swap contracts are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Portfolio is a protection buyer and no credit event occurs, it will lose its investment. If the Portfolio is a protection seller and a credit event occurs, the value of the referenced debt instrument received by the Portfolio, together with the periodic payments received, may be less than the amount the Portfolio pays to the protection buyer, resulting in a loss to the Portfolio. There were no credit default swap contracts outstanding at December 31, 2008. F. Portfolio Shares The Portfolio records sales and repurchases of its portfolio shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (Unicredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Dividends and distributions to shareowners are recorded on the ex-dividend date. G. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. H. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average 25 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- daily net assets up to $500 million and 0.60% on assets over $500 million. Through May 1, 2010, PIM has agreed not to impose all or a portion of its management fee and, if necessary, to limit other ordinary operating expenses of the Portfolio to the extent required to reduce Class II expenses to 1.00% of the average daily net assets attributable to Class II shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $6 in management fees, administrative costs and certain others fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $124 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $68 in distribution fees payable to PFD at December 31, 2008. 5. Forward Foreign Currency Contracts At December 31, 2008, the Portfolio had entered into various contracts that obligate the Portfolio to deliver currencies at specified future dates. At the maturity of a contract, the Portfolio must make or take delivery of the foreign currency. Alternatively, prior to the settlement date of a portfolio hedge, the Portfolio may close out such contracts by entering into an offsetting hedge contract. Open Portfolio hedges at December 31, 2008 were as follows: - ------------------------------------------------------------------------------------------------------ Net Contracts In Exchange Settlement Unrealized Currency to Deliver For Date Value Gain - ------------------------------------------------------------------------------------------------------ EUR (European Dollar) (195,000) $276,703 1/30/09 $(271,794) $4,909 - ------------------------------------------------------------------------------------------------------ 6. Affiliated Companies The Portfolio's investments in securities managed by PIM are deemed affiliates of the Fund for financial reporting purposes. The following summarizes transactions with affiliates of the Portfolio for the year ended December 31, 2008: - -------------------------------------------------------------------------------------------------------------------------- Principal Purchases Sales Principal Net Amount (principal (principal Amount Interest Realized Affiliates 12/31/07 amount) amount) 12/31/08 Income (Loss) Gain Value - -------------------------------------------------------------------------------------------------------------------------- ATF Bank JSC, 9.25%, 4/12/12 (144A) $75,000 -- -- $75,000 $6,938 $-- $51,362 - -------------------------------------------------------------------------------------------------------------------------- 7. New Pronouncement 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. 26 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Global High Yield VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Global High Yield VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 2008, and the related statement of operations for the year then ended, and 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 Trust'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 Trust'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 Trust'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, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Global High Yield VCT Portfolio at December 31, 2008, the results of its operations for the year then ended and its 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. Ernst & Young LLP Boston, Massachusetts February 6, 2009 27 PIONEER VARIABLE CONTRACTS TRUST Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentage of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income was 55.66%. 28 Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's Custodian operations. The Trustees and officers are listed below, together with Brown Brothers Harriman & Co. their principal occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act Independent Registered Public Accounting Firm are referred to as Interested Trustees. Trustees who are not Ernst & Young LLP interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 Principal Underwriter U.S. registered investment portfolios for which Pioneer serves as Pioneer Funds Distributor, Inc. investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Legal Counsel Massachusetts 02109. Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 29 Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 30 Pioneer Global High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - -------------------------------------------------------------------------------------------------------------------------------- 31 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 32 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 33 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 34 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 35 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 36 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 37 Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18679-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Growth Opportunities VCT Portfolio -- Class I Shares ANNUAL REPORT December 31, 2008 PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Table of Contents Pioneer Growth Opportunities VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 10 Notes to Financial Statements 14 Report of Independent Registered Public Accounting Firm 17 Trustees, Officers and Service Providers 18 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] U.S. Common Stocks 80.6% Temporary Cash Investments 16.6% Depositary Receipts for International Stocks 1.5% Exchange Traded Fund 1.3% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] Health Care 24.5% Information Technology 23.3% Industrials 17.4% Consumer Discretionary 11.2% Energy 8.3% Consumer Staples 5.3% Materials 4.0% Financials 4.0% Utilities 2.0% Five Largest Holdings (As a percentage of equity holdings) 1. QUANTA Services, Inc. 2.41% 2. Exterran Holdings, Inc. 2.35 3. Priceline.com, Inc. 2.25 4. KBR, Inc. 2.04 5. Advanced Magnetics, Inc. 2.02 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 13.24 $ 22.44 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ - $ - $ 1.7962 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Growth Opportunities VCT Portfolio at net asset value, compared to that of the Russell 2000 Growth Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA IS REPRESENTED AS A LINE CHART IN THE PRINTED MATERIAL.] Pioneer Growth Opportunities Russell 2000 VCT Portfolio, Class I Growth Index 12-98 10,000 10,000 10,563 14,309 12-00 9,912 11,100 11,810 10,075 12-02 7,361 7,026 10,522 10,437 12-04 12,871 11,931 13,731 12,426 12-06 14,500 14,084 13,941 15,077 12-08 8,993 9,266 The Russell 2000 Growth Index is an unmanaged measure of the performance of U.S. small-cap growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns do not reflect any fees, expenses or sales charges. You cannot invest directly in the Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 10 Years -1.06% 5 Years -3.09% 1 Year -35.49% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Growth Opportunities VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I -------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 714.55 Expenses Paid During Period* $ 3.66 * Expenses are equal to the Portfolio's annualized expense ratio of 0.85% for Class I shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Growth Opportunities VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I -------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.86 Expenses Paid During Period* $ 4.32 * Expenses are equal to the Portfolio's annualized expense ratio of 0.85% for Class I shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- A Word About Risk: Investments in small companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. The Portfolio may invest a substantial amount of its assets in issuers located in a limited number of countries and therefore is more susceptible to adverse developments affecting those countries. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. In the following interview, Brian Stack, portfolio manager of Pioneer Growth Opportunities VCT Portfolio, discusses the factors that influenced performance during the 12-month period ended December 31, 2008. Q: How did the Portfolio perform in 2008? A: The past year was extremely difficult for investors, as the U.S. market endured one of the worst years in its history. The Portfolio's benchmark, the Russell 2000 Growth Index, returned -38.54% over the 12 months ended December 31, 2008, while the Class I shares of the Pioneer Growth Opportunities VCT Portfolio returned -35.49% at net asset value. During the same 12-month period, the average return for the 102 Small Cap Growth variable portfolios tracked by Lipper, Inc., was -41.12%. The Portfolio's performance was helped by stock selection in the consumer discretionary and health care sectors, but selection in industrials and energy detracted. Among the major contributors were the medical device maker Thoratec, the food supplier American Italian Pasta, and the drug maker Cubist Pharmaceuticals. Key detractors included the industrial filtration supplier Polypore International, the coal miner Alpha Natural Resources, and the investment manager Affiliated Managers Group. Q: Your team took over management of the Portfolio on September 2, 2008. How would you describe your approach? A: When we took over as managers, we did so with a mandate to apply a purely fundamental, bottom-up stock-picking strategy. This research-based approach employs the style known as "GARP," which stands for "growth at a reasonable price." We focus on growth companies whose stock prices do not fairly reflect their underlying growth potential and risk profile. These inefficiently priced stocks typically fall into one of three categories: unseasoned companies that have not yet drawn the widespread appreciation of investors, companies that are known but not well understood by investors, and companies whose difficulties may have been overly discounted into their share price. We would expect to maintain 80 to 100 holdings in the Portfolio on average, a reduction from the previous number of Portfolio holdings, which averaged about 200 or more individual positions. We look for growth companies that have exceptional secular or cyclical growth prospects. "Secular" growers typically offer unique and innovative products addressing a poorly served market need, while "cyclical" growers are usually more mature companies that can still generate growth due to imbalances in the supply/demand fundamentals that are characteristic of their industry. Typically, we would expect the Portfolio to be more heavily exposed to ideas in the secular growth category. One such company is Priceline. Although the travel industry is experiencing severe weakness, Priceline is expanding its geographic footprint into Europe, which represents a relatively fragmented marketplace for travel-related services. In the United States, the company's "name your own price" approach is allowing hoteliers, airlines and auto rental companies to sell excess inventory. Priceline is gaining market share, and we believe the stock - which gained ground in the fourth quarter of 2008 - can continue to perform well in 2009. Another example of the type of company in which we invest is Grand Canyon Education, which provides online degree programs in education, business and 4 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- healthcare. For-profit education companies are capturing a growing share of the market for post-secondary education. They also tend to do well when the economy weakens, since consumers frequently return to school to develop new skills and credentials. We purchased the stock at its initial public offering on November 22, 2008, and it rose approximately 60% by year-end. American Italian Pasta (AIPC), a supplier of dry pasta products to retailers and institutional food service providers, also helps illustrate our investment style. We see AIPC as a good business whose stock was unfairly discounted due to transitional difficulties. With new management in place and an accounting controversy resolved, the company is prospering as consumers "trade down" to less expensive fare and as retailers devote greater shelf space to more profitable private label products. It should be evident from the stocks mentioned above that our Portfolio can be fairly eclectic. In our view, this helps illustrate the benefit of a pure bottom-up approach. Without being constrained by the need to maintain certain sector weightings, we are able to construct a Portfolio of what we believe are the very best growth opportunities in the small-cap asset class. Q: What are your thoughts on the year ahead? A: Expecting that the economic backdrop will remain challenging in 2009, we are not counting on macroeconomic tailwinds as a driver of the Portfolio's performance during the year ahead. We believe, however, that recent events have created opportunities for proficient stock-pickers. According to Merrill Lynch, 2008 brought the worst performance for small-cap stocks since 1973. The market action resulted in a massive selloff process, where virtually all stocks plunged without regard for company-specific fundamentals. This has created what we feel is a rare opportunity to purchase compelling, bottom-up growth stories at very attractive valuations. Finding such stocks will be the focal point of our efforts during the year ahead. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 96.2% Energy - 8.1% Coal & Consumable Fuels - 1.4% 105,200 Foundation Coal Holdings, Inc. $ 1,474,904 ----------- Oil & Gas Equipment & Services - 2.9% 22,704 Bristow Group, Inc.* $ 608,240 114,000 Exterran Holdings, Inc.*(b) 2,428,200 ----------- $ 3,036,440 ----------- Oil & Gas Exploration & Production - 3.8% 48,200 Carrizo Oil & Gas, Inc.*(b) $ 776,020 43,100 Comstock Resources, Inc.*(b) 2,036,475 54,700 Concho Resources, Inc.* 1,248,254 ----------- $ 4,060,749 ----------- Total Energy $ 8,572,093 ----------- Materials - 4.0% Diversified Metals & Mining - 1.7% 205,200 Titanium Metals Corp. (b) $ 1,807,812 ----------- Gold - 1.4% 29,100 Agnico Eagle Mines, Ltd. (b) $ 1,493,703 ----------- Steel - 0.9% 35,100 Cliffs Natural Resources, Inc. $ 898,911 ----------- Total Materials $ 4,200,426 ----------- Capital Goods - 12.3% Aerospace & Defense - 3.4% 8,400 Alliant Techsystems, Inc.*(b) $ 720,384 190,400 Hexcel Corp.* 1,407,056 37,500 Orbital Sciences Corp.* 732,375 19,100 Stanley, Inc.* 691,802 ----------- $ 3,551,617 ----------- Construction & Engineering - 4.3% 138,800 KBR, Inc. $ 2,109,760 125,500 Quanta Services, Inc.* 2,484,900 ----------- $ 4,594,660 ----------- Electrical Component & Equipment - 1.8% 255,800 Polypore International, Inc.* $ 1,933,848 ----------- Industrial Conglomerates - 2.2% 178,300 McDermott International, Inc.* $ 1,761,604 23,000 Otter Tail Corp. (b) 536,590 ----------- $ 2,298,194 ----------- Industrial Machinery - 0.6% 262,300 Flow International Corp.* $ 634,766 ----------- Total Capital Goods $13,013,085 ----------- Commercial Services & Supplies - 4.1% Diversified Support Services - 1.1% 47,900 Iron Mountain, Inc.* $ 1,184,567 ----------- Shares Value Environmental & Facilities Services - 3.0% 44,700 Rollins, Inc. (b) $ 808,176 21,600 Stericycle, Inc.* 1,124,928 40,000 Waste Connections, Inc.*(b) 1,262,800 ----------- $ 3,195,904 ----------- Total Commercial Services & Supplies $ 4,380,471 ----------- Transportation - 0.5% Marine - 0.5% 112,000 American Commercial Lines, Inc.*(b) $ 548,800 ----------- Total Transportation $ 548,800 ----------- Consumer Durables & Apparel - 1.1% Apparel, Accessories & Luxury Goods - 0.8% 41,700 The Warnaco Group, Inc.* $ 818,571 ----------- Leisure Products - 0.3% 86,800 Leapfrog Enterprises, Inc.*(b) $ 303,800 ----------- Total Consumer Durables & Apparel $ 1,122,371 ----------- Consumer Services - 5.6% Casinos & Gaming - 0.8% 35,100 Bally Technologies, Inc.*(b) $ 843,453 ----------- Education Services - 4.8% 21,100 American Public Education, Inc.* $ 784,709 29,300 Career Education Corp.* 525,642 15,500 DeVry, Inc. 889,855 100,821 Grand Canyon Education, Inc.* 1,893,418 10,700 ITT Educational Services, Inc.* 1,016,286 ----------- $ 5,109,910 ----------- Total Consumer Services $ 5,953,363 ----------- Retailing - 4.3% Apparel Retail - 1.6% 26,000 Gymboree Corp.*(b) $ 678,340 31,800 Ross Stores, Inc. 945,414 ----------- $ 1,623,754 ----------- General Merchandise Stores - 0.5% 50,300 99 Cents Only Stores* $ 549,779 ----------- Internet Retail - 2.2% 31,500 Priceline.com, Inc.*(b) $ 2,319,975 ----------- Total Retailing $ 4,493,508 ----------- Food, Beverage & Tobacco - 3.8% Brewers - 0.7% 24,900 Boston Beer Co.*(b) $ 707,160 ----------- Packaged Foods & Meats - 1.8% 87,775 American Italian Pasta Co.*(b) $ 1,960,894 ----------- 6 The accompanying notes are an integral part of these financial statements. Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Soft Drinks - 1.3% 41,700 Hansen Natural Corp.* $ 1,398,201 ----------- Total Food, Beverage & Tobacco $ 4,066,255 ----------- Household & Personal Products - 1.3% Household Products - 1.3% 24,900 Church & Dwight Co., Inc. $ 1,397,388 ----------- Total Household & Personal Products $ 1,397,388 ----------- Health Care Equipment & Services - 13.3% Health Care Equipment - 8.8% 64,500 Abiomed, Inc.*(b) $ 1,059,090 74,200 Cryolife, Inc.* 720,482 233,200 DexCom, Inc.*(b) 643,632 36,100 IDEXX Laboratories, Inc.*(b) 1,302,488 112,200 Insulet Corp.*(b) 866,184 16,500 Masimo Corp.*(b) 492,195 13,800 NuVasive, Inc.*(b) 478,170 41,800 Quidel Corp.* 546,326 51,200 Thoratec Corp.* 1,663,488 40,200 Vnus Medical Technologies, Inc.* 652,044 39,900 Wright Medical Group, Inc.*(b) 815,157 ----------- $ 9,239,256 ----------- Health Care Services - 4.1% 17,900 Almost Family, Inc.*(b) $ 805,142 38,600 Catalyst Health Solutions, Inc.* 939,910 13,600 Genoptix, Inc.* 463,488 18,300 Lhc Group, Inc.* 658,800 54,700 Lincare Holdings Inc.* 1,473,071 ----------- $ 4,340,411 ----------- Health Care Supplies - 0.4% 24,200 Inverness Medical Innovations, Inc.* $ 457,622 ----------- Total Health Care Equipment & Services $14,037,289 ----------- Pharmaceuticals & Biotechnology - 10.7% Biotechnology - 3.5% 17,100 Alexion Pharmaceuticals, Inc.* $ 618,849 57,400 BioMarin Pharmaceutical, Inc.*(b) 1,021,720 64,100 Cubist Pharmaceuticals, Inc.*(b) 1,548,656 7,100 Myriad Genetics, Inc.*(b) 470,446 ----------- $ 3,659,671 ----------- Life Sciences Tools & Services - 3.9% 58,263 Advanced Magnetics, Inc.*(b) $ 2,088,729 155,200 Parexel International Corp.* 1,506,992 7,500 Techne Corp. 483,900 ----------- $ 4,079,621 ----------- Shares Value Pharmaceuticals - 3.3% 232,656 Cardiome Pharma Corp.*(b) $ 1,058,585 38,400 Endo Pharmaceuticals Holdings, Inc.* 993,792 113,200 ViroPharma, Inc.*(b) 1,473,864 ----------- $ 3,526,241 ----------- Total Pharmaceuticals & Biotechnology $11,265,533 ----------- Diversified Financials - 2.4% Consumer Finance - 1.4% 98,385 Ezcorp, Inc.* $ 1,496,436 ----------- Specialized Finance - 1.0% 59,600 MSCI, Inc.* $ 1,058,496 ----------- Total Diversified Financials $ 2,554,932 ----------- Software & Services - 15.2% Application Software - 6.2% 82,000 Informatica Corp.* $ 1,125,860 120,600 Lawson Software, Inc.* 571,644 12,800 MicroStrategy, Inc.* 475,264 49,300 Net 1 UEPS Technologies, Inc.* 675,410 66,600 Quest Software, Inc.* 838,494 42,200 Synopsys, Inc.* 781,544 47,267 The Ultimate Software Group, Inc.*(b) 690,098 274,700 TIBCO Software, Inc.*(b) 1,425,693 ----------- $ 6,584,007 ----------- Data Processing & Outsourced Services - 1.0% 52,100 Neustar, Inc.* $ 996,673 ----------- Internet Software & Services - 3.3% 160,800 Comscore, Inc.* $ 2,050,200 104,700 Marchex, Inc.* 610,401 116,300 Skillsoft Plc* 830,382 ----------- $ 3,490,983 ----------- IT Consulting & Other Services - 2.9% 19,300 Forrester Research, Inc.*(b) $ 544,453 37,600 Gartner Group, Inc.* 670,408 167,400 Sapient Corp.* 743,256 117,200 Satyam Computer Services, Ltd.* 1,059,488 ----------- $ 3,017,605 ----------- Systems Software - 1.8% 13,700 Quality Systems, Inc. (b) $ 597,594 100,800 Red Hat, Inc.* 1,332,575 $ 1,930,169 ----------- Total Software & Services $16,019,437 ----------- Technology Hardware & Equipment - 3.3% Communications Equipment - 1.0% 46,200 F5 Networks, Inc.* $ 1,056,132 ----------- The accompanying notes are an integral part of these financial statements. 7 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Computer Hardware - 0.9% 61,800 Teradata Corp.* $ 916,494 ------------ Electronic Components - 0.7% 41,900 Digital Theater Systems, Inc.*(b) $ 768,865 ------------ Electronic Equipment & Instruments - 0.7% 114,300 L-1 Identity Solutions, Inc.* $ 770,382 ------------ Total Technology Hardware & Equipment $ 3,511,873 ------------ Semiconductors - 4.3% Semiconductor Equipment - 2.4% 53,600 MEMC Electronic Materials, Inc.* $ 765,408 142,300 Teradyne, Inc.* 600,506 103,500 Tessera Technologies, Inc.* 1,229,580 ------------ $ 2,595,494 ------------ Semiconductors - 1.9% 50,700 Actel Corp.* $ 594,204 120,200 Maxim Integrated Products, Inc. 1,372,684 $ 1,966,888 ------------ Total Semiconductors $ 4,562,382 ------------ Utilities - 1.9% Electric Utilities - 0.6% 15,300 ITC Holdings Corp. $ 668,304 ------------ Independent Power Producer & Energy Traders - 1.3% 82,400 Calpine Corp.* $ 599,872 23,800 Ormat Technologies, Inc. (b) 758,506 $ 1,358,378 ------------ Total Utilities $ 2,026,682 ------------ TOTAL COMMON STOCKS (Cost $107,402,902) $101,725,888 ------------ EXCHANGE TRADED FUNDS - 1.5% Diversified Financials - 1.5% Diversified Financial Services - 1.5% 20,800 iShares Russell 2000 Growth Exchange Traded Fund $ 1,057,888 16,500 iShares Russell Micro Exchange Traded Fund 525,525 ------------ $ 1,583,413 ------------ Total Diversified Financials $ 1,583,413 ------------ TOTAL EXCHANGE TRADED FUNDS (Cost $1,554,519) $ 1,583,413 ------------ Principal Amount Value TEMPORARY CASH INVESTMENTS - 19.5% Securities Lending Collateral - 19.5% (c) Certificates of Deposit: $ 476,559 Abbey National Plc, 3.15%, 8/13/09 $ 476,559 476,494 Bank of Nova Scotia, 3.21%, 5/5/09 476,494 761,578 Bank of Scotland NY, 2.92%, 6/5/09 761,578 857,807 Barclays Bank, 1.5%, 5/27/09 857,807 151,516 Calyon NY, 4.62%, 1/16/09 151,516 953,118 CBA, 4.87%, 7/16/09 953,118 857,807 DNB NOR Bank ASA NY, 3.04%, 6/5/09 857,807 873,056 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 873,056 55,206 NORDEA NY, 4.13%, 4/9/09 55,206 714,839 Royal Bank of Canada NY, 2.7%, 8/7/09 714,839 476,559 Royal Bank of Scotland, 3.06%, 3/5/09 476,559 95,268 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 95,268 953,118 Societe Generale, 3.29%, 9/4/09 953,118 857,807 Svenska Bank NY, 4.61%, 7/8/09 857,807 953,118 U.S. Bank NA, 2.25%, 8/24/09 953,118 ------------ $ 9,513,850 ------------ Commercial Paper: 90,822 BBVA U.S., 2.83%, 3/12/09 $ 90,822 953,118 Monumental Global Funding, Ltd., 2.5%, 8/17/09 953,118 476,559 CME Group, Inc., 2.9%, 8/6/09 476,559 476,509 General Electric Capital Corp., 2.86%, 3/16/09 476,509 935,962 American Honda Finance Corp., 4.95%, 7/14/09 935,962 953,118 HSBC Bank, Inc., 2.5%, 8/14/09 953,118 476,559 IBM, 2.39%, 9/25/09 476,559 857,807 Met Life Global Funding, 3.19%, 6/12/09 857,807 857,807 New York Life Global, 2.13%, 9/4/09 857,807 810,151 Westpac Banking Corp., 2.34%, 6/1/09 810,151 ------------ $ 6,888,412 ------------ Tri-party Repurchase Agreements: 2,096,861 Deutsche Bank, 0.25%, 1/2/09 $ 2,096,861 161,916 Barclays Capital Markets, 0.5%, 1/2/09 161,916 ------------ $ 2,258,776 ------------ Time Deposit: 953,118 BNP Paribas, 0.01%, 1/2/09 $ 953,118 ------------ Money Market Mutual Funds: 238,280 Columbia Government Reserves Fund $ 238,280 714,839 JP Morgan, U.S. Government Money Market Fund 714,839 ------------ $ 953,118 ------------ Total Securities Lending Collateral $ 20,567,275 ------------ 8 The accompanying notes are an integral part of these financial statements. Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Value TOTAL TEMPORARY CASH INVESTMENTS (Cost $20,567,275) $ 20,567,275 ------------ TOTAL INVESTMENT IN SECURITIES - 117.2% (Cost $129,524,696)(a) $123,876,576 ------------ OTHER ASSETS AND LIABILITIES - (17.2)% $(18,210,719) ------------ TOTAL NET ASSETS - 100.0% $105,665,857 ============ * Non-income producing security. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $131,201,015 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 8,082,946 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (15,407,385) ----------- Net unrealized loss $(7,324,439) =========== (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 40,300 Abiomed, Inc. * $ 661,726 30,100 Advanced Magnetics, Inc. * 1,079,085 11,000 Agnico Eagle Mines, Ltd. 564,630 5,000 Alliant Techsystems, Inc. * 428,800 16,000 Almost Family, Inc. * 719,680 15,300 American Commercial Lines, Inc. * 74,970 10,000 American Italian Pasta Co. * 223,400 27,000 Bally Technologies, Inc. * 648,810 36,600 BioMarin Pharmaceutical, Inc. * 651,480 6,900 Boston Beer Co. * 195,960 3,000 Cardiome Pharma Corp. * 13,650 35,400 Carrizo Oil & Gas, Inc. * 569,940 4,200 Comstock Resources, Inc. * 198,450 63,000 Cubist Pharmaceuticals, Inc. * 1,522,080 26,000 DexCom, Inc. * 71,760 35,000 Digital Theater Systems, Inc. * 642,250 110,900 Exterran Holdings, Inc. * 2,362,170 10,000 Forrester Research, Inc. * 282,100 20,500 Gymboree Corp. * 534,845 35,000 IDEXX Laboratories, Inc. * 1,262,800 111,000 Insulet Corp. * 856,920 4,000 Leapfrog Enterprises, Inc. * 14,000 4,000 Masimo Corp. * 119,320 6,100 Myriad Genetics, Inc. * 404,186 13,100 NuVasive, Inc. * 453,915 29,800 Omrix Biopharmaceuticals, Inc.** 744,702 22,300 Ormat Technologies, Inc. 710,701 6,000 Otter Tail Corp. 139,980 2,000 Priceline.com, Inc. * 147,300 11,000 Quality Systems, Inc. 479,820 5,000 Rollins, Inc. 90,400 37,600 The Ultimate Software Group, Inc. * 548,960 67,000 TIBCO Software, Inc. * 347,730 11,000 Titanium Metals Corp. 96,910 100,000 ViroPharma, Inc. * 1,302,000 22,000 Waste Connections, Inc. * 694,540 22,900 Wright Medical Group, Inc. * 467,847 ----------- Total $20,327,817 =========== ** Pending sale at 12/31/08. (c) Security lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $344,135,214 and $373,526,309, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------- Level 1 - Quoted Prices $103,309,301 Level 2 - Other Significant Observable Inputs 20,567,275 Level 3 - Significant Unobservable Inputs - ------------ Total $123,876,576 ============ The accompanying notes are an integral part of these financial statements. 9 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year End Year End Class I 12/31/08 12/31/07 Net asset value, beginning of period $ 22.44 $ 26.79 -------- ------- Increase (decrease) from investment operations: Net investment loss $ (0.00)(b) $ (0.07) Net realized and unrealized gain (loss) on investments (7.40) (0.53) --------- ------- Net increase (decrease) from investment operations $ (7.40) $ (0.60) Distributions to shareowners: Net realized gain (1.80) (3.75) --------- ------- Net increase (decrease) in net asset value $ (9.20) $ (4.35) --------- ------- Net asset value, end of period $ 13.24 $ 22.44 --------- ------- Total return* (35.49)% (3.86)% Ratio of net expenses to average net assets+ 0.85% 0.81% Ratio of net investment loss to average net assets+ (0.04)% (0.25)% Portfolio turnover rate 231% 119% Net assets, end of period (in thousands) $ 105,666 $204,629 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.91% 0.81% Net investment loss (0.10)% (0.25)% Year End Year End Year End Class I 12/31/06 12/31/05 12/31/04 (a) Net asset value, beginning of period $ 25.37 $ 23.78 $ 19.44 ------- ------- ------- Increase (decrease) from investment operations: Net investment loss $ (0.01) $ (0.01) $ (0.01) Net realized and unrealized gain (loss) on investments 1.43 1.60 4.35 ------- ------- ------- Net increase (decrease) from investment operations $ 1.42 $ 1.59 $ 4.34 Distributions to shareowners: Net realized gain -- -- -- ------- ------- ------- Net increase (decrease) in net asset value $ 1.42 $ 1.59 $ 4.34 ------- ------- ------- Net asset value, end of period $ 26.79 $ 25.37 $ 23.78 ------- ------- ------- Total return* 5.60% 6.69% 22.33% Ratio of net expenses to average net assets+ 0.79% 0.79% 0.81% Ratio of net investment loss to average net assets+ (0.05)% (0.02)% (0.06)% Portfolio turnover rate 105% 75% 19% Net assets, end of period (in thousands) $276,947 $323,945 $383,468 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.82% 0.80% 0.81% Net investment loss (0.08)% (0.03)% (0.06)% * 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. (a) Effective August 2, 2004, PIM became the sub-adviser of the Fund and subsequently became the adviser on December 10, 2004. (b) Amount rounds to less than one cent per share. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $20,327,817) (cost $129,524,696) $ 123,876,576 Cash 1,891,271 Receivables - Investment securities sold 1,307,376 Portfolio shares sold 40,233 Dividends and interest 16,826 Due from Pioneer Investment Management, Inc. 50,228 ------------- Total assets $ 127,182,510 ------------- LIABILITIES: Payables - Investment securities purchased $ 792,589 Portfolio shares repurchased 64,434 Upon return of securities loaned 20,567,275 Due to affiliates 2,330 Accrued expenses 90,025 ------------- Total liabilities $ 21,516,653 ------------- NET ASSETS: Paid-in capital $ 162,644,969 Accumulated net realized loss on investments (51,330,992) Net unrealized loss on investments (5,648,120) ------------- Total net assets $ 105,665,857 ------------- NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $105,665,857/7,978,393 shares) $ 13.24 ------------- The accompanying notes are an integral part of these financial statements. 11 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $ 690,791 Interest 141,526 Income from securities loaned, net 404,696 ---------- Total investment income $ 1,237,013 ------------- EXPENSES: Management fees $1,132,613 Transfer agent fees 1,504 Administrative fees 45,903 Custodian fees 90,452 Professional fees 53,125 Printing expense 28,016 Fees and expenses of nonaffiliated trustees 6,737 Miscellaneous 26,658 ---------- Total expenses $ 1,385,008 Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (84,474) ------------- Net expenses $ 1,300,534 ------------- Net investment loss $ (63,521) ------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $ (51,167,020) ------------- Change in net unrealized loss on investments $ (14,003,561) ------------- Net loss on investments $ (65,170,581) ------------- Net decrease in net assets resulting from operations $ (65,234,102) ============= 12 The accompanying notes are an integral part of these financial statements. Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment loss $ (63,521) $ (632,805) Net realized gain (loss) on investments (51,167,020) 18,397,160 Change in net unrealized loss on investments (14,003,561) (24,194,241) ------------- ------------- Net decrease in net assets resulting from operations $ (65,234,102) $ (6,429,886) ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net realized gain: Class I ($1.80 and $3.75 per share, respectively) $ (14,795,360) $ (34,465,790) ------------- ------------- Total distributions to shareowners $ (14,795,360) $ (34,465,790) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 8,384,289 $ 11,103,410 Reinvestment of distributions 14,795,360 34,465,317 Cost of shares repurchased (42,113,113) (76,991,199) ------------- ------------- Net decrease in net assets resulting from Portfolio share transactions $ (18,933,464) $ (31,422,472) ------------- ------------- Net decrease in net assets $ (98,962,926) $ (72,318,148) NET ASSETS: Beginning of year 204,628,783 276,946,931 ------------- ------------- End of year $ 105,665,857 $ 204,628,783 ------------- ------------- '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 475,761 $ 8,384,289 436,051 $ 11,103,410 Reinvestment of distributions 769,001 14,795,360 1,359,578 34,465,317 Less shares repurchased (2,384,264) (42,113,113) (3,013,945) (76,991,199) ---------- ------------- ---------- ------------- Net decrease (1,139,502) $ (18,933,464) (1,218,316) $ (31,422,472) ========== ============= ========== ============= The accompanying notes are an integral part of these financial statements. 13 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Growth Opportunities VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek growth of capital. The Portfolio offers one class of shares designated as Class I shares. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. Investments in small companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. The Portfolio may invest a substantial amount of its assets in issuers located in a limited number of countries and therefore is more susceptible to adverse developments affecting those countries. The Portfolio's prospectus contains unaudited information regarding the Portfolio's principal risks. Please refer to that document when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements, which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. 14 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- At December 31, 2008, the Portfolio had a net capital loss carryforward of $36,028,000, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $13,646,856 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $76,957 to decrease paid in capital, $63,521 to decrease accumulated net investment loss and $13,436 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 ----------------- -------------- Distributions paid from: Long-term capital gain $ 14,795,360 $34,465,790 ------------ ----------- Total distributions $ 14,795,360 $34,465,790 ============ =========== Distributable Earnings: Capital loss carryforward $(36,028,000) Post-October loss deferred (13,626,673) Unrealized depreciation (7,324,439) ------------ Total $(56,979,112) ============ The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales. C. Futures Contracts The Portfolio may enter into futures transactions to hedge against changes in interest rates, securities prices, and currency rates or to seek to increase total return. Upon entering into a futures contract, the Portfolio is required to deposit with a broker an amount of cash or securities equal to the minimum "initial margin" requirements of the associated futures exchange. Subsequent payments for futures contracts (variation margin) are paid or received by the Portfolio, depending on the daily fluctuation in the value of the contracts, and are recorded by the Portfolio as unrealized gains or losses. When the contract is closed, the Portfolio realizes a gain or loss equal to the difference between the opening and closing value of the contract. The use of futures contracts involves, to varying degrees, elements of market risk which may exceed the amounts recognized by the Portfolio. Changes in the value of the contracts may not directly correlate to the changes in the value of the underlying securities. These risks may decrease the effectiveness of the Portfolio's hedging and trading strategies and potentially result in a loss. As of December 31, 2008, the Portfolio had no open futures contracts. D. Foreign Currency Translation The books and records of the Portfolio 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 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. E. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio records realized gains and losses at the time a portfolio hedge is offset by entry into a closing 15 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- 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. F. Portfolio Shares The Portfolio records sales and repurchases of its Portfolio shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit) $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Dividends and distributions to shareowners are recorded on the ex-dividend date. G. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. H. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated at the annual rate of 0.74% of the Portfolio's average daily net assets. Effective May 1, 2007, PIM has agreed not to impose all or a portion of its management fee and to assume other operating expenses of the Portfolio to the extent necessary to limit Class I expenses to 0.85% of the average daily net assets attributable to Class I shares. This expense limitation is in effect through May 1, 2010. Prior to May 1, 2007, PIM agreed not to impose all or a portion of its management fee and to assume other operating expenses of the Portfolio to the extent necessary to limit Class I expenses to 0.79% of the average daily net assets attributable to Class I shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $2,162 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $168 in transfer agent fees payable to PIMSS at December 31, 2008. 4. New Pronouncement 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. 16 Pioneer Growth Opportunities VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Growth Opportunities VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Growth Opportunities VCT Portfolio, one of the portfolios constituting Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Growth Opportunities VCT Portfolio at December 31, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/Ernst & Young LLP Boston, Massachusetts February 6, 2009 17 Pioneer Growth Opportunities VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's operations. The Custodian Trustees and officers are listed below, together with their principal Brown Brothers Harriman & Co. occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act are referred to as Interested Independent Registered Public Accounting Firm Trustees. Trustees who are not interested persons of the Trust are referred to Ernst & Young LLP as Independent Trustees. Each of the Trustees serves as a Trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment Principal Underwriter adviser (the "Pioneer Funds"). The address for all Trustees and all officers of Pioneer Funds Distributor, Inc. the Trust is 60 State Street, Boston, Massachusetts 02109. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 18 Pioneer Growth Opportunities VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004-2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - -------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - -------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - -------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - -------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - -------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - -------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 19 Pioneer Growth Opportunities VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board. - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board. Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) 20 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 21 Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18655-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer High Yield VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer High Yield VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 20 Notes to Financial Statements 25 Report of Independent Registered Public Accounting Firm 29 Trustees, Officers and Service Providers 31 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment in securities) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] U.S. Corporate Bonds 64.1% U.S. Common Stocks 11.8% Convertible Corporate Bonds 9.8% Convertible Preferred Stocks 6.0% Temporary Cash Investment 4.9% Senior Floating Rate Loan Interests 3.1% Collateralized Mortgage Obligations 0.2% Other 0.1% Maturity Distribution (As a percentage of total investment in securities) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] 0-1 year 24.7% 1-3 years 10.6% 3-4 years 27.9% 4-6 years 30.6% 6-8 years 2.3% 8+ years 3.9% Five Largest Holdings (As a percentage of long-term holdings)* 1. DRS Technologies, Inc., 6.875%, 11/1/13 3.51% 2. Wesco Distribution, Inc., 7.5%, 10/15/17 3.34 3. Esterline Technology, 7.75%, 6/15/13 2.76 4. BF Saul Real Estate Investment Trust, 7.5%, 3/1/14 2.09 5. Crown Cork and Seal Co., Inc., 7.375%, 12/15/26 2.01 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value Per Share 12/31/08 12/31/07 Class I $ 6.46 $ 11.05 Class II $ 6.45 $ 11.04 Net Distributions Per Share Investment Short-Term Long-Term 1/1/08 - 12/31/08 Income Capital Gains Capital Gains Class I $ 0.6749 $ 0.1251 $ 0.1000 Class II $ 0.6549 $ 0.1251 $ 0.1000 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer High Yield VCT Portfolio at net asset value, compared to that of Merrill Lynch (ML) High Yield Master II Index and of the ML Index of Convertible Bonds (Speculative Quality). Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED BY A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer High Yield Pioneer High Yield VCT Portfolio, VCT Portfolio, ML High Yield ML Convertible Bonds Class I Class II Master II Index (Speculative Quality) Index 5/00 10,000 10,000 10,000 10,000 10,623 10,608 9,769 8,424 12/01 12,387 12,410 10,206 7,883 12,211 12,114 10,013 7,747 12/03 16,215 16,054 12,831 10,535 17,517 17,300 14,226 11,867 12/05 17,859 17,594 14,612 11,485 19,379 19,045 16,335 13,454 12/07 20,532 20,110 16,693 13,661 12/08 13,258 12,944 12,288 7,808 Index comparisons begin on 4/30/00. The ML High Yield Master II Index is a commonly accepted measure of the performance of high yield securities. The ML Index of Convertible Bonds (Speculative Quality) is a commonly accepted measure of the performance of speculative grade convertible bond securities. Index returns assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in any Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II Life-of-Class (5/1/00) 3.07% 2.78% 5 Years -3.95% -4.21% 1 Year -35.43% -35.63% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 High Yield VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ------------------------------------------------------------------------------ Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 658.81 $ 656.97 Expenses Paid During Period* $ 3.46 $ 4.50 * Expenses are equal to the Portfolio's annualized expense ratio of 0.83% and 1.08% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer High Yield VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.96 $ 1,019.71 Expenses Paid During Period* $ 4.22 $ 5.48 * Expenses are equal to the Portfolio's annualized expense ratio of 0.83% and 1.08% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- Volatility in the capital markets, a credit squeeze and weakness in the U.S. economy caused high-yield bonds to struggle significantly during 2008. In the following interview, portfolio managers Tracy Wright and Andrew Feltus discuss the high-yield market and review the Portfolio's performance during the 12-month period ended December 31, 2008. Q: How did the Portfolio perform during the 12-month period ended December 31, 2008? A: For the year ended December 31, 2008, the Pioneer High Yield VCT Portfolio's Class I shares had a total return at net asset value of -35.43%, while Class II shares returned -35.63%. By comparison, the Merrill Lynch High Yield Master II Index returned -26.39% and the Merrill Lynch Index of Convertible Bonds (Speculative Quality) returned -42.85% over the same 12-month period. In addition, the average return of the 103 variable portfolios in Lipper's High Current Yield category over the same 12-month period was -26.93%. Q: What was the investment environment like for high-yield bonds during the past year? A: It was poor. The market for high-yield bonds deteriorated for most of the year amid fears that the global economy was entering a recession and that lending activity would freeze up entirely. While high-yield bonds struggled in the early months of 2008, market conditions hit their nadir following the September bankruptcy filing of prominent investment bank Lehman Brothers, when virtually all institutions became hesitant to lend money. In fact, September, October and November were the worst three months on record for high-yield bond performance. The U.S. government, after allowing Lehman Brothers to go under, intervened aggressively to rescue other financial institutions. The Federal Reserve Board (the Fed) slashed interest rates, bringing the target Federal funds rate effectively to zero by the end of the year, and the Treasury Department took other steps to shore up staggering financial corporations. Congress then passed a giant $700 billion rescue package that was labeled the Troubled Asset Relief Program (TARP). While TARP was originally designed to buy distressed debt securities, the Treasury Department eventually also used it to directly inject capital into financial institutions by acquiring equity. Late in the year, the TARP money also started being used to prop up the troubled automotive industry. Amid a cascading series of events that included the collapse or near-collapse of major financial institutions at home and abroad, fixed-income investors attempted to avoid credit risk whenever possible. U.S. Treasury yields fell and their prices rose as investors at times appeared willing to accept no return if they could gain the safety of the government guarantee. As high-yield corporate bonds fell in value, the yield spreads between high-yield securities and Treasuries widened substantially. Default rates on high-yield bonds rose to about 4% at year end. High-yield spreads of almost 2200 basis points during December implied a potential default rate of 20%. Q: Why did the Portfolio underperform the Merrill Lynch High Yield Master II Index and the Lipper category average? A: The Portfolio's relative performance was negatively affected primarily by our strategy of investing across a company's capital structure. We try to invest optimally in the best companies by holding high-yield bonds, floating-rate loans, equity holdings and equity-linked exposures -- including convertible preferred stock and convertible bonds. The Portfolio's underperformance of the Merrill Lynch High Yield Master II Index and its Lipper peer group average was due to our allocation to equities, equity-linked convertible securities, and bank loans, all of which lagged high-yield bonds during the period. It was particularly surprising that bank loans and convertibles posted worse returns than high yield, despite their higher-quality status and, for bank loans, their superior position in the capital A Word About Risk: Investments in high-yield or lower-rated securities are subject to greater-than-average risk. When interest rates rise, the prices of fixed-income securities in the Portfolio will generally fall. Conversely, when interest rates fall the prices of fixed income securities in the Portfolio will generally rise. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Prepayment risk is the chance that mortgage-backed bonds will be paid off early if falling interest rates prompt homeowners to refinance their mortgages. Forced to reinvest the unanticipated proceeds at lower interest rates, the Portfolio would experience a decline in income and lose the opportunity for additional price appreciation associated with falling interest rates. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- structure. Both asset classes suffered a dislocation as hedge fund redemptions forced selling, often indiscriminately. Banks pulled credit lines and the SEC banned short selling of financials in September, both reducing the attractiveness of the convertible arbitrage strategy employed by many hedge funds and leading to further liquidation of convertible securities. On the plus side, the Portfolio's performance was helped by our bias toward higher-quality issues within the high-yield universe -- which declined less than lower-quality bonds -- and by overweights in health care and aerospace/defense. Q: Which Portfolio holdings detracted the most from relative performance during the 12-month period ended December 31, 2008? Which holdings contributed? A: Bonds issued by Forest City Enterprises, a real estate operating company, underperformed due to weakness in the real estate sector. Nova Chemical, in which the Portfolio held bonds, also detracted as the company struggled with high raw materials prices and weak demand. Convertible preferred stock holdings of metal company Freeport McMoRan declined due to weakness in copper pricing. Preferred shares of banking firm Washington Mutual, which declared bankruptcy in September, also hurt performance. Lastly, the stock of electric utility NRG Energy dampened returns because of weak commodity prices, although its share price rebounded somewhat in the fourth quarter due to an announced takeover of the company. Contributions to the Portfolio's relative performance during the 12-month period came from bonds issued by defense and aerospace company DRS Technologies, which held up better than the overall market, as it was announced that the company would be taken over. The stock of Esco Technology, a utility meter manufacturer, outperformed as the company posted better-than-expected order trends as utilities looked for ways to manage demand. Equity holdings of Thoratec, a medical device company, contributed after the firm received approval for its new heart device. Lastly, the convertible bonds of Lifepoint Hospitals benefited from a rebound in the convertibles market late in the year. Q: What is your outlook? A: As equities continue to trade within a range, we believe that high-yield bonds offer considerable value. High-yield bond spreads remain wide and bond prices are still low. The valuation levels reflect the anticipation of a significant increase in defaults. The 2008 default rate is in the 4.4% (6.2% of par value), and we anticipate that it will rise to 8% or 10% by the end of 2009, and if the Big 3 automakers do not survive, we expect a higher number. By our calculations, we believe that bonds at current yields in our market would outperform Treasuries even with a default rate of nearly 20%, which is much higher than our worst case scenario. The all-time default rate is just above 15%, which was achieved during the Great Depression in the 1930s; there also was a high 13% default rate achieved in 1991. The Portfolio itself is designed to avoid defaults, and we anticipate maintaining a relatively low-risk, more conservative profile by emphasizing higher-quality issues within the high-yield universe. We believe that the convertible securities market offers significant value, having been, in our opinion, oversold due to technical rather than fundamental factors. In fact, certain convertible bonds have been trading at dramatic discounts and higher yields than their straight-debt equivalents, often enabling us to receive the equity opionality of the convert for free. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value CONVERTIBLE CORPORATE BONDS - 8.7% Energy - 0.7% Coal & Consumable Fuels - 0.2% 230,000 BB-/NR Massey Energy Co., 3.25%, 8/1/15 $ 124,775 ----------- Oil & Gas Drilling - 0.4% 625,000 NR/NR Hercules Offshore, 3.375%, 6/1/38 $ 285,938 ----------- Oil & Gas Refining & Marketing - 0.1% 410,000 NR/NR Verenium Corp., 5.5%, 4/1/27 (144A) $ 96,350 ----------- Total Energy $ 507,063 ----------- Capital Goods - 1.5% Construction & Farm Machinery & Heavy Trucks - 0.1% 250,000 B-/B3 Greenbrier Co., Inc., 2.375%, 5/15/26 $ 99,063 ----------- Electrical Component & Equipment - 0.5% 745,000 BB+/Ba1 Roper Industries, Inc., 1.4813%, 1/15/34 $ 399,506 ----------- Trading Companies & Distributors - 0.9% 1,230,000 B/NR Wesco Distribution, Inc., 1.75%, 11/15/26 $ 678,038 ----------- Total Capital Goods $ 1,176,607 ----------- Transportation - 0.4% Marine - 0.4% 590,000 B-/Caa1 Horizon Lines, 4.25%, 8/15/12 $ 302,375 ----------- Total Transportation $ 302,375 ----------- Consumer Services - 0.6% Casinos & Gaming - 0.6% 495,000 B+/B1 Shuffle Master, 1.25%, 4/15/24 $ 443,025 ----------- Total Consumer Services $ 443,025 ----------- Media - 1.4% Advertising - 1.4% 1,665,000 B+/Ba3 Interpublic Group Cos., 4.25%, 3/15/23 (144A) $ 1,080,167 ----------- Total Media $ 1,080,167 ----------- Retailing - 0.8% Automotive Retail - 0.8% 750,000 B-/B2 Sonic Automotive, Inc., 5.25%, 5/7/09 $ 637,500 ----------- Total Retailing $ 637,500 ----------- Health Care Equipment & Services - 1.4% Health Care Facilities - 0.5% 250,000 B/B1 LifePoint Hospitals, Inc., 3.25%, 8/15/25 $ 179,688 325,000 B/NR LifePoint Hospitals, Inc., 3.5%, 5/15/14 219,781 ----------- $ 399,469 ----------- Health Care Services - 0.9% 1,150,000 B+/B3 Omnicare, Inc., 3.25%, 12/15/35 $ 645,438 ----------- Health Care Supplies - 0.0% 35,000 B-/NR Inverness Medical Innovation, 3.0%, 5/15/16 (144A) $ 22,050 ----------- Total Health Care Equipment & Services $ 1,066,957 ----------- 6 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Pharmaceuticals & Biotechnology - 0.7% Biotechnology - 0.7% 590,000 NR/NR Epix Medical, Inc., 3.0%, 6/15/24 $ 179,950 635,000 NR/NR Mannkind Corp., 3.75%, 12/15/13 338,931 ----------- $ 518,881 ----------- Total Pharmaceuticals & Biotechnology $ 518,881 ----------- Real Estate - 0.5% Office Real Estate Investment Trusts - 0.4% 500,000 NR/NR Alexandria Real, 3.7%, 1/15/27 (144A) $ 338,125 ----------- Retail Real Estate Investment Trusts - 0.1% 1,340,000 NR/NR General Growth Properties, 3.98%, 4/15/27 (144A) $ 102,175 ----------- Total Real Estate $ 440,300 ----------- Technology Hardware & Equipment - 0.7% Communications Equipment - 0.1% 600,000 B-/Caa2 Nortel Networks, 2.125%, 4/15/14 $ 84,000 ----------- Electronic Equipment & Instruments - 0.4% 500,000 NR/NR Newport Corp., 2.5%, 2/15/12 (144A) $ 292,500 ----------- Technology Distributors - 0.2% 40,000 BB-/NR Anixter International, Inc., 1.0%, 2/15/13 $ 24,950 250,000 BB-/NR Anixter International, Inc., 1.0%, 2/15/13 (144A) 155,938 ----------- $ 180,888 ----------- Total Technology Hardware & Equipment $ 557,388 ----------- TOTAL CONVERTIBLE CORPORATE BONDS (Cost $11,801,871) $ 6,730,263 ----------- CONVERTIBLE PREFERRED STOCKS - 5.3% Energy - 0.4% Oil & Gas Exploration & Production - 0.4% 12,270 Petroquest Energy, 6.875%, 12/31/49 $ 301,597 ----------- Total Energy $ 301,597 ----------- Materials - 1.0% Diversified Metals & Mining - 1.0% 965 Freeport-McMoRan Copper & Gold, 5.5%, 12/31/49 $ 599,506 4,000 Freeport-McMoRan Copper & Gold, 6.75%, 5/1/10* 185,400 ----------- $ 784,906 ----------- Total Materials $ 784,906 ----------- Capital Goods - 0.3% Electrical Component & Equipment - 0.3% 2,000 General Cable Corp., 5.75%, 11/24/13 $ 247,250 ----------- Total Capital Goods $ 247,250 ----------- Health Care Equipment & Services - 0.4% Health Care Supplies - 0.4% 2,481 Inverness Medica Corp., 3.0%, 12/31/49* $ 303,898 ----------- Total Health Care Equipment & Services $ 303,898 ----------- The accompanying notes are an integral part of these financial statements. 7 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Banks - 0.3% Thrifts & Mortgage Finance - 0.3% 14,000 Sovereign Cap Trust IV, 4.375%, 3/1/34 $ 265,125 ----------- Total Banks $ 265,125 ----------- Diversified Financials - 0.8% Asset Management & Custody Banks - 0.2% 5,000 Legg Mason, Inc., 7.0%, 6/30/11 $ 110,000 ----------- Diversified Financial Services - 0.6% 700 Bank of America Corp., 7.25%, 12/31/49 $ 455,000 ----------- Total Diversified Financials $ 565,000 ----------- Insurance - 0.5% Life & Health Insurance - 0.5% 34,000 Delphi Financial Group, 7.376%, 5/15/37 $ 409,700 ----------- Total Insurance $ 409,700 ----------- Real Estate - 0.9% Real Estate Operating Companies - 0.9% 75,000 Forest City Enterprises, 7.375%, 2/1/34 $ 716,250 ----------- Total Real Estate $ 716,250 ----------- Utilities - 0.7% Multi-Utilities - 0.7% 10,000 CMS Energy Corp., 4.5%, 12/31/49 $ 528,125 ----------- Total Utilities $ 528,125 ----------- TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $8,124,223) $ 4,121,851 ----------- Shares COMMON STOCKS - 10.4% Energy - 0.4% Integrated Oil & Gas - 0.3% 7,500 Marathon Oil Corp. $ 205,200 ----------- Oil & Gas Exploration & Production - 0.1% 7,125 Sandridge Energy, Inc.* $ 43,819 ----------- Total Energy $ 249,019 ----------- Materials - 0.7% Construction Materials - 0.3% 7,312 Texas Industries, Inc. (b) $ 252,264 ----------- Diversified Metals & Mining - 0.3% 88,500 Polyment Mining Corp.* $ 59,295 13,700 Titanium Metals Corp. 120,697 ----------- $ 179,992 ----------- Gold - 0.1% 1,600 Barrick Gold Corp. (b) $ 58,832 ----------- Total Materials $ 491,088 ----------- Capital Goods - 2.1% Aerospace & Defense - 0.2% 23,100 Be Aerospace, Inc.* $ 177,639 ----------- 8 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Rate (c) Ratings Shares (unaudited) (unaudited) Value Building Products - 0.3% 6,752 Lennox International, Inc. $ 218,022 ----------- Construction & Farm Machinery & Heavy Trucks - 0.0% 32,100 Commercial Vehicle Group, Inc.* $ 29,853 ----------- Electrical Component & Equipment - 0.6% 9,500 Cooper Industries, Inc. $ 277,685 10,800 General Cable Corp.* 191,052 ----------- $ 468,737 ----------- Industrial Machinery - 1.0% 9,636 ESCO Electronics Corp.* $ 394,594 8,000 ITT Corp. 367,920 ----------- $ 762,514 ----------- Total Capital Goods $ 1,656,765 ----------- Consumer Services - 0.9% Casinos & Gaming - 0.6% 19,000 International Game Technology $ 225,910 15,400 Scientific Games Corp.*(b) 270,116 ----------- $ 496,026 ----------- Specialized Consumer Services - 0.3% 42,600 Service Corp. International $ 211,722 ----------- Total Consumer Services $ 707,748 ----------- Media - 0.2% Movies & Entertainment - 0.0% 4,613 Cinemark Holdings, Inc. $ 34,275 ----------- Publishing - 0.2% 5,800 McGraw-Hill Co., Inc. $ 134,502 ----------- Total Media $ 168,777 ----------- Retailing - 0.2% Department Stores - 0.2% 8,800 J.C. Penney Co., Inc. $ 173,360 ----------- Total Retailing $ 173,360 ----------- Health Care Equipment & Services - 0.6% Health Care Equipment - 0.1% 2,808 Thoratec Corp.* $ 91,232 ----------- Health Care Supplies - 0.2% 8,000 Inverness Medical Innovations, Inc.*(b) $ 151,280 ----------- Managed Health Care - 0.3% 6,200 CIGNA Corp.* $ 104,470 4,600 United Healthcare Group, Inc.* 122,360 ----------- $ 226,830 ----------- Total Health Care Equipment & Services $ 469,342 ----------- The accompanying notes are an integral part of these financial statements. 9 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Rate (c) Ratings Shares (unaudited) (unaudited) Value Pharmaceuticals & Biotechnology - 1.5% Life Sciences Tools & Services - 1.5% 6,515 Bio-Rad Laboratories, Inc.* $ 490,645 10,600 Thermo Fisher Scientific, Inc.* 361,142 8,100 Waters Corp.* 296,865 ----------- $ 1,148,652 ----------- Total Pharmaceuticals & Biotechnology $ 1,148,652 ----------- Real Estate - 0.8% Mortgage Real Estate Investment Trusts - 0.8% 38,974 Annaly Capital Management, Inc. $ 618,517 ----------- Total Real Estate $ 618,517 ----------- Technology Hardware & Equipment - 1.0% Communications Equipment - 0.2% 10,460 CommScope, Inc.* $ 162,548 ----------- Electronic Equipment & Instruments - 0.6% 7,592 Itron, Inc.*(b) $ 483,914 ----------- Electronic Manufacturing Services - 0.2% 9,700 Tyco Electronics, Ltd. $ 157,237 ----------- Total Technology Hardware & Equipment $ 803,699 ----------- Telecommunication Services - 0.4% Integrated Telecommunication Services - 0.4% 6,389 General Communication, Inc.* $ 51,687 30,500 Windstream Corp. 280,600 ----------- $ 332,287 ----------- Total Telecommunication Services $ 332,287 ----------- Utilities - 1.6% Gas Utilities - 0.2% 5,400 Questar Corp. $ 176,526 ----------- Independent Power Producer & Energy Traders - 1.0% 33,400 NRG Energy, Inc.*(b) $ 779,222 ----------- Multi-Utilities - 0.4% 2,800 Public Service Enterprise Group, Inc. $ 81,676 5,320 Sempra Energy 226,792 ----------- $ 308,468 ----------- Total Utilities $ 1,264,216 ----------- TOTAL COMMON STOCKS (Cost $11,583,203) $ 8,083,470 ----------- 10 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value ASSET BACKED SECURITIES - 0.0% Diversified Financials - 0.0% Diversified Financial Services - 0.0% 80,000 0.92 AAA/Aaa Bear Stearns Asset Backed Securities, Inc., Floating Rate Note, 1/25/47 $ 23,714 ----------- Total Diversified Financials $ 23,714 ----------- TOTAL ASSET BACKED SECURITIES (Cost $34,214) $ 23,714 ----------- COLLATERALIZED MORTGAGE OBLIGATIONS - 0.2% Banks - 0.2% Thrifts & Mortgage Finance - 0.2% 450,000 BB/Ba2 T SRA R 2006-1 F, 7.5296%, 10/15/36 (144A) $ 135,000 ----------- Total Banks $ 135,000 ----------- TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $453,953) $ 135,000 ----------- CORPORATE BONDS - 56.4% Energy - 6.2% Coal & Consumable Fuels - 0.6% 605,000 BB-/B2 Massey Energy Co., 6.875%, 12/15/13 $ 447,700 ----------- Oil & Gas Equipment & Services - 0.5% 190,000 BB-/B2 Complete Production Service, 8.0%, 12/15/16 $ 119,700 500,000 5.53 NR/NR Sevan Marine ASA, Floating Rate Note, 5/14/13 (144A) 250,450 ----------- $ 370,150 ----------- Oil & Gas Exploration & Production - 2.3% 325,000 BB/Ba3 Chesapeake Energy, 2.5%, 5/15/37 $ 189,719 755,000 BB-/B3 Hilcorp Energy, 7.75%, 11/1/15 (144A) 532,275 650,000 B/Caa1 Parallel Petroleum Corp., 10.25%, 8/1/14 412,750 235,000 B/B3 Petrohawk Energy Corp., 7.875%, 6/1/15 (144A) 173,900 425,000 B/B2 Quicksilver Resources, Inc., 7.125%, 4/1/16 227,375 385,000 B-/B3 Sandridge Energy, Inc., 8.0%, 6/1/18 213,675 ----------- $ 1,749,694 ----------- Oil & Gas Refining & Marketing - 1.5% 446,000 BB/Ba3 Frontier Oil Corp., 6.625%, 10/1/11 $ 403,630 165,000 BB+/Ba1 Tesoro Corp., 6.5%, 6/1/17 (144A) 90,544 1,150,000 BB+/Ba1 Tesoro Corp., 6.625%, 11/1/15 667,000 270,000 D/WR Verasun Energy Corp., 9.375%, 6/1/17 (b)(e) 32,400 ----------- $ 1,193,574 ----------- Oil & Gas Storage & Transportation - 1.3% 1,250,000 B+/B1 Holly Energy Partners LP, 6.25%, 3/1/15 $ 837,500 405,000 7.00 BB/Ba1 Teppco Partners LP, Floating Rate Note, 6/1/67 216,955 ----------- $ 1,054,455 ----------- Total Energy $ 4,815,573 ----------- The accompanying notes are an integral part of these financial statements. 11 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Materials - 7.6% Aluminum - 1.7% 590,000 6.83 B-/B3 Noranda Aluminum Acquisition, Floating Rate Note, 5/15/15 $ 200,600 2,000,000 B/B3 Novelis, Inc., 7.25%, 2/15/15 1,160,000 ----------- $ 1,360,600 ----------- Commodity Chemicals - 0.9% 2,350,000 CCC/Caa1 Georgia Gulf Corp., 9.5%, 10/15/14 (b) $ 705,000 ----------- Diversified Chemical - 0.1% 580,000 CCC/Caa2 Ineos Group Holdings Plc, 8.5%, 2/15/16 (144A) $ 52,200 ----------- Diversified Metals & Mining - 0.4% 530,000 5.88 BBB-/Ba2 Freeport-McMoran Copper & Gold, Floating Rate Note, 4/1/15 (b) $ 349,800 ----------- Metal & Glass Containers - 1.9% 250,000 B-/B2 AEP Industries, Inc., 7.875%, 3/15/13 $ 141,250 1,700,000 B/B2 Crown Cork and Seal Co., Inc., 7.375%, 12/15/26 1,309,000 ----------- $ 1,450,250 ----------- Paper Packaging - 1.1% 140,000 CCC+/Caa1 Graham Packaging Co., 8.5%, 10/15/12 $ 99,750 555,000 CCC+/Caa1 Graham Packaging Co., 9.875%, 10/15/14 341,325 610,000 B-/B3 Graphic Packaging Co., 9.5%, 8/15/13 420,900 ----------- $ 861,975 ----------- Specialty Chemicals - 1.0% 1,000,000 C/Caa3 Arco Chemical Co., 9.8%, 2/1/20 $ 100,000 2,090,000 C/Ca Millenium America, Inc., 7.625%, 11/15/26 62,700 2,500,000 B+/Ba3 Nova Chemicals Corp., 7.875%, 9/15/25 637,500 ----------- $ 800,200 ----------- Steel - 0.5% 930,000 B-/Caa1 Algoma Acquisition Corp., 9.875%, 6/15/15 (144A) $ 353,400 ----------- Total Materials $ 5,933,425 ----------- Capital Goods - 16.7% Aerospace & Defense - 5.9% 480,000 B-/B3 Aeroflex, Inc., 11.75%, 2/15/15 (144A) $ 312,600 250,000 BB+/Ba3 BE Aerospace, Inc., 8.5%, 7/1/18 225,000 2,295,000 BBB-/Baa1 DRS Technologies, Inc., 6.875%, 11/1/13 2,283,522 2,060,000 B+/B1 Esterline Technology, 7.75%, 6/15/13 1,792,200 ----------- $ 4,613,322 ----------- Construction & Engineering - 1.2% 570,000 B/B2 Esco Corp., 8.625%, 12/15/13 (144A) $ 399,000 750,000 B+/B1 Mastec, Inc., 7.625%, 2/1/17 563,438 ----------- $ 962,438 ----------- Construction & Farm Machinery & Heavy Trucks - 1.0% 95,000 BB-/B1 American Railcar, 7.5%, 3/1/14 $ 62,700 965,000 B-/B3 Greenbrier Co., Inc., 8.375%, 5/15/15 686,355 ----------- $ 749,055 ----------- 12 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Electrical Component & Equipment - 3.5% 1,600,000 BB+/Ba1 Anixter International Corp., 5.95%, 3/1/15 $ 1,280,000 840,000 B/B3 Baldor Electric, 8.625%, 2/15/17 625,800 260,000 BB-/Ba1 Belden CDT, Inc., 7.0%, 3/15/17 195,000 885,000 B+/B1 General Cable Corp., 7.125%, 4/1/17 (b) 584,100 ----------- $ 2,684,900 ----------- Industrial Machinery - 2.3% 1,000,000 BB-/B1 Gardner Denver, Inc., 8.0%, 5/1/13 (144A) $ 880,000 1,320,000 B/B3 Mueller Water Products, 7.375%, 6/1/17 897,600 ----------- $ 1,777,600 ----------- Trading Companies & Distributors - 2.8% 3,320,000 B/B1 Wesco Distribution, Inc., 7.5%, 10/15/17 $ 2,170,450 ----------- Total Capital Goods $12,957,765 ----------- Commercial Services & Supplies - 0.2% Commercial Printing - 0.2% 180,000 B+/B2 Sheridan Acquisition Corp., 10.25%, 8/15/11 $ 126,225 ----------- Total Commercial Services & Supplies $ 126,225 ----------- Automobiles & Components - 1.3% Auto Parts & Equipment - 1.1% 120,000 B-/Caa1 Allison Transmission, 11.0%, 11/1/15 (144A) (b) $ 58,800 575,000 B-/Caa1 Allison Transmission, 11.25%, 11/1/15 (144A) 227,125 935,000 B-/B3 Lear Corp., 8.75%, 12/1/16 271,150 150,000 B/B3 Tenneco Automotive, Inc., 8.625%, 11/15/14 (b) 57,000 530,000 BB/B2 TRW Automotive, Inc., 7.25%, 3/15/17 270,300 ----------- $ 884,375 ----------- Tires & Rubber - 0.2% 260,000 C/Caa1 Cooper Standard Auto, 7.0%, 12/15/12 $ 78,000 330,000 C/Caa3 Cooper Standard Auto, 8.375%, 12/15/14 57,750 ----------- $ 135,750 ----------- Total Automobiles & Components $ 1,020,125 ----------- Consumer Durables & Apparel - 1.1% Homebuilding - 0.4% 560,000 BB-/B1 Meritage Homes Corp., 6.25%, 3/15/15 $ 296,800 ----------- Housewares & Specialties - 0.7% 1,250,000 CCC+/Caa1 Yankee Acquisition Corp., 9.75%, 2/15/17 (b) $ 525,000 ----------- Total Consumer Durables & Apparel $ 821,800 ----------- Consumer Services - 1.7% Casinos & Gaming - 1.1% 1,335,000 BB-/B1 Manshantucket Pequot Tribe, 8.5%, 11/15/15 (144A) $ 523,988 380,000 BB-/Ba3 Scientific Games Corp., 6.25%, 12/15/12 305,900 ----------- $ 829,888 ----------- Hotels, Resorts & Cruise Lines - 0.4% 500,000 B-/Caa2 Pegasus Solutions, Inc., 10.5%, 4/15/15 $ 340,000 ----------- The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer High Yield VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Leisure Facilities - 0.2% 280,000 B/B3 Firekeepers Development Authority, 13.875%, 5/1/15 (144A) $ 173,600 ----------- Total Consumer Services $ 1,343,488 ----------- Media - 2.1% Advertising - 0.9% 1,360,000 B+/Ba3 Interpublic Group, Inc., 7.25%, 8/15/11 $ 707,200 ----------- Broadcasting - 1.2% 550,000 BB-/B3 Intelsat Sub Holdings, 8.5%, 1/15/13 (144A) $ 508,750 160,000 B-/Caa1 Telesat Canada, 11.0%, 11/1/15 114,400 270,000 B-/Caa1 Telesat Canada, 12.5%, 11/1/17 162,000 990,000 CCC/Caa2 Univision Communications, 9.75%, 3/15/15 (144A) PIK 123,750 ----------- $ 908,900 ----------- Total Media $ 1,616,100 ----------- Retailing - 1.1% Automotive Retail - 0.2% 500,000 B-/B1 Sonic Automotive, Inc., 8.625%, 8/15/13 $ 186,250 ----------- Internet Retail - 0.7% 250,000 BB/Ba2 Expedia, Inc., 8.5%, 7/1/16 (144A) $ 186,250 570,000 BB/Ba3 Ticketmaster, 10.75%, 8/1/16 307,800 ----------- $ 494,050 ----------- Specialty Stores - 0.2% 200,000 B-/Caa1 Sally Holdings LLC, 10.5%, 11/15/16 $ 136,000 ----------- Total Retailing $ 816,300 ----------- Food, Beverage & Tobacco - 0.2% Tobacco - 0.2% 200,000 B+/B2 Alliance One International, Inc., 8.5%, 5/15/12 $ 147,000 ----------- Total Food, Beverage & Tobacco $ 147,000 ----------- Health Care Equipment & Services - 1.3% Health Care Facilities - 0.3% 280,000 B/B3 Community Health Systems, 8.875%, 7/15/15 $ 257,600 ----------- Health Care Services - 0.7% 420,000 CCC+/Caa1 Surgical Care Affiliates, 10.0%, 7/15/17 (144A) $ 218,400 540,000 B-/B3 Surgical Care Affiliates, 8.875%, 7/15/15 (144A) PIK 329,400 ----------- $ 547,800 ----------- Health Care Supplies - 0.3% 315,000 B-/B3 Biomet, Inc., 10.375%, 10/15/17 $ 248,850 ----------- Total Health Care Equipment & Services $ 1,054,250 ----------- Pharmaceuticals & Biotechnology - 0.5% Life Sciences Tools & Services - 0.5% 440,000 BB+/Ba3 Bio-Rad Laboratories, Inc., 6.125%, 12/15/14 $ 353,100 ----------- Total Pharmaceuticals & Biotechnology $ 353,100 ----------- 14 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Diversified Financials - 2.8% Multi-Sector Holding - 1.3% 500,000 BB+/Ba2 Leucadia National, 7.125%, 3/15/17 (144A) $ 371,250 785,000 BB+/Ba2 Leucadia National, 8.125%, 9/15/15 629,963 ----------- $ 1,001,213 ----------- Specialized Finance - 1.5% 1,910,000 7.68 CCC+/B3 NCO Group, Inc., Floating Rate Note, 11/15/13 $ 955,000 250,000 19.42 NR/NR Successor II, Ltd., Floating Rate Note, 4/6/10 241,975 ----------- $ 1,196,975 ----------- Total Diversified Financials $ 2,198,188 ----------- Insurance - 2.2% Insurance Brokers - 0.9% 630,000 CCC/Caa1 Alliant Holdings, Inc., 11.0%, 5/1/15 (144A) $ 340,200 790,000 CCC+/Caa1 Hub International Holdings, 10.25%, 6/15/15 (144A) 348,588 ----------- $ 688,788 ----------- Multi-Line Insurance - 0.5% 775,000 7.00 BB/Baa3 Liberty Mutual Group, 7.0%, 3/15/37 (144A) $ 369,584 ----------- Property & Casualty Insurance - 0.3% 455,000 14.00 A/Baa3 MBIA, Inc., Floating Rate Note, 1/15/33 (144A) (b) $ 232,050 ----------- Reinsurance - 0.5% 400,000 9.56 BB+/NR Foundation RE II, Ltd., Floating Rate Note, 11/26/10 $ 383,360 ----------- Total Insurance $ 1,673,782 ----------- Real Estate - 3.6% Real Estate Operating Companies - 1.5% 410,000 B+/B1 Forest City Enterprises, 6.5%, 2/1/17 $ 143,500 2,935,000 B+/B1 Forest City Enterprises, 7.625%, 6/1/15 1,027,250 ----------- $ 1,170,750 ----------- Retail Real Estate Investment Trusts - 2.1% 1,500,000 BB-/Ba3 BF Saul Real Estate Investment Trust, 7.5%, 3/1/14 $ 1,357,500 800,000 C/Ca Rouse Co. LP/TRC Co., 6.75%, 5/1/13 (144A) 288,000 ----------- $ 1,645,500 ----------- Total Real Estate $ 2,816,250 ----------- Software & Services - 2.5% Application Software - 0.8% 1,150,000 B-/Caa1 Vangent, Inc., 9.625%, 2/15/15 $ 668,438 ----------- Data Processing & Outsourced Services - 1.4% 1,780,000 B/B3 First Data Corp., 9.875%, 9/24/15 (144A) $ 1,076,900 ----------- IT Consulting & Other Services - 0.3% 450,000 CCC+/Caa1 Activant Solutions, Inc., 9.5%, 5/1/16 $ 209,250 ----------- Total Software & Services $ 1,954,588 ----------- Technology Hardware & Equipment - 0.8% Electronic Equipment & Instruments - 0.8% 685,000 B-/B3 Itron, Inc., 7.75%, 5/15/12 $ 589,955 ----------- Total Technology Hardware & Equipment $ 589,955 ----------- The accompanying notes are an integral part of these financial statements. 15 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Semiconductors - 0.2% Semiconductor Equipment - 0.2% 470,000 6.65 B-/B2 Freescale Semiconductor, Floating Rate Note, 12/15/14 $ 159,800 ----------- Total Semiconductors $ 159,800 ----------- Telecommunication Services - 1.1% Integrated Telecommunication Services - 0.5% 255,000 B/B3 GCI, Inc., 7.25%, 2/15/14 $ 198,900 325,000 CCC+/Caa1 Paetec Holdings, 9.5%, 7/15/15 (b) 193,375 ----------- $ 392,275 ----------- Wireless Telecommunication Services - 0.6% 240,000 B-/B3 Cricket Communications I, 9.375%, 11/1/14 $ 216,000 335,000 B/B1 Hughes Network System, 9.5%, 4/15/14 272,188 ----------- $ 488,188 ----------- Total Telecommunication Services $ 880,463 ----------- Utilities - 3.2% Electric Utilities - 0.9% 1,070,000 CCC/B3 TXU Energy Co., 10.25%, 11/1/15 $ 759,700 ----------- Independent Power Producer & Energy Traders - 2.1% 500,000 BB-/Ba3 Intergen NV, 9.0%, 6/30/17 $ 410,000 1,333,000 B/B1 NRG Energy, Inc., 7.375%, 1/15/17 1,226,360 ----------- $ 1,636,360 ----------- Multi-Utilities - 0.2% 160,000 BB-/Ba2 Public Service of New Mexico, 9.25%, 5/15/15 $ 127,200 ----------- Total Utilities $ 2,523,260 ----------- TOTAL CORPORATE BONDS (Cost $71,888,239) $43,801,437 ----------- MUNICIPAL BONDS - 0.0% Commercial Services & Supplies - 0.0% Environmental & Facilities Services - 0.0% 100,000 8.46 NR/NR Ohio Air Quality Development, Floating Rate Note, 6/8/22 $ 12,000 ----------- Total Commercial Services & Supplies $ 12,000 ----------- TOTAL MUNICIPAL BONDS (Cost $100,000) $ 12,000 ----------- SENIOR FLOATING RATE LOAN INTERESTS - 2.7%** Materials - 0.3% Steel - 0.3% 527,236 5.46 B/B3 Niagara Corp., Term Loan, 6/29/14 $ 242,528 ----------- Total Materials $ 242,528 ----------- Capital Goods - 0.3% Aerospace & Defense - 0.2% 218,060 5.44 B+/Ba3 Aeroflex, Inc., Tranche B1 Term Loan, 8/15/14 $ 137,378 ----------- Construction & Engineering - 0.1% 100,000 10.75 BB-/B1 Custom Building Products, 2nd Lien Term Loan, 4/20/12 $ 57,000 ----------- Total Capital Goods $ 194,378 ----------- 16 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Automobiles & Components - 0.0% Tires & Rubber - 0.0% 45,000 2.22 BB/Ba1 Goodyear Tire & Rubber Co., 2nd Lien Term Loan, 4/30/14 $ 28,913 ----------- Total Automobiles & Components $ 28,913 ----------- Consumer Durables & Apparel - 0.0% Homebuilding - 0.0% 250,000 9.50 B+/B2 Landsource Communities Development, Facility Loan, 2/27/14 (e) $ 8,646 ----------- Total Consumer Durables & Apparel $ 8,646 ----------- Consumer Services - 0.4% Casinos & Gaming - 0.4% 112,518 6.55 BB-/Ba3 Gateway Casinos & Entertainment, Delayed Draw Term Loan, 9/30/14 $ 50,071 556,965 6.55 BB-/Ba3 Gateway Casinos & Entertainment, Term Advance Loan, 9/30/14 247,849 ----------- $ 297,920 ----------- Total Consumer Services $ 297,920 ----------- Health Care Equipment & Services - 0.4% Health Care Supplies - 0.4% 450,000 6.14 BB/B1 Inverness Medical Innovations, Term Loan, 6/26/15 $ 274,500 ----------- Total Health Care Equipment & Services $ 274,500 ----------- Semiconductors - 0.0% Semiconductor Equipment - 0.0% 305 7.07 BB-/Ba1 Flextronics Semiconductor, A1A Delayed Draw Term Loan, 10/1/14 $ 196 1,060 6.16 BB-/Ba1 Flextronics Semiconductor, Closing Date Term Loan, 10/1/14 682 ----------- $ 878 ----------- Total Semiconductors $ 878 ----------- Telecommunication Services - 0.4% Wireless Telecommunication Services - 0.4% 403,535 3.95 BB-/Ba2 Stratos Global Corp., Term B Facility Loan, 2/13/12 $ 335,943 ----------- Total Telecommunication Services $ 335,943 ----------- Utilities - 0.9% Independent Power Producer & Energy Traders - 0.9% 286,398 1.36 BB/Ba1 NRG Energy, Inc., Credit Linked Term Loan, 2/1/13 $ 249,810 581,225 2.67 BB/Ba1 NRG Energy, Inc., Term Loan, 2/1/13 506,974 ----------- $ 756,784 ----------- Total Utilities $ 756,784 ----------- TOTAL SENIOR FLOATING RATE LOAN INTERESTS (Cost $3,453,333) $ 2,140,490 ----------- TEMPORARY CASH INVESTMENTS - 4.3% Securities Lending Collateral - 4.3% (d) Certificates of Deposit: 76,795 Abbey National Plc, 3.15%, 8/13/09 $ 76,795 76,785 Bank of Nova Scotia, 3.21%, 5/5/09 76,785 122,725 Bank of Scotland NY, 2.92%, 6/5/09 122,725 138,232 Barclays Bank, 1.5%, 5/27/09 138,232 24,416 Calyon NY, 4.62%, 1/16/09 24,416 153,591 CBA, 4.87%, 7/16/09 153,591 138,232 DNB NOR Bank ASA NY, 3.04%, 6/5/09 138,232 The accompanying notes are an integral part of these financial statements. 17 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- S&P/ Floating Moody's Principal Rate (c) Ratings Amount ($) (unaudited) (unaudited) Value Securities Lending Collateral - (continued) 140,688 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 $ 140,688 8,896 NORDEA NY, 4.13%, 4/9/09 8,896 115,193 Royal Bank of Canada NY, 2.7%, 8/7/09 115,193 76,795 Royal Bank of Scotland, 3.06%, 3/5/09 76,795 15,352 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 15,352 153,591 Societe Generale, 3.29%, 9/4/09 153,591 138,232 Svenska Bank NY, 4.61%, 7/8/09 138,232 153,591 U.S. Bank NA, 2.25%, 8/24/09 153,591 ----------- $ 1,533,114 ----------- Commercial Paper: 14,636 BBVA U.S., 2.83%, 3/12/09 $ 14,636 153,591 Monumental Global Funding, Ltd., 2.5%, 8/17/09 153,591 76,795 CME Group, Inc., 2.9%, 8/6/09 76,795 76,787 General Electric Capital Corp., 2.86%, 3/16/09 76,787 150,826 American Honda Finance Corp., 4.95%, 7/14/09 150,826 153,591 HSBC Bank, Inc., 2.5%, 8/14/09 153,591 76,795 IBM, 2.39%, 9/25/09 76,795 138,232 Met Life Global Funding, 3.19%, 6/12/09 138,232 138,232 New York Life Global, 2.13%, 9/4/09 138,232 130,552 Westpac Banking Corp., 2.34%, 6/1/09 130,552 ----------- $ 1,110,037 ----------- Tri-party Repurchase Agreements: 337,900 Deutsche Bank, 0.25%, 1/2/09 $ 337,900 26,092 Barclays Capital Markets, 0.5%, 1/2/09 26,092 ----------- $ 363,992 ----------- Time Deposit: 153,591 BNP Paribas, 0.01%, 1/2/09 $ 153,591 ----------- Money Market Mutual Funds: 38,398 Columbia Government Reserves Fund $ 38,398 115,193 JP Morgan, U.S. Government Money Market Fund 115,193 ----------- $ 153,591 ----------- Total Securities Lending Collateral $ 3,314,325 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $3,314,325) $ 3,314,325 ----------- TOTAL INVESTMENT IN SECURITIES - 88.0% (Cost $110,753,361)(a) $68,362,550 ----------- OTHER ASSETS AND LIABILITIES - 12.0% $ 9,357,635 ----------- TOTAL NET ASSETS - 100.0% $77,720,185 ----------- 18 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- * Non-income producing security. NR Not rated by either S&P or Moody's. WR Withdrawn rating PIK Represents a pay in kind security. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $10,643,309 or 13.7% of total net assets. ** Senior floating rate loan interests in which the Portfolio invests generally pay interest at rates that are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as LIBOR (London InterBank Offered Rate), (ii) the prime rate offered by one or more major United States banks, (iii) the certificate of deposit or (iv) other base lending rates used by commercial lenders. The rate shown is the coupon rate at period end. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $110,888,373 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 728,974 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (43,254,797) ------------- Net unrealized loss $ (42,525,823) ============= (b) At December 31, 2008, the following securities were out on loan: Principal Amount ($) Description Value 100,000 Allison Transmission, 11.0%, 11/1/15 (144A) $ 49,000 300,000 Freeport-McMoran Copper & Gold, Floating Rate Note, 4/1/15 198,000 325,000 General Cable Corp., 7.125%, 4/1/17 214,500 55,000 Georgia Gulf Corp., 9.5%, 10/15/14 16,500 450,000 MBIA, Inc., Floating Rate Note, 1/15/33 (144A) 229,500 320,000 Paetec Holdings, 9.5%, 7/15/15 190,400 108,000 Tenneco Automotive, Inc., 8.625%, 11/15/14 41,040 267,000 Verasun Energy Corp., 9.375%, 6/1/17 (e) 32,040 1,230,000 Yankee Acquisition Corp., 9.75%, 2/15/17 516,600 Shares 1,200 Barrick Gold Corp. 44,124 7,000 Inverness Medical Innovations, Inc. * 132,370 7,200 Itron, Inc. * 458,928 26,000 NRG Energy, Inc. * 606,580 14,000 Scientific Games Corp. * 245,560 7,000 Texas Industries, Inc. 241,500 ---------- Total $3,216,642 ========== (c) Debt obligation with a variable interest rate. Rate shown is rate at period end. (d) Security lending collateral is managed by Credit Suisse. (e) Security is in default. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $36,749,491 and $53,073,100, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ------------------------------------------------------------------------------- Level 1 - Quoted Prices $ 9,854,018 Level 2 - Other Significant Observable Inputs 58,508,532 Level 3 - Significant Unobservable Inputs - ----------- Total $68,362,550 =========== The accompanying notes are an integral part of these financial statements. 19 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS Year Ended Year Ended Year Ended Year Ended Year Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 11.05 $ 11.01 $ 10.88 $ 11.67 $ 11.45 -------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.67 $ 0.61 $ 0.59 $ 0.61 $ 0.62 Net realized and unrealized gain (loss) on investments (4.36) 0.04 0.29 (0.41) 0.27 -------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (3.69) $ 0.65 $ 0.88 $ 0.20 $ 0.89 Distributions to shareowners: Net investment income (0.67) (0.60) (0.60) (0.61) (0.62) Net realized gain (0.23) (0.01) (0.15) (0.38) (0.05) -------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (4.59) $ 0.04 $ 0.13 $ (0.79) $ 0.22 -------- ------- ------- ------- ------- Net asset value, end of period $ 6.46 $ 11.05 $ 11.01 $ 10.88 $ 11.67 ======== ======= ======= ======= ======= Total return* (35.43)% 5.95% 8.52% 1.95% 8.03% Ratio of net expenses to average net assets+ 0.83% 0.75% 0.74% 0.77% 0.78% Ratio of net investment income to average net assets+ 7.00% 5.37% 5.51% 5.52% 5.40% Portfolio turnover rate 36% 55% 28% 37% 42% Net assets, end of period (in thousands) $ 43,923 $74,308 $65,890 $63,452 $70,890 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.83% 0.75% 0.74% 0.77% 0.78% Net investment income 7.00% 5.37% 5.51% 5.52% 5.40% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios assuming no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 20 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 11.04 $ 11.01 $ 10.88 $ 11.67 $ 11.46 -------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.65 $ 0.57 $ 0.57 $ 0.59 $ 0.58 Net realized and unrealized gain (loss) on investments (4.36) 0.04 0.28 (0.42) 0.27 -------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (3.71) $ 0.61 $ 0.85 $ 0.17 $ 0.85 Distributions to shareowners: Net investment income (0.65) (0.57) (0.57) (0.58) (0.59) Net realized gain (0.23) (0.01) (0.15) (0.38) (0.05) -------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (4.59) $ 0.03 $ 0.13 $ (0.79) $ 0.21 -------- ------- ------- ------- ------- Net asset value, end of period $ 6.45 $ 11.04 $ 11.01 $ 10.88 $ 11.67 ======== ======= ======= ======= ======= Total return* (35.63)% 5.59% 8.25% 1.70% 7.76% Ratio of net expenses to average net assets+ 1.08% 1.00% 0.99% 1.02% 1.03% Ratio of net investment income to average net assets+ 6.65% 5.12% 5.27% 5.27% 5.12% Portfolio turnover rate 36% 55% 28% 37% 42% Net assets, end of period (in thousands) $ 33,797 $57,286 $53,196 $47,169 $51,912 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.08% 1.00% 0.99% 1.02% 1.04% Net investment income 6.65% 5.12% 5.27% 5.27% 5.12% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios assuming no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 21 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $3,216,642) (cost $110,753,361) $ 68,362,550 Cash 8,190,401 Receivables -- Investment securities sold 22,362 Portfolio shares sold 3,104,544 Dividends and interest 1,582,399 ------------- Total assets $ 81,262,256 ------------- LIABILITIES: Payables -- Investment securities purchased $ 27,900 Portfolio shares repurchased 130,338 Upon return of securities loaned 3,314,325 Due to affiliates 1,766 Accrued expenses 67,742 ------------- Total liabilities $ 3,542,071 ------------- NET ASSETS: Paid-in capital $ 122,780,817 Undistributed net investment income 15,298 Accumulated net realized loss on investments (2,685,119) Net unrealized loss on investments (42,390,811) ------------- Total net assets $ 77,720,185 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $43,923,320/6,798,689 shares) $ 6.46 ============= Class II (based on $33,796,865/5,236,507 shares) $ 6.45 ============= 22 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $318) $ 689,784 Interest 7,412,488 Income from securities loaned, net 37,980 ---------- Total investment income $ 8,140,252 ------------- EXPENSES: Management fees $ 679,078 Transfer agent fees Class I 1,502 Class II 1,502 Distribution fees Class II 105,075 Administrative fees 30,303 Custodian fees 47,289 Professional fees 55,343 Printing expense 27,605 Fees and expenses of nonaffiliated trustees 6,620 Miscellaneous 17,910 ---------- Total expenses $ 972,227 ------------- Net expenses $ 972,227 ------------- Net investment income $ 7,168,025 ------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $ (2,480,020) ------------- Change in net unrealized loss on investments $ (43,009,841) ------------- Net loss on investments $ (45,489,861) ------------- Net decrease in net assets resulting from operations $ (38,321,836) ============= The accompanying notes are an integral part of these financial statements. 23 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 7,168,025 $ 6,596,341 Net realized gain (loss) on investments (2,480,020) 2,439,241 Change in net unrealized loss on investments (43,009,841) (2,247,926) ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (38,321,836) $ 6,787,656 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.67 and $0.60 per share, respectively) $ (4,396,020) $ (3,803,983) Class II ($0.65 and $0.57 per share, respectively) (2,812,531) (2,752,484) Net realized gain: Class I ($0.23 and $0.01 per share, respectively) (1,485,429) (67,578) Class II ($0.23 and $0.01 per share, respectively) (959,784) (49,854) ------------- ------------- Total distributions to shareowners $ (9,653,764) $ (6,673,899) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 52,668,197 $ 55,247,902 Reinvestment of distributions 9,653,764 6,665,703 Cost of shares repurchased (68,220,539) (49,519,386) ------------- ------------- Net increase (decrease) in net assets resulting from Portfolio share transactions $ (5,898,578) $ 12,394,219 ------------- ------------- Net increase (decrease) in net assets $ (53,874,178) $ 12,507,976 NET ASSETS: Beginning of year $ 131,594,363 $ 119,086,387 ------------- ------------- End of year $ 77,720,185 $ 131,594,363 ============= ============= Undistributed net investment income $ 15,298 $ 49,724 ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount Class I Shares sold 1,693,376 $ 15,209,637 1,774,708 $ 19,969,878 Reinvestment of distributions 651,001 5,881,449 343,656 3,863,490 Less shares repurchased (2,271,010) (21,593,341) (1,375,769) (15,441,396) ---------- ------------- ---------- ------------- Net increase (decrease) 73,367 $ (502,255) 742,595 $ 8,391,972 ========== ============= ========== ============= Class II Shares sold 4,187,123 $ 37,458,560 3,136,297 $ 35,278,024 Reinvestment of distributions 412,132 3,772,315 249,283 2,802,213 Less shares repurchased (4,549,704) (46,627,198) (3,030,188) (34,077,990) ---------- ------------- ---------- ------------- Net increase (decrease) 49,551 $ (5,396,323) 355,392 $ 4,002,247 ========== ============= ========== ============= 24 The accompanying notes are an integral part of these financial statements. Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer High Yield VCT Portfolio (The Portfolio) is one of the 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to maximize total return through a combination of income and capital appreciation. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. Investments in high-yield or lower-rated securities are subject to greater-than-average risk. In addition, the non-diversified Portfolio may have concentrations in certain asset types, which may subject the Portfolio to additional risks. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the portfolios are 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 values, 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. Fixed income securities are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. Valuations may be supplemented by dealers and other sources, as required. Securities for which market prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. Trading in foreign equity securities is substantially completed each day at various times prior to the close of the NYSE. The value of such securities used in computing the net asset value of the Portfolio's shares is based on the last sale price on the principal exchange where they traded. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates. All discounts/premiums are accreted/amortized for financial reporting purposes. 25 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. The Portfolio invests in below investment grade (high yield) debt securities, preferred and common stocks. These high yield securities may be convertible into equity securities of the issuer. Debt securities rated below investment grade are commonly referred to as "junk bonds" and are considered speculative. These securities involve greater risk of loss, are subject to greater price volatility, and are less liquid, especially during years of economic uncertainty or change, than higher rated debt securities. B. Foreign Currency Translation The books and records of the Portfolio 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. C. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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. At December 31, 2008, the Portfolio had no open forward contracts. D. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. In addition to the requirements of the Internal Revenue Code, the Portfolio may also be required to pay local taxes on the recognition of capital gains and/or the repatriation of foreign currencies in certain countries. During the year ended December 31, 2008, no such taxes were paid. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $2,341,302, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $312,405 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio has reclassified $6,100 to increase undistributed net investment income and $6,100 to increase accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings on a federal income tax basis at December 31, 2008, were as follows: 26 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 ------------ ---------- Distributions paid from: Ordinary income $ 8,520,858 $6,568,888 Long-term capital gain 1,132,906 105,011 ------------ ---------- Total distributions $ 9,653,764 $6,673,899 ============ ========== Distributable Earnings: Undistributed ordinary income $ 118,898 Capital loss carryforward (2,341,302) Post-October loss deferred (312,405) Unrealized depreciation (42,525,823) ------------ Total $(45,060,632) ============ - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales, Real Estate Investment Trust (REIT) holdings, interest accruals on preferred stocks, adjustments relating to catastrophe bonds, and interest on defaulted bonds. E. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. The Portfolio declares as daily dividends substantially all of its respective net investment income. All dividends are paid on a monthly basis. Short-term capital gain distributions, if any, may be declared with the daily dividends. Distributions paid by the Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution expense rates. Dividends and distributions to shareowners are recorded on the ex-dividend date. F. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. G. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust'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. 27 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average daily net assets. In addition, under the management and administration agreement, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $1,326 in management fees, administrative costs and certain others fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $245 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to its Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $195 in distribution fees payable to PFD at December 31, 2008. 5. New Pronouncement 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 Portfolio's financial statement disclosures. 28 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer High Yield VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer High Yield VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 High Yield VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 29 Pioneer High Yield VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentages of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income and qualified short term gains were 81.48% and 0%, respectively. 30 Pioneer High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's Custodian operations. The Trustees and officers are listed below, together with Brown Brothers Harriman & Co. their principal occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act are Independent Registered Public Accounting Firm referred to as Interested Trustees. Trustees who are not interested Ernst & Young LLP persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment Principal Underwriter portfolios for which Pioneer serves as investment adviser (the "Pioneer Pioneer Funds Distributor, Inc. Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - --------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - --------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ---------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 31 Pioneer High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- Position Held Length of Service Name and Age with the Trust and Term of Office David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - --------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------------- Name and Age Principal Occupation During Past Five Years David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present) ; Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- Other Directorships Name and Age Held by this Trustee David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - ------------------------------------------------------------------------ Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------ Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------ Margaret B.W. Graham None (61) - ------------------------------------------------------------------------ Thomas J. Perna (58) None - ------------------------------------------------------------------------ Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ 32 Pioneer High Yield VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - ------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - ------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - ------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - ------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - ------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - --------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - --------------------------------------------------------------------------------------------------------------------------------- 33 - -------------------------------------------------------------------------------- This page for your notes. 34 - -------------------------------------------------------------------------------- This page for your notes. 35 - -------------------------------------------------------------------------------- This page for your notes. 36 - -------------------------------------------------------------------------------- This page for your notes. 37 [LOGO]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18662-03-0209 [Logo]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer Ibbotson Asset Allocation Series VCT Portfolios Moderate Allocation Portfolio -- Portfolio and Performance Update 2 Growth Allocation Portfolio -- Portfolio and Performance Update 3 Aggressive Allocation Portfolio -- Portfolio and Performance Update 4 Comparing Ongoing Portfolio Expenses 5 Market Overview and Strategy 8 Portfolio Reviews 10 Schedule of Investments 11 Financial Statements 14 Notes to Financial Statements 23 Report of Independent Registered Public Accounting Firm 27 Approval of Sub-Advisory Agreement 29 Trustees, Officers and Service Providers 35 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Moderate Allocation VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- [The following is represented by a pie chart in the printed materials.] Target Asset Allocations Equity 60% Fixed-Income 40% Actual Asset Allocations Large Cap Growth Stocks 15.5% - ----------------------------------------------------------------------------- Large Cap Value Stocks 15.5 - ----------------------------------------------------------------------------- Mid/Small Cap Growth Stocks 6.0 - ----------------------------------------------------------------------------- Mid/Small Cap Value Stocks 6.0 - ----------------------------------------------------------------------------- International Stocks 12.0 - ----------------------------------------------------------------------------- Emerging Markets 2.0 - ----------------------------------------------------------------------------- Real Estate (REITs) 3.0 - ----------------------------------------------------------------------------- High Yield Bonds 8.0 - ----------------------------------------------------------------------------- Bonds 9.0 - ----------------------------------------------------------------------------- Short Term Bonds 17.0 - ----------------------------------------------------------------------------- Cash Equivalents 6.0 - ----------------------------------------------------------------------------- Ten Largest Holdings (Based on total portfolio) 1. Pioneer Bond 13.13% - -------------------------------------------------------------------------------- 2. Pioneer Short Term Income 12.56 - -------------------------------------------------------------------------------- 3. Pioneer Research 8.81 - -------------------------------------------------------------------------------- 4. Pioneer Fund 8.07 - -------------------------------------------------------------------------------- 5. Pioneer Global High Yield 5.01 - -------------------------------------------------------------------------------- 6. Pioneer Cullen Value 4.09 - -------------------------------------------------------------------------------- 7. AIM Global Aggressive Growth 3.71 - -------------------------------------------------------------------------------- 8. Pioneer Mid-Cap Value 3.49 - -------------------------------------------------------------------------------- 9. Pioneer Independence 3.26 - -------------------------------------------------------------------------------- 10. AIM International Growth 3.03 This list excludes temporary cash and derivative instruments. Portfolio holdings will vary for other periods. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions 12/31/08 12/31/07 Net Asset Value per Share Class I $ 7.61 $ 12.04 Class II $ 7.59 $ 12.01 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.3318 $ 0.0220 $ 0.6358 Class II $ 0.3022 $ 0.0220 $ 0.6358 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Ibbotson Moderate Allocation VCT Portfolio at net asset value, compared to that of the Standard & Poor's 500 Index and Barclays Capital Aggregate Bond Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following is represented by a mountain chart in the printed materials.] Pioneer Ibbotson Pioneer Ibbotson Moderate Allocation Moderate Allocation Barclays Capital VCT Portfolio VCT Portfolio S&P Aggregate Bond Class I Class II Index 500 Index 3/05 10,000 10,000 10,000 10,000 12/05 10,683 10,683 10,292 10,721 12/06 11,828 11,818 10,738 12,413 12/07 12,531 12,500 11,486 13,094 12/08 8,648 8,604 12,088 8,251 The Barclays Capital Aggregate Bond Index is a measure of the U.S. bond market. The Standard & Poor's 500 Index (the S&P 500) is a commonly used measure of the broad U.S. stock market. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) Class I Class II Life-of-Class* (3/18/05) -3.89% -4.02% 1 Year -30.81 -30.99 All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. * Inception date of the Portfolio's Class II shares. Class I shares commenced operations on 12/15/06. The performance of Class I shares for the period prior to commencement of operations of Class I shares is based on the performance of the Portfolio's Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Growth Allocation VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- [The following is represented by a pie chart in the printed materials.] Target Asset Allocations Equity 75% Fixed Income 25% Actual Asset Allocation Large Cap Growth Stocks 16.5% Large Cap Value Stocks 17.5 Mid/Small Cap Growth Stocks 8.5 Mid/Small Cap Value Stocks 8.5 International Stocks 16.0 Emerging Markets 4.0 Real Estate (REITs) 4.0 High Yield Bonds 5.0 Bonds 7.5 Short Term Bonds 12.5 Ten Largest Holdings (Based on total portfolio) 1. Pioneer Bond 9.49% - -------------------------------------------------------------------------------- 2. Pioneer Research 8.43 - -------------------------------------------------------------------------------- 3. Pioneer Fund 7.89 - -------------------------------------------------------------------------------- 4. Pioneer Short Term Income 7.38 - -------------------------------------------------------------------------------- 5. Pioneer Cullen Value 5.12 - -------------------------------------------------------------------------------- 6. Pioneer Mid-Cap Value 4.88 - -------------------------------------------------------------------------------- 7. AIM Global Aggressive Growth 4.48 - -------------------------------------------------------------------------------- 8. Pioneer Emerging Markets 3.99 - -------------------------------------------------------------------------------- 9. Pioneer Small Cap Value 3.95 - -------------------------------------------------------------------------------- 10. Pioneer Growth Opportunities 3.92 This list excludes temporary cash and derivative instruments. Portfolio holdings will vary for other periods. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions 12/31/08 12/31/07 Net Asset Value per Share (Class II) $ 7.38 $ 12.41 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class II $ 0.2368 $ 0.0037 $ 0.7493 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Ibbotson Growth Allocation VCT Portfolio at net asset value, compared to that of the Standard & Poor's 500 Index and Barclays Capital Aggregate Bond Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following is represented by a mountain chart in the printed materials.] Pioneer Ibbotson Barclays Aggressive Allocation Capital Aggregate VCT Portfolio Bond Index S&P 500 3/05 10,000 10,000 10,000 12/05 10,878 10,292 10,721 12/06 12,256 10,738 12,413 12/07 12,960 11,486 13,094 12/08 8,412 12,088 8,251 The Barclays Capital Aggregate Bond Index is a measure of the U.S. bond market. The Standard & Poor's 500 Index (the S&P 500) is a commonly used measure of the broad U.S. stock market. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) Net Asset Value Class II Life-of-Class (3/18/05) -4.69% 1 Year -35.00 All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- [The following is represented by a pie chart in the printed materials.] Target Asset Allocations Equity 90% Fixed Income 10% Actual Asset Allocations Large Cap Growth Stocks 19.0% Large Cap Value Stocks 19.0 Mid/Small Cap Growth Stocks 10.5 Mid/Small Cap Value Stocks 10.5 International Stocks 21.0 Emerging Markets 5.0 Real Estate (REITs) 5.0 High Yield Bonds 0.0 Bonds 7.0 Short Term Bonds 3.0 Ten Largest Holdings (Based on total portfolio) 1. Pioneer Research 10.04% - -------------------------------------------------------------------------------- 2. Pioneer Fund 8.88 - -------------------------------------------------------------------------------- 3. AIM Global Aggressive Growth 6.82 - -------------------------------------------------------------------------------- 4. Pioneer Mid-Cap Value 6.65 - -------------------------------------------------------------------------------- 5. Pioneer Growth Opportunities 6.21 - -------------------------------------------------------------------------------- 6. Pioneer International Equity 6.11 - -------------------------------------------------------------------------------- 7. Pioneer Bond 5.92 - -------------------------------------------------------------------------------- 8. Pioneer Emerging Markets 5.17 - -------------------------------------------------------------------------------- 9. Pioneer Independence 5.07 - -------------------------------------------------------------------------------- 10. Pioneer Cullen Value 4.99 This list excludes temporary cash and derivative instruments. Portfolio holdings will vary for other periods. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions 12/31/08 12/31/07 Net Asset Value per Share (Class II) $ 6.76 $ 12.54 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class II $ 0.1726 $ 0.0158 $ 1.0497 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Ibbotson Aggressive Allocation VCT Portfolio at net asset value, compared to that of the Standard & Poor's 500 Index and Barclays Capital Aggregate Bond Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following is represented by a mountain chart in the printed materials.] Pioneer Ibbotson Barclays Aggressive Allocation Capital Aggregate VCT Portfolio Bond Index S&P 500 3/05 10,000 10,000 10,000 12/05 11,024 10,292 10,721 12/06 12,616 10,738 12,413 1207 13,271 11,486 13,094 12/08 7,989 12,088 8,251 The Barclays Capital Aggregate Bond Index is a measure of the U.S. bond market. The Standard & Poor's 500 Index (the S&P 500) is a commonly used measure of the broad U.S. stock market. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly an the index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) Net Asset Value Class II Life-of-Class (3/18/05) -5.85% 1 Year -39.63 All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Moderate Allocation VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Ibbotson Moderate Allocation VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 738.31 $ 737.89 Expenses Paid During the Period* $ 3.98 $ 5.15 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 0.91% for Class I Shares and 1.18% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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). Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Ibbotson Moderate Allocation VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ----------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.56 $ 1,019.20 Expenses Paid During the Period* $ 4.62 $ 5.99 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 0.91% for Class I Shares and 1.18% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Growth Allocation VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Ibbotson Growth Allocation VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class II - ------------------------------------------------------------ Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 706.62 Expenses Paid During Period* $ 5.15 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 1.20% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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). Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Ibbotson Growth Allocation VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class II - ----------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,019.10 Expenses Paid During Period* $ 6.09 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 1.20% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 6 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Ibbotson Aggressive Allocation VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class II - ----------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 669.34 Expenses Paid During Period* $ 6.00 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 1.43% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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). Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Ibbotson Aggressive Allocation VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class II - ----------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,017.95 Expenses Paid During Period* $ 7.25 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were 1.43% for Class II Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- MARKET OVERVIEW AND STRATEGY 12/31/08 - -------------------------------------------------------------------------------- In the following interview, portfolio manager Peng Chen, Chief Investment Officer for Ibbotson Associates Advisers LLC, the Portfolios' sub-adviser, discusses the market environment and investment strategies that applied to the portfolios in the Pioneer Ibbotson Asset Allocation Series VCT Portfolios for the annual reporting period ended December 31, 2008. Q. Could you characterize the economic and market backdrop during 2008? A. What began in the summer of 2007 as a U.S. subprime real estate mortgage crisis became in 2008 a full-blown financial crisis that affected all markets and led to worldwide asset price deflation. Excess leverage, financial product complexity, lack of transparency and inadequate oversight prevailed throughout the financial system. The crisis only seemed to worsen during the year despite bailouts of leading financial institutions, new government oversight and a Presidential election. In the United States, Treasury Secretary Paulson, Federal Reserve Chairman Bernanke and the SEC all took drastic action, cutting short-term lending rates, restricting short sales, providing capital, arranging bank mergers, and guaranteeing deposits. As we headed into the fourth quarter of 2008, the U.S. Congress approved a mammoth financial institution bailout package, while demanding that the U.S. government would receive some potential upside in the form of equity, that there would be restrictions on executive compensation, and that homeowners would reap some of the benefits. Despite these efforts, the lack of trust in the debt markets spread beyond the financial system's paper economy to the real economy, and on a global scale. In the U.S., the National Bureau of Economic Research declared that the United States entered into a recession in late 2007, confirming what many had suspected. A weak job market and devalued homes had a predictable impact on consumers, leading to record-low readings in the Consumer Confidence Index as the year drew to a close. In keeping with this backdrop, the stock markets started 2008 poorly, and only fell further as the year progressed. Most bond markets fell as well, especially those where any credit or counterparty risk is involved. The newly named Barclays Capital (formerly Lehman Brothers) Aggregate Bond Index, the most popular measure of the performance of the U.S. bond market, returned 5.24% in 2008. While this is only slightly lower than average, it masks sharp declines that occurred in certain U.S. bond segments, as Treasuries dramatically outperformed other sectors in a risk-sensitive environment. The U.S. equity market in aggregate provided its worst returns since the 1930s, as reflected in the Standard and Poor's 500 Index return of -36.99% for the full one-year period ended December 31, 2008. The damage was essentially across-the-board among investment styles, as evidenced by the unappealing -28.92% return of small-cap value stocks as measured by the Russell 2000 Value Index taking top performance honors for the full year ended December 31, 2008. International equities fell even more than the domestic stock market, with the Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Index returning -43.38% for the 12 months ended December 31, 2008 in part due to a strengthening of the dollar, which clearly remains a reserve currency during volatile periods in the minds of world investors. Q. What were the strategic considerations that you applied to the three Portfolios in allocating assets? A. For each portfolio, assets have been invested in keeping with their broad asset allocation and specific portfolio targets. In addition, over the course of the year we implemented several tactical shifts across all the portfolios. During the second quarter, we began to introduce an overweighting of equities, as we viewed valuations as attractive, especially in relation to Treasury yields. In addition, we expected the overall stock market at some point to look ahead to economic recovery. The overweighting of equities was removed at the end of the third quarter, as our outlook for the duration of the economy's difficulties became more negative. Within the equity portion, as we entered the annual reporting period, the Portfolios were overweight large-cap stocks relative to small-cap stocks within the U.S. stock portion of the portfolios. An important consideration in the weighting was our view that large caps had the potential to outperform as the market anticipated a A Word About Risk: A Portfolio's performance depends on the adviser's skill in determining the strategic asset class allocations, the mix of underlying Pioneer funds, and the performance of those underlying funds. The underlying funds' performance may be lower than the performance of the asset class that they were selected to represent. Stocks and bonds can decline due to adverse issuer, market, regulatory, or economic developments. These risk factors, including those associated with currency exchange rates, also apply to investments in international markets, all of which make international markets more volatile and less liquid than investments in domestic markets. Some of the underlying portfolios can invest in either high-yield securities or small/emerging growth companies. Investments in these types of securities generally are subject to greater volatility than either higher-grade securities or more-established companies, respectively. Before making an investment in a Portfolio, you should consider all the risks associated with it. Call 800-688-9915 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. The returns for each Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all Portfolios. 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. 8 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- recession, given that large-cap stocks have been more resilient under that scenario in the past. In addition, the tight credit environment seemed to favor large, cash-rich companies. As the period progressed and it became clear that a recession was underway, we began to add small-cap exposure and move to a neutral posture, as small caps often are the first to look ahead to the prospect of economic recovery. The early weighting toward large caps was a modest negative for the Portfolios' performance over the first half of 2008, as the segment suffered in the wake of an oil price spike in June. Over the second half of 2008, the equity portions of the portfolios were positioned neutrally with respect to the various equity categories. We have also maintained neutral target weightings in the non-U.S. equity market alternatives, both developed and emerging. Within fixed income, the yield spread offered by high-yield bonds versus investment-grade issues was below its long-term average entering 2008, and we moved to underweight the high-yield bond offering in favor of equities and investment-grade bonds. While high-yield bonds indeed lagged investment-grade issues, the positive impact of the underweighting was negated as equities overseas encountered weakness and financial stocks dragged down equity returns in the U.S. Near the end of the first quarter, high-yield spreads reached more attractive levels and we moved to a neutral weighting. Spreads continued to widen over the course of the year, however, and closed the period at record levels. Finally, we have continued to underweight REITs (Real Estate Investment Trusts) in favor of equities during the period. For the full one-year period ended December 31, 2008, REITs performed essentially in line with equities, falling 37.7% as measured by the FTSE NAREIT Equity Index. However, REITs experienced even more volatility along the way than the stock market, and we continue to underweight REITs in view of our risk/reward assessment of the asset class. REITs generally carry higher degrees of leverage than most companies. In the current credit crisis, REITs may find it difficult to refinance debt and will certainly pay higher borrowing costs moving forward. From a fundamental perspective, hotel occupancy rates are down, businesses are contracting and retailers are declaring bankruptcy. In addition, valuations remain above long-term averages for U.S. equity REITs. Q. What factors are you watching most closely as you determine strategy for the Portfolios going forward? A. We believe that the flight to quality that has taken place during the financial crisis has resulted in riskier assets being over-sold and safe assets such as the U.S. dollar and U.S. Treasury bills being over-bought. At the current lows for asset classes such as equities and credit-sensitive sectors of the bond market, we believe that strategic long-term investors will be rewarded, although the journey may be fairly bumpy. When the economy nears the end of this current recession, we think patient investors should see corporate bonds outperform government bonds, high-yield bonds outperform investment-grade credit quality issues, non-U.S. bonds outperform U.S. bonds, and equities outperform bonds. In this vein, we are considering several dynamic tilts in the Portfolios that we believe will be profitable when the end of the recession nears. These include overweighting U.S. investment-grade corporate bonds relative to cash and U.S. Treasury bills, as well as overweighting non-U.S. bonds over U.S. bonds. We are also considering overweighting equities relative to bonds. The big question is, of course, "When will the global economy improve?" In light of the expected length and depth of the current recession, it may be some time before we feel that meaningful shifts in the direction of more risk-sensitive asset classes are merited. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Any information in this shareowner report regarding market or economic trends or the factors influencing a Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO REVIEWS 12/31/08 - -------------------------------------------------------------------------------- Moderate Allocation The Portfolio's Class I shares had a total return of -30.81% for the 12-month period ended December 31, 2008, while Class II shares returned -30.99%. Over the same 12-month period, the S&P 500 returned -36.99%, the Barclays Capital Aggregate Bond Index returned 5.24%, and the average return of the 157 variable portfolios in Lipper's Mixed-Asset Target Allocation/Moderate Underlying Funds category was -25.34%. The Portfolio targeted an asset allocation of 60% equities, 40% fixed income during the period. At the end of the period, the Portfolio was positioned neutrally with respect to the breakdown between equities and fixed income. Within the equity portion of the Portfolio, Pioneer Research Fund was the largest holding at 8.81% of assets on December 31, 2008. Pioneer Fund was the next largest equity holding at 8.07% of assets. Within the fixed- income portion of the Portfolio, the largest holding at the end of the period was Pioneer Bond Fund at 13.13% of assets, closely followed by Pioneer Short Term Income Fund, at 12.57% assets. Growth Allocation The Portfolio's Class II shares had a total return of -35.00% for the 12-month period ended December 31, 2008. Over the same 12-month period, the S&P 500 returned -36.99%, the Barclays Capital Aggregate Bond Index returned 5.24%, and the average return of the 197 portfolios in Lipper's Mixed-Asset Target Allocation/Growth Underlying Funds category was -29.60%. The Portfolio targeted an asset allocation of 75% equities, 25% fixed income during the period. At the end of the period, the Portfolio was positioned neutrally with respect to the breakdown between equities and fixed income. Within the equity portion of the Portfolio, Pioneer Research Fund was the largest holding at 8.49% of assets on December 31, 2008. Pioneer Fund was the next largest equity holding at 7.95% of assets. Within the fixed-income portion of the Portfolio, the largest holding at the end of the period was Pioneer Bond Fund at 9.56% of assets, followed by a shorter duration bond fund, Pioneer Short Term Income Fund, at 7.43% of assets. Aggressive Allocation The Portfolio's Class II shares had a total return of -39.63% for the 12-month period ended December 31, 2008. Over the same 12-month period, the S&P 500 returned -36.99%, the Barclays Capital Aggregate Bond Index returned 5.24%, and the average return of the 197 portfolios in Lipper's Multi-Cap Core Underlying Funds category was -38.66%. The Portfolio targeted an asset allocation of 90% equities, 10% fixed income during the period. At the end of the period, the Portfolio was positioned neutrally with respect to the breakdown between equities and fixed income. Within the equity portion of the Portfolio, Pioneer Research Fund was the largest holding at 10.08% of assets on December 31, 2008. Pioneer Fund was the next largest equity holding at 8.91% of assets. Within the fixed-income portion of the Portfolio, the largest allocation was to the Pioneer Bond Fund. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Any information in this shareowner report regarding market or economic trends or the factors influencing the Portfolios' historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. A Word About Risk: A Portfolios' performance depends on the adviser's skill in determining the strategic asset class allocations, the mix of underlying Pioneer funds, and the performance of those underlying funds. The underlying funds' performance may be lower than the performance of the asset class that they were selected to represent. Stocks and bonds can decline due to adverse issuer, market, regulatory, or economic developments. These risk factors, including those associated with currency exchange rates, also apply to investments in international markets, all of which make international markets more volatile and less liquid than investments in domestic markets. Some of the underlying portfolios can invest in either high-yield securities or small/emerging growth companies. Investments in these types of securities generally are subject to greater volatility than either higher-grade securities or more established companies, respectively. Before making an investment in a Portfolio, you should consider all the risks associated with it. Call 800-688-9915 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. The returns for each Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all Portfolios. 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. 10 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value MUTUAL FUNDS - 100.0% NON-PIONEER FUNDS - 17.1% 265,149 AIM Trimark Small Companies Fund Institutional Class $ 2,296,186 144,419 AIM Global Real Estate Fund Institutional Class 1,057,150 402,819 AIM Global Aggressive Growth Fund Institutional Class 4,358,507 189,419 AIM International Growth Fund Institutional Class 3,557,296 229,788 BlackRock Fundamental Growth Fund Institutional Class 3,359,494 310,246 BlackRock International Index Fund Institutional Class 2,714,654 88,444 BlackRock Value Opportunities Fund Institutional Class 1,050,715 500,199 Oppenheimer Commodity Strategy Total Return Fund Class Y 1,555,619 14,364 Oppenheimer Main Street Small-Cap Fund Class Y 182,855 ------------ TOTAL INVESTMENTS IN NON- PIONEER FUNDS (Cost $33,362,554) $ 20,132,476 ------------ PIONEER FUNDS - 82.9% 1,891,243 Pioneer Bond Fund Class Y $ 15,413,628 338,779 Pioneer Cullen Value Fund Class Y 4,807,276 159,722 Pioneer Emerging Markets Fund Class Y 2,621,042 60,975 Pioneer Europe Select Equity Fund Class Y 1,098,765 339,687 Pioneer Floating Rate Fund Class Y 1,718,818 324,195 Pioneer Fund Class Y 9,472,992 903,639 Pioneer Global High Yield Fund Class Y 5,882,690 179,636 Pioneer Growth Opportunities Fund Class Y 2,920,885 543,259 Pioneer High Yield Fund Class Y 3,292,147 557,209 Pioneer Independence Fund Class Y 3,828,023 222,481 Pioneer International Equity Fund Class Y 2,907,823 184,302 Pioneer Mid-Cap Growth Fund Class Y 1,618,170 270,015 Pioneer Mid-Cap Value Fund Class Y 4,098,825 286,705 Pioneer Oak Ridge Large Cap Growth Fund Class Y 2,436,989 176,829 Pioneer Real Estate Shares Fund Class Y 2,295,238 1,596,300 Pioneer Research Fund Class Y 10,344,021 Shares Value PIONEER FUNDS - (continued) 1,657,304 Pioneer Short Term Income Fund Class Y $ 14,750,002 186,396 Pioneer Small Cap Value Fund Class Y 2,816,441 298,224 Pioneer Strategic Income Fund Class Y 2,525,956 274,387 Pioneer Value Fund Class Y 2,431,066 ------------ TOTAL INVESTMENTS IN PIONEER FUNDS (Cost $139,769,617) $ 97,280,797 ------------ TOTAL INVESTMENTS IN SECURITIES - 100.0% (Cost $173,132,171)(a) $117,413,273 ------------ OTHER ASSETS AND LIABILITIES - (0.0%) $ (33,736) ------------ TOTAL NET ASSETS - 100.0% $117,379,537 ============ (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal tax purposes of $174,641,496 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ -- Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (57,228,223) ------------ Net unrealized loss $(57,228,223) ============ Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $71,909,584 and $61,972,777, respectively. Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Fund's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Fund's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------- Level 1 -- Quoted Prices $117,413,273 Level 2 -- Other Significant Observable Inputs -- Level 3 -- Significant Unobservable Inputs -- ------------ Total $117,413,273 ============ The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value MUTUAL FUNDS - 100.8% NON-PIONEER FUNDS - 19.5% 632,714 AIM Trimark Small Companies Fund Institutional Class $ 5,479,304 353,417 AIM Global Real Estate Fund Institutional Class 2,587,009 785,105 AIM Global Aggressive Growth Fund Institutional Class 8,494,837 286,080 AIM International Growth Fund Institutional Class 5,372,589 482,972 BlackRock Fundamental Growth Fund Institutional Class 7,061,054 286,665 BlackRock International Index Fund Institutional Class 2,508,319 141,820 BlackRock Value Opportunities Fund Institutional Class 1,684,820 1,155,653 Oppenheimer Commodity Strategy Total Return Fund Class Y 3,594,081 ------------ TOTAL INVESTMENTS IN NON- PIONEER FUNDS (Cost $60,712,443) $ 36,782,013 ------------ PIONEER FUNDS - 81.3% 2,208,880 Pioneer Bond Fund Class Y $ 18,002,369 684,585 Pioneer Cullen Value Fund Class Y 9,714,261 461,625 Pioneer Emerging Markets Fund Class Y 7,575,263 202,435 Pioneer Equity Income Fund Class Y 4,062,872 137,100 Pioneer Europe Select Equity Fund Class Y 2,470,543 512,086 Pioneer Fund Class Y 14,963,161 834987 Pioneer Global High Yield Fund Class Y 5,435,768 16,374 Pioneer Government Income Fund Class Y 160,796 457,660 Pioneer Growth Opportunities Fund Class Y 7,441,548 559,707 Pioneer High Yield Fund Class Y 3,391,825 1,030,502 Pioneer Independence Fund Class Y 7,079,547 564,708 Pioneer International Equity Fund Class Y 7,380,733 418,237 Pioneer Mid-Cap Growth Fund Class Y 3,672,125 610,396 Pioneer Mid-Cap Value Fund Class Y 9,265,809 486,751 Pioneer Oak Ridge Large Cap Growth Fund Class Y 4,137,383 358,387 Pioneer Real Estate Shares Fund Class Y 4,651,862 2,467,248 Pioneer Research Fund Class Y 15,987,764 1,572,547 Pioneer Short Term Income Fund Class Y 13,995,665 Shares Value PIONEER FUNDS - (continued) 496,071 Pioneer Small Cap Value Fund Class Y $ 7,495,634 222,708 Pioneer Strategic Income Fund Class Y 1,886,339 475,427 Pioneer Value Fund Class Y 4,212,287 ------------ TOTAL INVESTMENTS IN PIONEER FUNDS (Cost $232,245,497) $152,983,554 ------------ TOTAL INVESTMENTS IN SECURITIES - 100.8% (Cost $292,957,940)(a) $189,765,567 ------------ OTHER ASSETS AND LIABILITIES - (0.8%) $ (1,497,237) ------------ TOTAL NET ASSETS - 100.0% $188,268,330 ============ (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal tax purposes of $294,894,083 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 9,420 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (105,137,936) ------------- Net unrealized loss $(105,128,516) ============== Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $116,644,285 and $74,828,499, respectively. Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Fund's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Fund's assets: Investments Valuation Inputs in Securities - ----------------------------------------------------------------- Level 1 -- Quoted Prices $189,765,567 Level 2 -- Other Significant Observable Inputs -- Level 3 -- Significant Unobservable Inputs -- ------------ Total $189,765,567 ============ 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value MUTUAL FUNDS - 100.4% NON-PIONEER FUNDS - 21.4% 27,453 AIM Trimark Small Companies Fund Institutional Class $ 237,739 22,022 AIM Global Real Estate Fund Institutional Class 161,201 50,616 AIM Global Aggressive Growth Fund Institutional Class 547,668 13,073 AIM International Growth Fund Institutional Class 245,517 21,729 BlackRock Fundamental Growth Fund Institutional Class 317,677 6,713 BlackRock Value Opportunities Fund Institutional Class 79,753 39,120 Oppenheimer Commodity Strategy Total Return Fund Class Y 121,662 ----------- TOTAL INVESTMENTS IN NON- PIONEER FUNDS (Cost $2,826,731) $ 1,711,217 ----------- PIONEER FUNDS - 79.0% 58,269 Pioneer Bond Fund Class Y $ 474,892 28,209 Pioneer Cullen Value Fund Class Y 400,282 25,279 Pioneer Emerging Markets Fund Class Y 414,830 8,067 Pioneer Equity Income Fund Class Y 161,900 13,602 Pioneer Europe Select Equity Fund Class Y 245,106 24,387 Pioneer Fund Class Y 712,596 11,185 Pioneer Global High Yield Fund Class Y 72,816 30,646 Pioneer Growth Opportunities Fund Class Y 498,308 59,242 Pioneer Independence Fund Class Y 406,992 37,511 Pioneer International Equity Fund Class Y 490,269 18,413 Pioneer Mid-Cap Growth Fund Class Y 161,662 35,140 Pioneer Mid-Cap Value Fund Class Y 533,422 18,511 Pioneer Oak Ridge Large Cap Growth Fund Class Y 157,340 19,266 Pioneer Real Estate Shares Fund Class Y 250,076 124,370 Pioneer Research Fund Class Y 805,921 24,328 Pioneer Small Cap Value Fund Class Y 367,599 Shares Value PIONEER FUNDS - (continued) 18,162 Pioneer Value Fund Class Y $ 160,917 ----------- TOTAL INVESTMENTS IN PIONEER FUNDS (Cost $9,645,865) $6,314,928 ----------- TOTAL INVESTMENTS IN SECURITIES - 100.4% (Cost $12,472,596)(a) $8,026,145 ----------- OTHER ASSETS AND LIABILITIES - (0.4%) $ (29,950) =========== TOTAL NET ASSETS - 100.0% $7,996,195 =========== (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal tax purposes of $12,859,125 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ -- Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (4,832,980) ----------- Net unrealized loss $(4,832,980) =========== Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $5,374,809 and $4,622,062, respectively. Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Fund's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Fund's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------- Level 1 -- Quoted Prices $8,026,145 Level 2 -- Other Significant Observable Inputs -- Level 3 -- Significant Unobservable Inputs -- ---------- Total $8,026,145 ========== The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 12/15/06 (a) Year Ended Year Ended to Class I 12/31/08 12/31/07 12/31/06 Moderate Allocation VCT Portfolio Net asset value, beginning of period $ 12.04 $ 11.62 $ 11.63 -------- ------- -------- Increase (decrease) from investment operations: Net investment income (b) $ 0.34 $ 0.15 $ 0.05 Net realized and unrealized gain (loss) on investments (3.78) 0.54 (0.06) -------- ------- --------- Net increase (decrease) from investment operations $ (3.44) $ 0.69 $ (0.01) -------- ------- --------- Distributions to shareowners: Net investment income $ (0.33) $ (0.12) $ -- Net realized gain (0.66) (0.15) -- -------- -------- --------- Total distributions to shareowners $ (0.99) $ (0.27) $ -- -------- -------- --------- Net increase (decrease) in net asset value $ (4.43) $ 0.42 $ (0.01) -------- -------- --------- Net asset value, end of period $ 7.61 $ 12.04 $ 11.62 ======== ======== ========= Total return* (30.81)% 5.95% (0.09)%(c) Ratio of net expenses to average net assets+ 0.15% 0.14% 0.90%** Ratio of net investment income to average net assets+ 3.35% 1.23% 9.80%** Portfolio turnover rate 40% 12% 1%(c) Net assets, end of period (in thousands) $ 12,105 $ 20,582 $ 25,009 Ratios with no waivers of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.31% 0.27% 0.90%** Net investment income 3.19% 1.10% 9.80%** (a) Commencement of operations. (b) Calculated using average shares outstanding for the period. (c) Not Annualized. * 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. ** Annualized. + In addition to the expenses which the Fund bears directly, the Fund indirectly bears pro rata shares of the expenses of the funds in which the Fund invests. Because each of the underlying funds bears its own varying expense levels and because the Fund may own differing proportions of each fund at different times, the amount of expenses incurred indirectly by the Fund will vary from time to time. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges and sales charges. 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 3/18/05 (a) Year Ended Year Ended Year Ended to Class II 12/31/08 12/31/07 12/31/06 12/31/05 Moderate Allocation VCT Portfolio Net asset value, beginning of period $ 12.01 $ 11.61 $ 10.63 $ 10.00 -------- -------- -------- ------- Increase (decrease) from investment operations: Net investment income (b) $ 0.31 $ 0.31 $ 0.24 $ 0.15 Net realized and unrealized gain (loss) on investments (3.77) 0.36 0.87 0.48 -------- -------- -------- ------- Net increase (decrease) from investment operations $ (3.46) $ 0.67 $ 1.11 $ 0.63 -------- -------- -------- ------- Distributions to shareowners: Net investment income $ (0.30) $ (0.12) $ (0.04) $ -- Net realized gain (0.66) (0.15) (0.09) -- -------- -------- -------- -------- Total distributions to shareowners $ (0.96) $ (0.27) $ (0.13) $ -- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (4.42) $ 0.40 $ 0.98 $ 0.63 -------- -------- -------- -------- Net asset value, end of period $ 7.59 $ 12.01 $ 11.61 $ 10.63 ======== ======== ======== ======== Total return* (30.99)% 5.77% 10.62% 6.30%(c) Ratio of net expenses to average net assets+ 0.39% 0.39% 0.46% 0.74%** Ratio of net investment income to average net assets+ 3.10% 2.53% 2.24% 1.73%** Portfolio turnover rate 40% 12% 1% 27%(c) Net assets, end of period (in thousands) $105,275 $149,973 $ 97,980 $ 20,067 Ratios with no waivers of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.55% 0.52% 0.60% 1.42%** Net investment income 2.94% 2.40% 2.10% 1.05%** (a) Commencement of operations. (b) Calculated using average shares outstanding for the period. (c) Not Annualized. * 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. ** Annualized. + In addition to the expenses which the Fund bears directly, the Fund indirectly bears pro rata shares of the expenses of the funds in which the Fund invests. Because each of the underlying funds bears its own varying expense levels and because the Fund may own differing proportions of each fund at different times, the amount of expenses incurred indirectly by the Fund will vary from time to time. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges and sales charges. The accompanying notes are an integral part of these financial statements. 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 3/18/05 (a) Year Ended Year Ended Year Ended to Class II 12/31/08 12/31/07 12/31/06 12/31/05 Growth Allocation VCT Portfolio Net asset value, beginning of period $ 12.41 $ 12.07 $ 10.78 $ 10.00 -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income (b) $ 0.23 $ 0.21 $ 0.22 $ 0.11 Net realized and unrealized gain (loss) on investments (4.27) 0.49 1.14 0.67 -------- -------- ------- -------- Net increase (decrease) from investment operations $ (4.04) $ 0.70 $ 1.36 $ 0.78 -------- -------- -------- -------- Distributions to shareowners: Net investment income $ (0.24) $ (0.13) $ (0.02) $ -- Net realized gain (0.75) (0.23) (0.05) -- -------- -------- -------- -------- Total distributions to shareowners $ (0.99) $ (0.36) $ (0.07) $ -- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (5.03) $ 0.34 $ 1.29 $ 0.78 -------- -------- -------- -------- Net asset value, end of period $ 7.38 $ 12.41 $ 12.07 $ 10.78 ======== ======== ======== ======== Total return* (35.00)% 5.74% 12.67% 7.80%(c) Ratio of net expenses to average net assets+ 0.38% 0.38% 0.43% 0.74%** Ratio of net investment income to average net assets+ 2.31% 1.68% 2.00% 1.34%** Portfolio turnover rate 32% 7% 0% 20%(c) Net assets, end of period (in thousands) $188,268 $254,713 $148,784 $13,245 Ratios with no waivers of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.53% 0.48% 0.53% 1.74%** Net investment income 2.16% 1.58% 1.90% 0.34%** (a) Commencement of operations. (b) Calculated using average shares outstanding for the period. (c) Not Annualized. * 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. ** Annualized. + In addition to the expenses which the Fund bears directly, the Fund indirectly bears pro rata shares of the expenses of the funds in which the Fund invests. Because each of the underlying funds bears its own varying expense levels and because the Fund may own differing proportions of each fund at different times, the amount of expenses incurred indirectly by the Fund will vary from time to time. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges and sales charges. 16 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 3/18/05 (a) Year Ended Year Ended Year Ended to Class II 12/31/08 12/31/07 12/31/06 12/31/05 Aggressive Allocation VCT Portfolio Net asset value, beginning of period $ 12.54 $ 12.42 $ 10.98 $ 10.00 -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income (b) $ 0.12 $ 0.08 $ 0.09 $ 0.08 Net realized and unrealized gain (loss) on investments (4.66) 0.58 1.48 0.90 -------- -------- -------- -------- Net increase (decrease) from investment operations $ (4.54) $ 0.66 $ 1.57 $ 0.98 -------- -------- -------- -------- Distributions to shareowners: Net investment income $ (0.17) $ (0.16) $ (0.03) $ -- Net realized gain (1.07) (0.38) ( 0.10) -- -------- -------- -------- -------- Total distributions to shareowners $ (1.24) $ (0.54) $ (0.13) $ -- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (5.78) $ 0.12 $ 1.44 $ 0.98 -------- -------- -------- -------- Net asset value, end of period $ 6.76 $ 12.54 $ 12.42 $ 10.98 ======== ======== ======== ======== Total return* (39.63)% 5.19% 14.44% 9.80%(c) Ratio of net expenses to average net assets+ 0.55% 0.74% 0.74% 0.74%** Ratio of net investment income to average net assets+ 1.19% 0.61% 0.79% 0.90%** Portfolio turnover rate 43% 18% 7% 17%(c) Net assets, end of period (in thousands) $ 7,996 $ 12,631 $ 10,672 $ 3,077 Ratios with no waivers of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.20% 0.98% 1.40% 5.94%** Net investment income (loss) 0.55% 0.37% 0.13% (4.30)%** (a) Commencement of operations. (b) Calculated using average shares outstanding for the period. (c) Not Annualized. * 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. ** Annualized. + In addition to the expenses which the Fund bears directly, the Fund indirectly bears pro rata shares of the expenses of the funds in which the Fund invests. Because each of the underlying funds bears its own varying expense levels and because the Fund may own differing proportions of each fund at different times, the amount of expenses incurred indirectly by the Fund will vary from time to time. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges and sales charges. The accompanying notes are an integral part of these financial statements. 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- STATEMENTS OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- Moderate Growth Aggressive Allocation Allocation Allocation VCT Portfolio VCT Portfolio VCT Portfolio ASSETS: Investments in securities of affiliated issuers, at value (at cost $139,769,617, $232,245,497 and $9,645,865, respectively) $ 97,280,797 $ 152,983,554 $ 6,314,928 Investments in securities of unaffiliated issuers, at value (at cost $33,362,554, $60,712,443 and $2,826,731, respectively) 20,132,476 36,782,013 1,711,217 ------------- -------------- ------------ Total investments in securities, at value (at cost $173,132,171, $292,957,940 and $12,472,596 respectively) $ 117,413,273 $ 189,765,567 $ 8,026,145 Cash 118,006 654,370 16,144 Receivables for: Investment Funds sold 40,638 528,762 -- Due from Pioneer Investment Management, Inc. 20,546 53,038 9,813 ------------- -------------- ------------ Total assets $ 117,592,463 $ 191,001,737 $ 8,052,102 ------------- -------------- ------------ LIABILITIES: Payables for: Investment Funds purchased $ 31,716 $ 783,539 $ -- Capital stock redeemed 48,032 1,767,249 570 Due to affiliates 43,100 73,057 3,226 Accrued expenses and other liabilities 90,078 109,562 52,111 ------------- -------------- ------------ Total liabilities $ 212,926 $ 2,733,407 $ 55,907 ------------- -------------- ------------ NET ASSETS: Paid-in capital $ 176,125,629 $ 296,073,657 $ 13,295,302 Undistributed net investment income 4,795,959 5,439,179 126,630 Accumulated net realized loss on investments (7,823,153) (10,052,133) (979,286) Net unrealized loss on investments (55,718,898) (103,192,373) (4,446,451) ------------- -------------- ------------ Total net assets $ 117,379,537 $ 188,268,330 $ 7,996,195 ============= ============== ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Net Assets of Class I Shares $ 12,104,615 $ -- $ -- Net Assets of Class II Shares $ 105,274,922 $ 188,268,330 $ 7,996,195 ------------- -------------- ------------ Class I Shares outstanding 1,590,338 -- -- Class II Shares outstanding 13,862,441 25,514,555 1,183,554 ------------- -------------- ------------ Net Asset Value -- Class I Shares $ 7.61 $ -- $ -- Net Asset Value -- Class II Shares $ 7.59 $ 7.38 $ 6.76 18 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- STATEMENTS OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 Moderate Growth Aggressive Allocation Allocation Allocation VCT Portfolio VCT Portfolio VCT Portfolio INVESTMENT INCOME: Dividend income from securities of affiliated issuers $ 4,832,334 $ 5,501,612 $ 148,427 Dividend income from securities of unaffiliated issuers 473,227 805,758 36,510 Interest 20,786 5,893 542 ------------- -------------- ------------ Total investment income $ 5,326,347 $ 6,313,263 $ 185,479 ------------- -------------- ------------ EXPENSES: Management fees $ 208,344 $ 321,847 $ 14,635 Transfer agent fees Class I 1,501 1,501 1,501 Class II 1,890 -- -- Distribution fees (Class II) 339,111 587,206 26,591 Administrative fees 38,134 58,726 2,660 Custodian fees 99,876 139,691 18,491 Professional fees 54,188 64,701 49,065 Printing fees 15,450 17,233 5,402 Fees and expenses of nonaffiliated trustees 6,772 6,772 6,772 Miscellaneous 30,992 44,556 2,557 ------------- -------------- ------------ Total expenses $ 796,258 $ 1,242,233 $ 127,674 ------------- -------------- ------------ Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. $ (242,552) $ (349,680) $ (69,174) ------------- -------------- ------------ Net expenses $ 553,706 $ 892,553 $ 58,500 ------------- -------------- ------------ Net investment income $ 4,772,641 $ 5,420,710 $ 126,979 ------------- -------------- ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized loss on investments, affiliated issuers $ (8,308,492) $ (11,951,400) $ (1,010,000) Net realized loss on investments, unaffiliated issuers (554,122) (98,648) (63,074) Realized gain distributions from investment company shares, affiliated issuers 795,455 1,346,690 65,227 Realized gain distributions from investment company shares, unaffiliated issuers 415,862 835,185 52,326 Change in net unrealized loss on investments, affiliated issuers (38,468,061) (70,555,156) (3,209,009) Change in net unrealized loss on investments, unaffiliated issuers (13,230,079) (23,930,430) (1,115,514) ------------- -------------- ------------ Net loss on investments $ (59,349,437) $ (104,353,759) $ (5,280,044) ============= ============== ============ Net decrease in net assets resulting from operations $ (54,576,796) $ (98,933,049) $ (5,153,065) ============= ============== ============ The accompanying notes are an integral part of these financial statements. 19 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- Moderate Allocation VCT Portfolio Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 4,772,641 $ 3,517,857 Net realized gain (loss) on investments (7,651,297) 10,490,940 Change in net unrealized loss on investments (51,698,140) (6,353,442) ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (54,576,796) $ 7,655,355 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: From net investment income Class I ($0.33 and $0.12 per share, respectively) $ (530,455) $ (234,522) Class II ($0.30 and $0.12 per share, respectively) (3,934,625) (1,284,460) From net capital gains Class I ($0.66 and $0.15 per share, respectively) (1,051,637) (285,854) Class II ($0.66 and $0.15 per share, respectively) (8,564,515) (1,569,430) ------------- ------------- Total distributions to shareowners $ (14,081,232) $ (3,374,266) ------------- ------------- FROM PORTFOLIO TRANSACTIONS: Net proceeds from sale of shares $ 23,873,439 $ 54,497,618 Reinvestment of distributions 14,081,231 3,374,266 Cost of shares repurchased (22,472,173) (14,587,399) ------------- ------------- Net increase in net assets resulting from Portfolio share transactions $ 15,482,497 $ 43,284,485 ------------- ------------- Net increase (decrease) in net assets $ (53,175,531) $ 47,565,574 NET ASSETS: Beginning of year 170,555,068 122,989,494 ------------- ------------- End of year $ 117,379,537 $ 170,555,068 ============= ============= Undistributed net investment income $ 4,795,959 $ 4,464,722 ============= ============= 20 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- Growth Allocation Aggressive Allocation VCT Portfolio VCT Portfolio Year Ended Year Ended Year Ended Year Ended 12/31/08 12/31/07 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 5,420,710 $ 3,586,979 $ 126,979 $ 75,033 Net realized gain (loss) on investments (9,868,173) 18,316,123 (955,521) 1,173,612 Change in net unrealized loss on investments (94,485,586) (12,245,188) (4,324,523) (688,672) ------------- ------------- ------------ ------------ Net increase (decrease) in net assets resulting from operations $ (98,933,049) $ 9,657,914 $ (5,153,065) $ 559,973 ------------- ------------- ------------ ------------ DISTRIBUTIONS TO SHAREOWNERS: From net investment income ($0.24, $0.13, $0.17 and $0.16, per share respectively) $ (5,269,408) $ (2,176,164) $ (175,370) $ (149,738) From net capital gains ($0.75, $0.23, $1.07 and $0.38, per share respectively) (16,756,182) (3,970,514) (1,082,602) (366,524) ------------- ------------- ------------ ------------ Total distributions to shareowners $ (22,025,590) $ (6,146,678) $ (1,257,972) $ (516,262) ------------- ------------- ------------ ------------ FROM PORTFOLIO TRANSACTIONS: Net proceeds from sale of shares $ 48,070,087 $ 102,753,113 $ 2,715,336 $ 2,564,241 Reinvestment of distributions 22,025,590 6,146,678 1,257,972 516,262 Cost of shares repurchased (15,582,121) (6,481,769) (2,196,881) (1,165,109) ------------- ------------- ------------ ------------ Net increase in net assets resulting from Portfolio share transactions $ 54,513,556 $ 102,418,022 $ 1,776,427 $ 1,915,394 ------------- ------------- ------------ ------------ Net increase (decrease) in net assets $ (66,445,083) $ 105,929,258 $ (4,634,610) $ 1,959,105 NET ASSETS: Beginning of year 254,713,413 148,784,155 12,630,805 10,671,700 ------------- ------------- ------------ ------------ End of year $ 188,268,330 $ 254,713,413 $ 7,996,195 $ 12,630,805 ============= ============= ============ ============ Undistributed net investment income $ 5,439,179 $ 5,268,073 $ 126,630 $ 175,277 ============= ============= ============ ============ The accompanying notes are an integral part of these financial statements. 21 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS (continued) - -------------------------------------------------------------------------------- Moderate Allocation VCT Portfolio Year Ended Year Ended December 31, 2008 December 31, 2007 Shares Amount Shares Amount Class I Shares sold 117,745 $ 1,272,049 36,513 $ 438,633 Reinvestment of distributions 151,396 1,582,091 42,935 520,376 Less shares repurchased (388,432) (3,927,917) (522,563) (6,302,382) -------- ------------- -------- ------------ Net decrease (119,291) $ (1,073,777) (443,115) $ (5,343,373) ======== ============= ======== ============ Class II Shares sold 2,140,103 $ 22,601,390 4,506,168 $ 54,058,985 Reinvestment of distributions 1,197,236 12,499,140 235,859 2,853,890 Less shares repurchased (1,967,158) (18,544,256) (687,314) (8,285,017) ---------- ------------- --------- ------------ Net increase 1,370,181 $ 16,556,274 4,054,713 $ 48,627,858 ========== ============= ========= ============ Growth Allocation VCT Portfolio Year Ended Year Ended December 31, 2008 December 31, 2007 Shares Amount Shares Amount Class II Shares sold 4,564,563 $ 48,070,087 8,228,058 $102,753,113 Reinvestment of distributions 2,070,074 22,025,590 486,673 6,146,678 Less shares repurchased (1,643,183) (15,582,121) (523,460) (6,481,769) ---------- ------------- --------- ------------ Net increase 4,991,454 $ 54,513,556 8,191,271 $102,418,022 ========== ============= ========= ============ Aggressive Allocation VCT Portfolio Year Ended Year Ended December 31, 2008 December 31, 2007 Shares Amount Shares Amount Class II Shares sold 300,833 $ 2,715,336 198,551 $ 2,564,241 Reinvestment of distributions 121,897 1,257,972 39,927 516,262 Less shares repurchased (246,096) (2,196,881) (91,108) (1,165,109) -------- ------------ ------- ------------ Net increase 176,634 $ 1,776,427 147,370 $ 1,915,394 ======== ============ ======= ============ 22 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Ibbotson Moderate Allocation VCT Portfolio, Pioneer Ibbotson Growth Allocation VCT Portfolio and Pioneer Ibbotson Aggressive Allocation VCT Portfolio (the Portfolios) are three of 19 portfolios of the Pioneer Variable Contracts Trust, a Delaware statutory trust registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. Each of these Portfolios is a "fund of funds" which means that it seeks to achieve its investment objective by investing in other funds (underlying funds) rather than direct investment in securities. These Portfolios indirectly pay a portion of the expenses incurred by the underlying funds. Consequently, an investment in these Portfolios entails more direct and indirect expenses than direct investment in the underlying funds. The investment objective of the Moderate Portfolio is long-term capital growth and current income. The Growth Portfolio is long-term capital growth and current income. The Aggressive Portfolio seeks long-term capital growth. The Moderate Allocation Portfolio offers two classes of shares designated as Class I and Class II shares. The Growth Allocation and Aggressive Portfolios offer one class of shares designated as Class II shares. The Portfolios commenced operations on March 18, 2005. Each class of shares represents an interest in the same schedule of investments of each Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. Some of the underlying funds can invest in either high-yield securities or small/emerging growth companies. Investments in these types of securities generally are subject to greater volatility than either higher-grade securities or more-established companies, respectively. The Portfolios' prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The financial statements have been prepared in accordance with U.S. generally accepted accounting principles that require the management of the Portfolios 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, gains and losses during the reporting year. Actual results could differ from these estimates. The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements, which are in conformity with those generally accepted in the investment company industry. A. Security Valuation Security transactions are recorded as of the trade date. The net asset value 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, holdings of mutual fund shares are valued at their net asset value. Dividend income and capital gain distribution of funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Temporary cash investments are valued at cost which approximates market value. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and Federal income tax purposes. B. Federal Income Taxes It is the Portfolios' policy to comply with the requirements of the Internal Revenue Service Code applicable to regulated investment companies and to distribute all taxable income and net realized capital gains, if any, to its shareowners. Therefore, no Federal income tax provisions are required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amount and characterization of distributions to shareowners for financial reporting purposes is determined in accordance with federal income tax rules. Therefore, the source of the Portfolios' distributions may be shown in the accompanying financial statements as either from or in excess of net investment income or net realized gain on investment transactions, or from paid-in capital, depending on the type of book/tax differences that may exist. 23 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- The Pioneer Ibbotson Moderate Allocation VCT Portfolio, Pioneer Ibbotson Growth Allocation VCT Portfolio, and Pioneer Ibbotson Aggressive Allocation VCT Portfolio have net capital loss carryforwards of $6,313,829, $8,107,263, and $592,407 respectively, which will expire in 2016 if not utilized. At December 31, 2008, the Portfolios made reclassifications as described below to reflect permanent book/tax differences. These reclassifications have no impact on the net asset values of the respective Portfolios and are designed to present the Portfolios' capital accounts on a tax basis. - ------------------------------------------------------------------------------- Accumulated Undistributed net realized Net Investment gain (loss) on Portfolio Income (Loss) investments Paid-in capital - ------------------------------------------------------------------------------------------- Moderate Allocation Portfolio $23,676 $ (23,676) $-- Growth Allocation Portfolio 19,804 (19,804) -- Aggressive Allocation Portfolio (256) 256 -- The tax character of distributions paid during the years ended December 31, 2008 and 2007 was as follows: - ------------------------------------------------------------------------------- Moderate Portfolio 2008 2007 - ---------------------------------------------------------- Distributions paid from: Ordinary Income $ 4,787,900 $1,521,459 Long-term capital gain 9,293,332 1,852,807 ----------- ---------- Total distributions $14,081,232 $3,374,266 =========== ========== - ------------------------------------------------------------------------------- Growth Portfolio 2008 2007 - ---------------------------------------------------------- Distributions paid from: Ordinary Income $ 5,352,067 $2,179,588 Long-term capital gain 16,673,523 3,967,090 ----------- ---------- Total distributions $22,025,590 $6,146,678 =========== ========== - ------------------------------------------------------------------------------- Aggressive Portfolio 2008 2007 - ---------------------------------------------------------- Distributions paid from: Ordinary Income $ 191,439 $149,738 Long-term capital gain 1,066,533 366,524 ---------- -------- Total distributions $1,257,972 $516,262 ========== ======== The components of distributable earnings on a federal income tax basis at December 31, 2008 were as follows: - ------------------------------------------------------------------------------- Undistributed Capital Net Unrealized Ordinary Loss Appreciation Portfolio Income Carryforward (Depreciation) - -------------------------------------------------------------------------------------------- Moderate Allocation Portfolio $4,795,959 $ (6,313,829) $ (57,228,223) Growth Allocation Portfolio 5,430,452 (8,107,263) (105,128,516) Aggressive Allocation Portfolio 126,279 (592,407) (4,832,980) C. Portfolio Shares The Portfolios record sales and repurchases of each of their shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of each Portfolio. Dividends and distributions to shareowners are recorded on the ex-dividend date. 24 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2. Management Agreement Pioneer Investment Management, Inc. (PIM), a wholly owned indirect subsidiary of UniCredit, is the Portfolios' investment adviser, and manages the Portfolios. Management fees are calculated daily at the following annual rates on Pioneer managed assets: - ------------------------------------------------------------------------------- Management Fee as a Percentage of each Fund's Average Fund Daily Net Assets - --------------------------------------------------------------------- Moderate Allocation Portfolio 0.13% Growth Allocation Portfolio 0.13% Aggressive Allocation Portfolio 0.13% Management fees are calculated daily at the following annual rates on Non-Pioneer managed assets: - ------------------------------------------------------------------------------- Management Fee as a Percentage of each Fund's Average Fund Daily Net Assets - --------------------------------------------------------------------- Moderate Allocation Portfolio 0.17% Growth Allocation Portfolio 0.17% Aggressive Allocation Portfolio 0.17% PIM has entered into a sub-advisory agreement with Ibbotson Associates Advisors, LLC (Ibbotson). PIM, not the Portfolios, pays a portion of the fee it receives from each Portfolio to Ibbotson as compensation for its services to the Portfolios. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolios. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities are the following amounts in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008: - ------------------------------------------------------------------------------- Fund Amount - ---------------------------------------------- Moderate Allocation Portfolio $18,463 Growth Allocation Portfolio $29,506 Aggressive Allocation Portfolio $ 1,263 From January 1, 2006 through December 31, 2008, PIM did not impose all or a portion of its management fees and assumed other operating expenses of the Portfolios to the extent necessary to limit Class II expenses to the following annual expense limitations: - ------------------------------------------------------------------------------- Fund Class II - ----------------------------------------------- Moderate Allocation Portfolio 0.74% Growth Allocation Portfolio 0.74% Aggressive Allocation Portfolio 0.74% Effective August 1, 2006, PIM further agreed to not impose all or a portion of its management fees and assumed other operating expenses of the Portfolios to the extent necessary to limit Class II expenses to the following annual expense limitations: - ------------------------------------------------------------------------------- Fund Class II - ----------------------------------------------- Moderate Allocation Portfolio 0.39% Growth Allocation Portfolio 0.38% Aggressive Allocation Portfolio 0.74% 25 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Effective January 1, 2008, PIM additionally agreed to not impose all or a portion of its management fees and assumed other operating expenses of the Aggressive Allocation Portfolio to the extent necessary to limit Class II expenses to 0.55%. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities are the following amounts in transfer agent fees payable to PIMSS at December 31, 2008: - ------------------------------------------------------------------------------- Fund Amount - ---------------------------------------------- Moderate Allocation Portfolio $252 Growth Allocation Portfolio $126 Aggressive Allocation Portfolio $126 4. Distribution Plans The Portfolios have adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, each Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities are the following amounts in distribution fees payable to PFD at December 31, 2008: Fund Amount - ---------------------------------------------- Moderate Allocation Portfolio $24,385 Growth Allocation Portfolio $43,425 Aggressive Allocation Portfolio $ 1,837 5. New Pronouncement 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. 26 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and Shareowners of Pioneer Ibbotson Moderate, Growth, and Aggressive Allocation VCT Portfolios: We have audited the accompanying statements of assets and liabilities of Pioneer Ibbotson Moderate Allocation VCT Portfolio, Pioneer Ibbotson Growth Allocation VCT Portfolio and Pioneer Ibbotson Aggressive Allocation VCT Portfolio, (collectively the "Portfolios"), three of the portfolios constituting the Pioneer Variable Contracts Trust (the Trust), including the schedules of investments, as of December 31, 2008, and the related statement of operations for the year then ended, and 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 Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the Portfolios' custodian or by other appropriate auditing procedures of the underlying funds. 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 the Pioneer Ibbotson Moderate Allocation, Pioneer Ibbotson Growth Allocation and Pioneer Ibbotson Aggressive Allocation VCT Portfolios at December 31, 2008, the results of their operations for the year then ended, the changes in their 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 Boston, Massachusetts February 6, 2009 27 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) For the fiscal year ended December 31, 2008, certain dividends paid by the Portfolios 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 Portfolios designated up to the maximum amount of such dividends allowable under the Act, as taxed at a maximum rate of 15%. Complete information was computed and reported in conjunction with your 2008 Form 1099-DIV. The qualifying percentage of ordinary income dividends for the purposes of the corporate dividends received deduction was: Moderate Allocation Portfolio 18.70% Growth Allocation Portfolio 28.95% Aggressive Allocation Portfolio 46.48% 28 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Moderate Allocation VCT Portfolio - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained Ibbotson Associates Advisors, LLC to serve as the sub-adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the third quintile of its Morningstar category for the one and three year periods ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees concluded that the investment performance of the Portfolio was satisfactory. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the second 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the third quintile relative to its Strategic Insight peer group. The Trustees noted that PIM agreed that the contractual expense limitation agreement would be in effect for the Portfolio until at least December 31, 2009. 29 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Moderate Allocation VCT Portfolio - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) (continued) - -------------------------------------------------------------------------------- The Trustees also reviewed the advisory fees charged by the sub-adviser to its other clients with similar investment strategies as the Portfolio. The Trustees noted that the fee rates for those clients generally were in line with the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into account the contractual expense limitation agreed to by PIM with respect to the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio had appropriately benefited from any economies of scale, and whether there was potential for realization of any further economies of scale. The Trustees considered that, although the Portfolio pays a management fee at a fixed rate as a percentage of the Portfolio's net assets, without any breakpoints, PIM is subsidizing the Portfolio because it has not reached adequate scale. The Trustees concluded that, at current and reasonably foreseeable asset levels, breakpoints in the management fee currently were not necessary. Other Benefits The Trustees considered that the sub-adviser reported that it does not receive any other benefits from its relationship with the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 30 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Growth Allocation VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained Ibbotson Associates Advisors, LLC to serve as the sub-adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the first quintile of its Morningstar category for the one year period ended June 30, 2008 and that the Portfolio's annualized total return was in the second quintile of its Morningstar category for the three year period ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees concluded that the investment performance of the Portfolio was satisfactory. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the third 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the third quintile relative to its Strategic Insight peer group. The Trustees noted that PIM agreed that the contractual expense limitation agreement would be in effect for the Portfolio until at least December 31, 2009. 31 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Growth Allocation VCT Portfolio - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) (continued) - -------------------------------------------------------------------------------- The Trustees also reviewed the advisory fees charged by the sub-adviser to its other clients with similar investment strategies as the Portfolio. The Trustees noted that the fee rates for those clients generally were in line with the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into account the contractual expense limitation agreed to by PIM with respect to the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio had appropriately benefited from any economies of scale, and whether there was potential for realization of any further economies of scale. The Trustees considered that, although the Portfolio pays a management fee at a fixed rate as a percentage of the Portfolio's net assets, without any breakpoints, PIM is subsidizing the Portfolio because it has not reached adequate scale. The Trustees concluded that, at current and reasonably foreseeable asset levels, breakpoints in the management fee currently were not necessary. Other Benefits The Trustees considered that the sub-adviser reported that it does not receive any other benefits from its relationship with the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 32 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained Ibbotson Associates Advisors, LLC to serve as the sub-adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the second quintile of its Morningstar category for the one and three year periods ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees concluded that the investment performance of the Portfolio was satisfactory. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the third 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the fourth quintile relative to its Strategic Insight peer group. The Trustees noted that the contractual expense limitation agreed to by PIM with respect to the Class II shares of the Portfolio was lowered in 2008 and that the data included a period in which the higher contractual expense limitation was in effect. They also noted that PIM agreed that the contractual expense limitation agreement would be in effect until at least December 31, 2009. 33 PIONEER VARIABLE CONTRACTS TRUST Pioneer Ibbotson Aggressive Allocation VCT Portfolio - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) (continued) - -------------------------------------------------------------------------------- The Trustees also reviewed the advisory fees charged by the sub-adviser to its other clients with similar investment strategies as the Portfolio. The Trustees noted that the fee rates for those clients generally were in line with the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into account the contractual expense limitation agreed to by PIM with respect to the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio had appropriately benefited from any economies of scale, and whether there was potential for realization of any further economies of scale. The Trustees considered that, although the Portfolio pays a management fee at a fixed rate as a percentage of the Portfolio's net assets, without any breakpoints, PIM is subsidizing the Portfolio because it has not reached adequate scale. The Trustees concluded that, at current and reasonably foreseeable asset levels, breakpoints in the management fee currently were not necessary. Other Benefits The Trustees considered that the sub-adviser reported that it does not receive any other benefits from its relationship with the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 34 Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for Custodian the Trust's operations. The Trustees and officers are listed below, Brown Brothers Harriman & Co. together with their principal occupations during the past five years. Trustees who are interested persons of the Trust within the Independent Registered Public Accounting Firm Brown Brothers Harriman & Co. meaning of the 1940 Act are referred Ernst & Young LLP to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to as Independent Trustees. Each of the Principal Underwriter Trustees serves as a trustee of each of the 76 U.S. registered Pioneer Funds Distributor, Inc. investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers Legal Counsel of the Trust is 60 State Street, Boston, Massachusetts 02109. Bingham McCutchen LLP Shareowner Services and Transfer Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITIONS HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS John F. Cogan, Jr. (82)* Deputy Chairman and a Director of Pioneer Global Asset Management S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - --------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. (50)* (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) - --------------------------------------------------------------------------------------------------------- NAME AND AGE OTHER DIRECTORSHIPS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* None - -------------------------------------------------------------------- Daniel K. Kingsbury None (50)* - -------------------------------------------------------------------- *Mr. Cogan and Mr. Kingsbury are Interested Trustees because they are officers or directors of the Portfolio's investment adviser and certain of its affiliates. 35 Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITIONS HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) Benjamin M. Friedman Professor, Harvard University (64) - ------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ------------------------------------------------------------------------------------------------------- NAME AND AGE OTHER DIRECTORSHIPS HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 36 Pioneer Ibbotson Asset Allocation Series VCT Portfolios - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITIONS HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS Dorothy E. Bourassa (60) Secretary of PIM-USA; Senior Vice President -- Legal of Pioneer; 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 (44) Associate General Counsel of Pioneer since January 2008 and 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 (49) Vice President -- Fund Accounting, Administration and Controllership 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 Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ---------------------------------------------------------------------------------------------------------- Gary Sullivan (50) Fund Accounting Manager -- Fund Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ---------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager -- Fund Accounting, Administration and (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 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) - ---------------------------------------------------------------------------------------------------------- NAME AND AGE OTHER DIRECTORSHIPS HELD BY THIS OFFICER Dorothy E. Bourassa (60) None - --------------------------------------------------------------------- Christopher J. Kelley (44) None - --------------------------------------------------------------------- Mark E. Bradley (49) None - --------------------------------------------------------------------- Luis I. Presutti (43) None - --------------------------------------------------------------------- Gary Sullivan (50) None - --------------------------------------------------------------------- Katherine Kim Sullivan None (35) - --------------------------------------------------------------------- Teri W. Anderholm (49) None - --------------------------------------------------------------------- 37 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 38 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 39 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 40 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 41 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 42 [Logo]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18685-03-0209 [Logo]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 NOTE: Effective November 9, 2007, Pioneer Growth Shares VCT Portfolio was renamed Pioneer Independence VCT Portfolio. Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer Independence VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 9 Notes to Financial Statements 14 Report of Independent Registered Public Accounting Firm 17 Trustees, Officers and Service Providers 18 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- 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 89.2% Temporary Cash Investments 9.8% Preferred Stocks 1.0% Sector Distribution (As a percentage of equity holdings) [The following data was represented as a pie chart in the printed material] Information Technology 39.7% Industrials 29.3% Health Care 11.7% Financials 8.3% Energy 5.7% Materials 4.2% Consumer Staples 0.6% Consumer Discretionary 0.5% Five Largest Holdings (As a percentage of equity holdings) 1. IntercontinentalExchange, Inc. 5.09% 2. Continental Airlines, Inc. (Class B) 5.03 3. Bristol-Myers Squibb Co. 5.02 4. United Technologies Corp. 5.00 5. Intel Corp. 4.95 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 8.00 $ 15.69 Class II $ 7.88 $ 15.46 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.0458 $ - $ - Class II $ 0.0036 $ - $ - - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Independence VCT Portfolio at net asset value, compared to that of the Russell 1000 Growth Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following data was represented as a line graph in the printed material] Pioneer Pioneer Independence VCT Independence VCT Portfolio, Portfolio, Russell 1000 Class I Class II Growth Index ------- -------- ------------ 12/98 $10,000 $10,000 $10,000 12/00 9,943 9,963 10,330 12/02 5,278 5,224 5,928 12/04 7,059 6,931 8,176 12/06 7,982 7,797 9,387 12/08 4,398 4,271 6,462 The Russell 1000 Growth Index measures the performance of large-cap U.S. growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II - -------------------------------------------------------------------------------- 10 Years -7.89% -8.16% 5 Years -7.84% -8.10% 1 Year -48.84% -49.02% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Class II shares commenced operations on May 1, 2000. Portfolio returns for Class II shares prior to May 1, 2000 are based on the performance of Class I shares and reflect higher Class II distribution fees. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Independence VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - -------------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value On 12/31/08 $ 605.16 $ 603.81 Expenses Paid During Period* $ 4.76 $ 5.85 * Expenses are equal to the Portfolio's annualized expense ratio of 1.18% and 1.45%, for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Independence VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - -------------------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value On 12/31/08 $ 1,019.20 $ 1,017.85 Expenses Paid During Period* $ 5.99 $ 7.35 * Expenses are equal to the Portfolio's annualized expense ratio of 1.18% and 1.45%, for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- Pioneer Independence VCT Portfolio's results for 2008 reflect the year's steep market declines triggered by the spreading credit crisis. In the following pages, portfolio manager Andrew Acheson reviews the impact of the year's events on the Portfolio's performance and offers his outlook for upcoming quarters. Q: What were market conditions like over the last six months of the 12-month period ended December 31, 2008? A: After holding their ground in the spring, stocks weakened in the summer, then plunged in September as the credit crisis deepened and a bruising recession took hold. The bankruptcy of Lehman Brothers and dissolution of other prominent financial institutions triggered fears of systemic failure. Banks, fearing that loans would not be repaid, stopped lending to businesses, to individuals and to each other. Shaken investors pulled money from banks and sold stocks and non-government bonds, redirecting waves of assets into U.S. Treasury securities. The U.S. government responded to the burgeoning crisis with unprecedented measures, including record low interest rates and huge stimulus packages, in an effort to thaw frozen credit markets and bail out the sinking economy. Stocks responded favorably, staging a modest rally from their late November lows during the last weeks of the year. Q: How did the Portfolio perform against that background? A: For the twelve months ended December 31, 2008, Pioneer Independence VCT Portfolio's Class I shares had a total return of -48.84% at net asset value, and Class II shares returned -49.02%. The Portfolio's results were well behind the -38.44% return of the benchmark Russell 1000 Growth Index over the same 12-month period, and the -41.68% average return of the 224 variable portfolios in Lipper's Large-Cap Growth category. Q: Which of your decisions most affected the Portfolio's performance over the past six months, from July 1 to December 31, 2008? A: The Portfolio's performance shortfall compared to the Russell 1000 Growth Index arose from sector exposures and disappointments among individual stocks. Throughout the year, the Portfolio was generally overweight relative to the index in financials and materials, two very weak sectors. The overweights were the result of our stock selection process that had identified what we felt were attractive stocks within the sectors, and not from any decision to emphasize those market segments over others. Q: Which stocks or sector exposures contributed the most to Portfolio returns over the same six-month period from July to December, 2008? A: We took advantage of weakness in airline shares when the price of oil began to tumble during the summer. Falling energy costs aided the bottom lines at Delta and Continental Airlines, because they had reduced capacity while the cost of jet fuel was too high for profitable operations. Both stocks contributed positively to the Portfolio's returns over the full 12-month period ended December 31. In health care, Bristol-Myers Squibb, one of the Portfolio's larger positions, held up better than the overall market, thanks to effective cost management and an encouraging near-term earnings outlook. Also in health care, Gilead Sciences, a biotech company that has been gaining share in the market for HIV therapies, made a small contribution to the Portfolio's returns. During the latter part of the year, we purchased shares of IntercontinentalExchange on weakness. Intercontinental contributed to the Portfolio's results, as its electronic platforms experienced high trading volumes in commodity and financial contracts. In the weak industrial sector, conglomerate United Technologies, which serves both military and private customers, performed comparatively well for the Portfolio. A Word About Risk: Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. The Portfolio invests in REIT securities, the value of which can fall for a variety of reasons, such as declines in rental income, fluctuating interest rates, poor property management, environmental liabilities, uninsured damage, increased competition, or changes in real estate tax laws. At times, the Portfolio'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. Call 800-688-9915 or visit 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Q: What were some of the 12-month period's disappointments for the Portfolio? A: The period's worst performer for the Portfolio was long-time holding Freeport-MacMoRan, a major copper and gold miner. Freeport had benefited over the last few years from growing worldwide demand for copper in particular. However, copper prices dove in 2008 as consumption stalled in a shrinking global economy. We have retained the holding based on its appreciation potential if slumping markets strengthen. In the financial sector, the Portfolio realized sizeable losses when brokerage firm Bear Stearns began its collapse, but avoided the final rout. Suntech, which makes and installs solar panels, declined as demand slowed amid fears that commercial customers might not find capital for costly solar installations, possibly causing an inventory buildup and putting pressure on prices. Brazil's Petrobras also became a victim of lower energy prices, despite its large holdings in a major offshore oil field. Weak oil prices also clouded the outlook for Transocean Limited, the largest deepwater driller. Weatherford International, which provides equipment and services to drilling companies, also suffered from lower prices and fears of reduced activity. Q: What is your outlook for the months ahead? A: At the end of 2008, economic conditions around the world were worse than most observers might have thought likely a year ago. The U.S. stood at a critical juncture, with the new administration poised to take action on a series of important issues, including frozen credit markets, falling home values and rising unemployment. In our opinion, government stimulus programs, to be effective, would have to be large and efficiently executed without wasteful earmarks. Significant economic risks clearly remain, and we feel the recession could go on for some time. For that reason, further declines are possible before any turn in investor sentiment and consumer confidence causes the outlook to brighten. But if and when private and public efforts bring about a more stable economy, we think the markets may rebound quite briskly from the current deeply bearish valuations. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value PREFERRED STOCKS - 1.0% Materials - 1.0% Diversified Metals & Mining - 1.0% 2,650 Freeport-McMoran Copper & Gold, Inc., 6.75%, 5/1/10* $ 122,828 ----------- Total Materials $ 122,828 ----------- TOTAL PREFERRED STOCKS (Cost $121,301) $ 122,828 ----------- COMMON STOCKS - 97.2% Energy - 5.6% Integrated Oil & Gas - 0.7% 1,057 Hess Corp. $ 56,697 1,600 Petrobras Brasileiro SA (A.D.R.) 32,656 ----------- $ 89,353 ----------- Oil & Gas Drilling - 2.4% 6,000 Transocean, Ltd.* $ 283,500 ----------- Oil & Gas Equipment & Services - 2.5% 2,300 National-Oilwell Varco, Inc.* $ 56,212 23,100 Weatherford International, Inc.* 249,942 ----------- $ 306,154 ----------- Total Energy $ 679,007 ----------- Materials - 3.1% Diversified Metals & Mining - 2.5% 12,300 Freeport-McMoRan Copper & Gold, Inc. (Class B) (b) $ 300,612 ----------- Industrial Gases - 0.6% 1,300 Praxair, Inc. $ 77,168 ----------- Total Materials $ 377,780 ----------- Capital Goods - 15.6% Aerospace & Defense - 13.8% 24,196 Be Aerospace, Inc.* $ 186,067 9,300 Boeing Co. 396,831 1,100 General Dynamics Corp. 63,349 13,000 Honeywell International, Inc. 426,790 11,100 United Technologies Corp. 594,960 ----------- $ 1,667,997 ----------- Electrical Component & Equipment - 1.8% 1,600 First Solar, Inc.* $ 220,736 ----------- Total Capital Goods $ 1,888,733 ----------- Transportation - 13.1% Airlines - 13.1% 21,200 AMR Corp.* $ 226,204 33,113 Continental Airlines, Inc. (Class B)* 598,021 45,500 Delta Air Lines, Inc.*(b) 521,430 22,400 UAL Corp.*(b) 246,848 ----------- $ 1,592,503 ----------- Total Transportation $ 1,592,503 ----------- Consumer Services - 0.5% Hotels, Resorts & Cruise Lines - 0.5% 3,400 Starwood Hotels & Resorts Worldwide, Inc. $ 60,860 ----------- Total Consumer Services $ 60,860 ----------- Food & Drug Retailing - 0.5% Drug Retail - 0.5% 2,300 CVS/Caremark Corp. $ 66,102 ----------- Total Food & Drug Retailing $ 66,102 ----------- Health Care Equipment & Services - 0.6% Health Care Equipment - 0.6% 9,417 Insulet Corp.*(b) $ 72,699 ----------- Total Health Care Equipment & Services $ 72,699 ----------- Pharmaceuticals & Biotechnology - 10.9% Biotechnology - 4.5% 8,500 Gilead Sciences, Inc.* $ 434,690 3,500 Vertex Pharmaceuticals, Inc.* 106,330 ----------- $ 541,020 ----------- Life Sciences Tools & Services - 0.9% 3,000 Advanced Magnetics, Inc.*(b) $ 107,550 ----------- Pharmaceuticals - 5.5% 25,700 Bristol-Myers Squibb Co. $ 597,525 16,800 Cardiome Pharma Corp.*(b) 76,440 ----------- $ 673,965 ----------- Total Pharmaceuticals & Biotechnology $ 1,322,535 ----------- Diversified Financials - 8.2% Asset Management & Custody Banks - 1.6% 4,900 State Street Corp. $ 192,717 ----------- Investment Banking & Brokerage - 1.6% 6,400 Lazard Ltd. $ 190,336 ----------- Specialized Finance - 5.0% 7,345 IntercontinentalExchange, Inc.* $ 605,522 ----------- Total Diversified Financials $ 988,575 ----------- Software & Services - 9.2% Data Processing & Outsourced Services - 1.2% 1,000 MasterCard, Inc. $ 142,930 ----------- Internet Software & Services - 1.6% 15,600 Yahoo! Inc.* $ 190,320 ----------- Systems Software - 6.4% 7,800 BMC Software, Inc.* $ 209,898 3,800 McAfee, Inc.* 131,366 24,800 Oracle Corp.* 439,705 ----------- $ 780,969 ----------- Total Software & Services $ 1,114,219 ----------- 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Technology Hardware & Equipment - 15.0% Communications Equipment - 4.7% 11,020 F5 Networks, Inc.* $ 251,917 2,300 Research In Motion, Ltd.* 93,334 19,200 Riverbed Technology, Inc.*(b) 218,688 ----------- $ 563,939 ----------- Computer Hardware - 4.6% 6,500 Apple, Inc.* $ 554,775 ----------- Computer Storage & Peripherals - 5.7% 47,200 EMC Corp.* $ 494,184 14,300 Netapp, Inc.* 199,771 ----------- $ 693,955 ----------- Total Technology Hardware & Equipment $ 1,812,669 ----------- Semiconductors - 14.9% Semiconductor Equipment - 5.3% 43,000 Applied Materials, Inc. $ 435,590 14,383 MEMC Electronic Materials, Inc.* 205,389 ----------- $ 640,979 ----------- Semiconductors - 9.6% 20,700 Broadcom Corp.* $ 351,279 40,200 Intel Corp. 589,332 43,800 ON Semiconductor Corp.* 148,920 8,700 Taiwan Semiconductor Manufacturing Co. (A.D.R.) 68,730 ----------- $ 1,158,261 ----------- Total Semiconductors $ 1,799,240 ----------- TOTAL COMMON STOCKS ($15,503,629) $11,774,922 ----------- Principal Amount ($) TEMPORARY CASH INVESTMENTS - 10.7% Securities Lending Collateral - 10.7% (c) Certificates of Deposit: 30,052 Abbey National Plc, 3.15%, 8/13/09 $ 30,052 30,046 Bank of Nova Scotia, 3.21%, 5/5/09 30,046 48,025 Bank of Scotland NY, 2.92%, 6/5/09 48,025 54,093 Barclays Bank, 1.5%, 5/27/09 54,093 9,555 Calyon NY, 4.62%, 1/16/09 9,555 60,103 CBA, 4.87%, 7/16/09 60,103 54,093 DNB NOR Bank ASA NY, 3.04%, 6/5/09 54,093 55,054 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 55,054 3,481 NORDEA NY, 4.13%, 4/9/09 3,481 45,077 Royal Bank of Canada NY, 2.7%, 8/7/09 45,077 30,052 Royal Bank of Scotland, 3.06%, 3/5/09 30,052 Certificates of Deposit (continued): 6,008 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 $ 6,008 60,103 Societe Generale, 3.29%, 9/4/09 60,103 54,093 Svenska Bank NY, 4.61%, 7/8/09 54,093 60,103 U.S. Bank NA, 2.25%, 8/24/09 60,103 ----------- $ 599,938 ----------- Commercial Paper: 5,727 BBVA U.S., 2.83%, 3/12/09 $ 5,727 60,103 Monumental Global Funding, Ltd., 2.5%, 8/17/09 60,103 30,052 CME Group, Inc., 2.9%, 8/6/09 30,052 30,048 General Electric Capital Corp., 2.86%, 3/16/09 30,048 59,021 American Honda Finance Corp., 4.95%, 7/14/09 59,021 60,103 HSBC Bank, Inc., 2.5%, 8/14/09 60,103 30,052 IBM, 2.39%, 9/25/09 30,052 54,093 MetLife Global Funding, 3.19%, 6/12/09 54,093 54,093 New York Life Global, 2.13%, 9/4/09 54,093 51,087 Westpac Banking Corp., 2.34%, 6/1/09 51,087 ----------- $ 434,379 ----------- Tri-party Repurchase Agreements: 132,227 Deutsche Bank, 0.25%, 1/2/09 $ 132,227 10,210 Barclays Capital Markets, 0.5%, 1/2/09 10,210 ----------- $ 142,437 ----------- Time Deposit: 60,103 BNP Paribas, 0.01%, 1/2/09 $ 60,103 ----------- Money Market Mutual Funds: 15,026 Columbia Government Reserves Fund $ 15,026 45,077 JPMorgan, U.S. Government Money Market Fund 45,077 ----------- $ 60,103 ----------- Total Securities Lending Collateral $ 1,296,960 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $1,296,960) $ 1,296,960 ----------- TOTAL INVESTMENT IN SECURITIES - 108.9% (Cost $16,921,890)(a) $13,194,710 ----------- OTHER ASSETS AND LIABILITIES - (8.9)% $(1,081,612) ----------- TOTAL NET ASSETS - 100.0% $12,113,098 =========== The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) * Non-income producing security. (A.D.R.) American Depositary Receipt. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $17,196,803 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 631,131 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (4,633,224) ------------ Net unrealized loss $ (4,002,093) ============ (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 2,900 Advanced Magnetics, Inc.* $ 103,965 10,000 Cardiome Pharma Corp.* 45,500 43,100 Delta Air Lines, Inc.* 493,926 Freeport-McMoRan Copper & Gold, 6,000 Inc. (Class B) 146,640 9,270 Insulet Corp.* 71,564 15,000 Riverbed Technology, Inc.* 170,850 20,300 UAL Corp.* 223,706 ---------- Total $1,256,151 ========== (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $30,908,331 and $34,219,689, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------------------- Level 1 - Quoted Prices $11,897,750 Level 2 - Other Significant Observable Inputs 1,296,960 Level 3 - Significant Unobservable Inputs - ----------- Total $13,194,710 =========== 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 15.69 $ 14.60 $ 13.39 $ 13.04 $ 12.22 --------- ---------- ---------- ---------- ---------- Increase (decrease) from investment operations: Net investment income $ 0.05 $ 0.05 $ 0.03 $ 0.04 $ 0.09 Net realized and unrealized gain (loss) on investments (7.69) 1.07 1.21 0.41 0.73 --------- ---------- ---------- ---------- ---------- Net increase (decrease) from investment operations $ (7.64) $ 1.12 $ 1.24 $ 0.45 $ 0.82 Distributions to shareholders: Net income (0.05) (0.03) (0.03) (0.10) -- --------- ---------- ---------- ---------- ---------- Net increase (decrease) in net asset value $ (7.69) $ 1.09 $ 1.21 $ 0.35 $ 0.82 --------- ---------- ---------- ---------- ---------- Net asset value, end of period $ 8.00 $ 15.69 $ 14.60 $ 13.39 $ 13.04 ========= ========== ========== ========== ========== Total return* (48.84)% 7.69% 9.27% 3.48% 6.71% Ratio of net expenses to average net assets+ 1.18% 1.02% 1.05% 0.96% 0.96% Ratio of net investment income to average net assets+ 0.33% 0.25% 0.21% 0.19% 0.71% Portfolio turnover rate 156% 82% 62% 79% 206% Net assets, end of period (in thousands) $ 8,592 $ 19,638 $ 23,322 $ 26,986 $ 32,300 Ratios assuming no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.18% 1.02% 1.05% 0.96% 0.97% Net investment income 0.33% 0.25% 0.21% 0.19% 0.71% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios assuming no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 15.46 $ 14.39 $ 13.20 $ 12.87 $ 12.10 --------- ---------- ---------- ---------- ---------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.01 $ (0.00)(a) $ (0.01) $ (0.02) $ 0.06 Net realized and unrealized gain (loss) on investments (7.59) 1.07 1.20 0.43 0.71 --------- ---------- ---------- ---------- ---------- Net increase (decrease) from investment operations $ (7.58) $ 1.07 $ 1.19 $ 0.41 $ 0.77 Distributions to shareholders: Net income (0.00)(a) -- -- (0.08) -- --------- ---------- ---------- ---------- ---------- Net increase (decrease) in net asset value $ (7.58) $ 1.07 $ 1.19 $ 0.33 $ 0.77 --------- ---------- ---------- ---------- ---------- Net asset value, end of period $ 7.88 $ 15.46 $ 14.39 $ 13.20 $ 12.87 ========= ========== ========== ========== ========== Total return* (49.02)% 7.44% 9.02% 3.19% 6.36% Ratio of net expenses to average net assets+ 1.45% 1.27% 1.33% 1.24% 1.25% Ratio of net investment income (loss) to average net assets+ 0.06% 0.00% (0.07)% (0.09)% 0.74% Portfolio turnover rate 156% 82% 62% 79% 206% Net assets, end of period (in thousands) $ 3,521 $ 8,244 $ 7,551 $ 7,096 $ 7,749 Ratios assuming no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.45% 1.27% 1.33% 1.24% 1.26% Net investment income (loss) 0.06% 0.00% (0.07)% (0.09)% 0.73% (a) Amount rounds to less than one cent per share. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios assuming no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (including securities loaned of $1,256,151) (cost $16,921,890) $ 13,194,710 Cash 226,131 Receivables -- Investment securities sold 113,641 Portfolio shares sold 63,534 Dividends 13,776 Other 489 ------------- Total assets $ 13,612,281 ------------- LIABILITIES: Payables -- Investment securities purchased $ 133,759 Portfolio shares repurchased 120 Upon return of securities loaned 1,296,960 Due to affiliates 4,357 Accrued expenses 63,987 ------------- Total liabilities $ 1,499,183 ------------- NET ASSETS: Paid-in capital $ 55,406,411 Undistributed net investment income 48,948 Accumulated net realized loss on investments (39,615,081) Net unrealized loss on investments (3,727,180) ------------- Total net assets $ 12,113,098 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $8,591,977/1,073,785 shares) $ 8.00 ------------- Class II (based on $3,521,121/446,624 shares) $ 7.88 ============= The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $3,362) $ 275,971 Interest 12,108 Income from securities loaned, net 11,218 ------------ Total investment income $ 299,297 ------------- EXPENSES: Management fees $ 139,034 Transfer agent fees Class I 1,586 Class II 1,586 Distribution fees Class II 14,670 Administrative fees 5,955 Custodian fees 35,518 Professional fees 42,618 Fees and expenses of nonaffiliated trustees 6,003 Miscellaneous 3,264 ------------ Total expenses $ 250,234 ------------- Net expenses $ 250,234 ------------- Net investment income $ 49,063 ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) on: Investments $ (5,496,165) Written options closed/expired 8,951 $ (5,487,214) ------------ ------------- Change in net unrealized loss on investments $ (7,087,458) ------------- Net loss on investments $ (12,574,672) ------------- Net decrease in net assets resulting from operations $ (12,525,609) ============= 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Year Ended Ended 12/31/08 12/31/07 ------------ ------------ FROM OPERATIONS: Net investment income $ 49,063 $ 54,097 Net realized gain (loss) on investments (5,487,214) 1,292,539 Change in net unrealized gain (loss) on investments (7,087,458) 967,806 ------------ ------------ Net increase (decrease) in net assets resulting from operations $(12,525,609) $ 2,314,442 ------------ ------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.05 and $0.03 per share, respectively) $ (52,295) $ (47,086) Class II ($0.00 and $0.00 per share, respectively) (1,790) - ------------ ------------ Total distributions to shareowners $ (54,085) $ (47,086) ------------ ------------ FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 1,354,822 $ 2,152,230 Reinvestment of distributions 54,085 47,086 Cost of shares repurchased (4,598,585) (7,457,523) ------------ ------------ Net decrease in net assets resulting from Portfolio share transactions $ (3,189,678) $ (5,258,207) ------------ ------------ Net decrease in net assets $(15,769,372) $ (2,990,851) NET ASSETS: Beginning of year $ 27,882,470 $ 30,873,321 ------------ ------------ End of year $ 12,113,098 $ 27,882,470 ============ ============ Undistributed net investment income $ 48,948 $ 53,970 ============ ============ '08 Shares '08 Amount '07 Shares '07 Amount ----------- ----------- ----------- ----------- Class I Shares sold 85,433 $ 996,308 41,912 $ 656,114 Reinvestment of distributions 3,834 52,295 2,950 47,086 Less shares repurchased (266,801) (3,230,838) (390,998) (6,091,733) ----------- ----------- ----------- ----------- Net decrease (177,534) $(2,182,235) (346,136) $(5,388,533) =========== =========== =========== =========== Class II Shares sold 30,265 $ 358,514 98,008 $ 1,496,116 Reinvestment of distributions 133 1,790 - - Less shares repurchased (116,897) (1,367,747) (89,698) (1,365,790) ----------- ----------- ----------- ----------- Net increase (decrease) (86,499) $(1,007,443) 8,310 $ 130,326 =========== =========== =========== =========== The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Independence VCT Portfolio, formerly Pioneer Growth Shares VCT Portfolio (the Portfolio), is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is appreciation of capital. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. At times, the Portfolio'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 Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. 14 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $37,636,332 of which the following amounts will expire between 2009 and 2016 if not utilized: $7,510,070 in 2009, $19,245,183 in 2010, $7,319,241 in 2011 and $3,561,838 in 2016. The Portfolio has elected to defer approximately $1,703,196 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 54,085 $ 47,086 ------------ ------------ Total distributions $ 54,085 $ 47,086 ============ ============ Distributable Earnings: Undistributed ordinary income $ 48,308 Capital loss carryforward (37,636,332) Post-October loss deferred (1,703,196) Unrealized depreciation (4,002,093) ------------ Total $(43,293,313) ============ - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales and the tax basis adjustments on partnerships. C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and the distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Distributions paid by the Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution fees. D. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. E. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.70% of the Portfolio'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 Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $241 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $4,092 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $24 in distribution fees payable to PFD at December 31, 2008. 5. Commission Recapture and Expense Offset Arrangements Effective July 15, 2005, the Portfolio has entered into commission recapture arrangements with brokers with whom PIM places trades on behalf of the Portfolio where they provide services to the Portfolio in addition to trade execution. These services included payments of certain expenses on behalf of the Portfolio. For the year ended December 31, 2008, expenses were not reduced under this agreement. In addition, the Portfolio has entered into certain expense offset arrangements with PIMSS resulting in a reduction in the Portfolio's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2008, the Portfolio's expenses were not reduced under such arrangements. 6. New Pronouncement 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 Portfolio's financial statement disclosures. 16 PIONEER VARIABLE CONTRACTS TRUST Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Independence VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Independence VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Independence VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 17 Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are Custodian responsible for the Trust's operations. The Trustees and Brown Brothers Harriman & Co. officers are listed below, together with their principal occupations during the past five years. Trustees who are Independent Registered Public Accounting Firm interested persons of the Trust within the meaning of the Ernst & Young LLP 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred Principal Underwriter to as Independent Trustees. Each of the Trustees serves Pioneer Funds Distributor, Inc. as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser Legal Counsel (the "Pioneer Funds"). The address for all Trustees and Bingham McCutchen LLP all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE AND PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Deputy Chairman and a Director None Board, Trustee until a successor trustee is of Pioneer Global Asset and President elected or earlier Management S.p.A. ("PGAM"); retirement or removal. Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Serves Director, CEO and President of None (50)* Executive Vice until a successor trustee is Pioneer Investment Management President elected or earlier USA Inc. (since February 2007); retirement or removal. 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 Portfolio's investment adviser and certain of its affiliates. 18 Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE AND PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE David R. Bock (65) Trustee Trustee since 2005. Serves Executive Vice President and Director of Enterprise until a successor trustee is Chief Financial Officer, Community Investment, elected or earlier I-trax, Inc. (publicly traded Inc. (privately-held retirement or removal. health care services company) affordable housing (2004 - 2007); Partner, Federal finance company); and City Capital Advisors (boutique Director of New York merchant bank) (1997 to 2004 Mortgage Trust and 2008 - present); and (publicly traded Executive Vice President and mortgage REIT) Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. Serves President, Bush International, Director of Marriott until a successor trustee is LLC (international financial International, Inc., elected or earlier advisory firm) Director of Discover retirement or removal. 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman Trustee Trustee since 2008. Serves Professor, Harvard University Trustee, Mellon (64) until a successor trustee is Institutional Funds elected or earlier Investment Trust and retirement or removal Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Serves Founding Director, Vice None (61) until a successor trustee is President and Corporate elected or earlier Secretary, The Winthrop Group, retirement or removal. Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Serves Chief Executive Officer, None until a successor trustee is Quadriserv, Inc. (technology elected or earlier products for securities lending retirement or removal. industry) (2008 - present); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. Serves President and Chief Executive Director of New America until a successor trustee is Officer, Newbury, Piret & High Income Fund, Inc. elected or earlier Company, Inc. (investment (closed-end investment retirement or removal. banking firm) company) - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Serves Senior Counsel, Sullivan & Director, The Swiss until a successor trustee is Cromwell LLP (law firm) Helvetia Fund, Inc. elected or earlier (closed-end investment retirement or removal. company) - ------------------------------------------------------------------------------------------------------------------------------------ 19 Pioneer Independence VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE AND PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS OFFICER Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the Secretary of PIM-USA; Senior None discretion of the Board Vice President - Legal of Pioneer; 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 (44) Assistant Since 2003. Serves at the Associate General Counsel of None Secretary discretion of the Board Pioneer since January 2008 and 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 (49) Treasurer Since 2008. Serves at the Vice President - Fund None discretion of the Board Accounting, Administration and Controllership 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 Since 2000. Serves at the Assistant Vice President - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves at the Fund Accounting Manager - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves at the Fund Administration Manager - None (35) Treasurer discretion of the Board Fund Accounting, Administration and Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves at the Chief Compliance Officer of None Compliance discretion of the Board Pioneer since December 2006 and Officer of 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) - ------------------------------------------------------------------------------------------------------------------------------------ 20 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 21 Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18659-03-0209 [LOGO]PIONEER INVESTMENTS(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer International Value VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer International Value VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 9 Notes to Financial Statements 14 Report of Independent Registered Public Accounting Firm 18 Trustees, Officers and Service Providers 20 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [THE DATA BELOW WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] International Common Stocks 91.7% U.S. Common Stocks 4.9% Depositary Receipts for International Stocks 3.3% Rights/Warrants 0.1% Geographical Distribution (As a percentage of equity holdings) [THE DATA BELOW WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] Other (individually less than 1%) 1.9% Japan 22.5% United Kingdom 15.1% France 13.3% Switzerland 11.7% Germany 7.3% United States 7.0% Spain 5.0% Netherlands 4.4% Ireland 3.6% Norway 2.6% Australia 2.3% Brazil 1.3% Sweden 1.0% Singapore 1.0% Five Largest Holdings (As a percentage of equity holdings)* 1. Eutelsat Communications 4.11% 2. Ryanair Holdings Plc 3.62 3. Sekisui Chemical Co., Ltd. 3.42 4. Repsol SA 3.34 5. Swiss Reinsurance, Ltd. 3.16 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 9.83 $ 18.76 Class II $ 9.75 $ 18.60 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.2400 $ - $ 0.5380 Class II $ 0.1894 $ - $ 0.5380 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer International Value VCT Portfolio at net asset value, compared to that of the Morgan Stanley Capital International (MSCI) Europe Australasia, Far East (EAFE) Index and MSCI All Country World (ex. U.S.) Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. Pioneer Pioneer MSCI All Country International VCT International VCT World (ex. U.S.) Portfolio, Class I Portfolio, Class II** MSCI EAFE Index* Index 12/98 $10,000 $10,000 $10,000 $10,000 14,438 14,402 12,730 13,091 12/00 11,189 11,133 10,953 11,116 8,532 8,468 8,630 8,949 12/02 7,396 7,323 7,279 7,636 9,620 9,497 10,130 10,798 12/04 11,420 11,247 12,227 13,105 13,200 12,956 13,940 15,347 12/06 16,228 15,882 17,684 19,515 18,425 17,986 19,741 22,856 12/08 10,132 9,867 11,241 12,516 The Morgan Stanley Capital International (MSCI) EAFE Index is a commonly used measure of international growth stocks. The MSCI All Country World (ex. U.S.) Index measures the performance of developed and emerging market stock markets. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an Index. * Effective July 15, 2008 the Portfolio's benchmark index changed to the MSCI EAFE Index. The securities represented in the MSCI EAFE Index more closely reflect the types of securities in which the Portfolio is likely to invest. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - ---------------------------------------------------- Class I Class II** - ---------------------------------------------------- Life-of-Class 3/1/1995 1.51% 1.25% 10 Years 0.13% -0.13% 5 Years 1.04% 0.77% 1 Year -45.01% -45.14% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. ** Class II shares commenced operations on May 1, 2003. Portfolio returns for Class II shares prior to May 1, 2003 are based on the performance of Class I shares, reduced to reflect the higher Class II expenses. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 International Value VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II -------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value On 12/31/08 $ 629.32 $ 628.70 Expenses Paid During Period* $ 5.65 $ 6.63 * Expenses are equal to the Portfolio's annualized expense ratio of 1.38% and 1.62% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer International Value VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II ------------------------------------------------------------------- Beginning Account Value On 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account On 12/31/08 $ 1,018.20 $ 1,016.99 Expenses Paid During Period* $ 7.00 $ 8.21 * Expenses are equal to the Portfolio's annualized expense ratio of 1.38% and 1.62% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- In the following interview, Christopher Smart, Director of Pioneer's International Investment Department in Boston and manager of the Pioneer International Value VCT Portfolio, discusses the factors that influenced the Portfolio's performance from January 1, 2008 through August 25, 2008. Andrea Salvatori, a member of Pioneer's International Investment team in Dublin, Ireland, highlights the Portfolio's strategies and positioning since assuming management responsibilities for the Portfolio on August 25, 2008. Q. How did the Portfolio perform for the fiscal year ended December 31, 2008? A. Class I shares of the Pioneer International Value VCT Portfolio posted a return of -45.01% at net asset value for the 12 months ended December 31, 2008, and Class II shares returned -45.14%. Over the same period, the Portfolio's benchmark, the Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Index, returned -43.06%, while the MSCI All Country Free Index (excluding the United States), returned -45.24%. Also over the same 12-month period, the average return for the 111 variable portfolios in Lipper's International Core Underlying Funds category was -42.59%. Q. (Christopher Smart): What factors contributed to the Portfolio's performance from the start of the fiscal year on January 1, 2008, through August 25, 2008, when you transferred management to the Dublin team? A. Credit and liquidity concerns, which initially affected the financials sector, eventually spread to equity markets throughout the world. Fortunately, our stock selection in financials - especially in Europe - tended to help results, as the Portfolio avoided many of the companies that were hardest hit by the subprime mortgage meltdown. However, while our decision to underweight investments in the financials proved wise, even the Portfolio's limited exposure to the struggling sector was detrimental. The worst effects of the crisis were felt in the emerging markets, where equity valuations fell sharply in the aftermath of a global flight to quality. The Portfolio's investments in financial and oil-related investments in Russia, and a shipbuilder in Korea, were particularly hard hit. Returns from investments in Brazil, while still negative, held up relatively better than the performance of the rest of the asset class due to the positive performance of Petrobras Brasileiro. The Japanese market suffered due to delays in political reforms and corporate restructuring, and our decision to overweight the Portfolio's investments there further detracted from the performance. Stock selection in consumer-related equities, including Sony, was disappointing. Q. (Andrea Salvatori): How have you managed the Portfolio since assuming management responsibilities on August 25? A. When the management of the Portfolio shifted to Dublin in late August, credit concerns and recession fears had already taken a toll on U.S. stocks and were beginning to affect the outlook for international equity markets. Since we believed that global growth would continue to deteriorate, we thought it would be prudent to take steps to protect the Portfolio from continued volatility. Consequently, we sold a majority of the Portfolio's holdings in the emerging markets, as well as well as several stocks in Asia that were more vulnerable in a slower-growth environment. A Word About Risk: Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. The Portfolio may invest a substantial amount of its assets in issuers located in a limited number of countries and therefore is susceptible to adverse economic, political or regulatory developments affecting those countries. At times, the Portfolio'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. Call 1-800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- We reinvested the proceeds from the sales in holdings that we believe have the ability to perform well in all market conditions. Two Japanese companies exemplify our strategy. Sekisui Chemical Group provides cost-effective and environmentally sensitive plastics, water solutions and factory-produced housing in 20 countries. Kurita Water is a chemical company that sells to the semiconductor industry, but also provides water purification systems. Given the Portfolio's ability to invest a modest amount of its assets in the United States, we found some compelling opportunities there at the time of the management transition. While we thought that the fundamentals of the new U.S. holdings were noteworthy in their own regard, their stock price valuations were also quite attractive. Furthermore, the U.S. dollar's appreciation in recent months versus other leading currencies, such as the euro, the yen and the ruble, has made it more advantageous to hold U.S. assets. In the field of medical technology, we think the United States offers some niche investment opportunities that are unparalleled in the world. Two new additions - Medtronic, a leader in providing lifelong medical solutions for chronic diseases, and Zimmer, which provides a broad range of trauma, dental implant, and orthopedic surgical products - are in a good position to grow their businesses, regardless of the direction that health care reform takes under the new administration. As part of our effort to position the Portfolio for a slower-growth environment, we pared back the number of holdings from 140 to 85. The Portfolio may have become more focused, but it still remains well diversified across sectors and countries in an effort to reduce downside risk, while providing long-term growth potential. Q. (Andrea Salvatori): What is your outlook? A. We feel the months ahead will be difficult to gauge, but we think that deleveraging, or the shredding of excess debt, should restore more solid underpinnings to the global economy. We believe the Portfolio - with its emphasis on high-quality companies with strong balance sheets and cash flows, excellent management, and reasonable growth prospects trading at attractive valuations - should be in a good position to benefit from an improving economic cycle. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 99.8% Energy - 11.3% Coal & Consumable Fuels - 0.0% 400 Yanzhou Coal Mining* $ 298 ----------- Integrated Oil & Gas - 10.7% 16,231 BG Group Plc $ 228,553 82,678 BP Amoco Plc 642,741 3,780 Petrobras Brasileiro (A.D.R.) 77,150 39,672 Repsol SA 846,024 28,530 Royal Dutch Shell Plc 746,505 10,194 Statoil ASA* 169,339 ----------- $ 2,710,312 ----------- Oil & Gas Equipment & Services - 0.6% 5,333 Technip $ 163,590 ----------- Oil & Gas Exploration & Production - 0.0% 162 CNOOC, Ltd. $ 154 ----------- Total Energy $ 2,874,354 ----------- Materials - 5.7% Diversified Chemical - 1.2% 6,974 Akzo Nobel $ 288,717 300 Nissan Chemical Industries 2,897 300 UBE Industries, Ltd.* 840 ----------- $ 292,454 ----------- Diversified Metals & Mining - 4.0% 26,954 BHP Billiton, Ltd. $ 577,336 24,782 Companhia Vale do Rio Doce (A.D.R.) 263,928 8,493 Rio Tinto Plc 186,196 ----------- $ 1,027,460 ----------- Fertilizers & Agricultural Chemicals - 0.5% 5,489 Yara International ASA $ 121,002 ----------- Industrial Gases - 0.0% 700 Taiyo Nippon Sanso Corp. $ 5,381 ----------- Total Materials $ 1,446,297 ----------- Capital Goods - 7.1% Construction & Engineering - 0.0% 700 China Railway Group, Ltd.* $ 491 ----------- Electrical Component & Equipment - 0.5% 15,400 Sumitomo Electric $ 118,081 ----------- Heavy Electrical Equipment - 1.9% 12,371 ABB, Ltd. $ 185,100 47,454 Mitsubishi Electric Corp. 296,136 ----------- $ 481,236 ----------- Industrial Conglomerates - 0.0% 35 Keppel Corp. $ 106 ----------- Industrial Machinery - 3.3% 18,450 Gea Group AG* $ 317,597 47,900 Kawasaki Heavy Industries* 96,877 15,800 Kurita Water Industries, Ltd. 424,473 ----------- $ 838,947 ----------- Trading Companies & Distributors - 1.4% 35,900 Itochu Corp. $ 179,620 400 Marubeni Corp. 1,520 19,800 Sumitomo Corp. 174,022 ----------- $ 355,162 ----------- Total Capital Goods $ 1,794,023 ----------- Commercial Services & Supplies - 2.5% Environmental & Facilities Services - 2.5% 15,232 Suez Environnement SA* $ 257,847 107,616 Tomra Systems ASA* 370,417 ----------- $ 628,264 ----------- Total Commercial Services & Supplies $ 628,264 ----------- Transportation - 5.3% Airlines - 3.6% 213,384 Ryanair Holdings Plc* $ 916,662 ----------- Marine - 0.2% 12,100 Kawasaki Kisen Kaisha, Ltd. $ 56,302 ----------- Railroads - 1.5% 47 East Japan Railway Co. $ 366,052 ----------- Total Transportation $ 1,339,016 ----------- Automobiles & Components - 2.0% Automobile Manufacturers - 2.0% 5,000 Honda Motor Co., Ltd. $ 108,138 400 Isuzu Motors, Ltd. 512 12,116 Toyota Motor Co. 395,500 ----------- $ 504,150 ----------- Total Automobiles & Components $ 504,150 ----------- Consumer Durables & Apparel - 3.6% Apparel, Accessories & Luxury Goods - 0.2% 2,276 Cie Financiere Richemont AG $ 43,860 ----------- Homebuilding - 3.4% 139,000 Sekisui Chemical Co., Ltd. $ 865,830 ----------- Total Consumer Durables & Apparel $ 909,690 ----------- Media - 4.1% Cable & Satellite - 4.1% 43,871 Eutelsat Communications $ 1,041,617 ----------- Total Media $ 1,041,617 ----------- 6 The accompanying notes are an integral part of these financial statements. Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Retailing - 0.0% Department Stores - 0.0% 600 New World Department Store China* $ 330 700 Takashimaya Co., Ltd.* 5,287 ----------- $ 5,617 ----------- Total Retailing $ 5,617 ----------- Food & Drug Retailing - 3.0% Hypermarkets & Supercenters - 3.0% 19,703 Carrefour Supermarch $ 759,623 ----------- Total Food & Drug Retailing $ 759,623 ----------- Food, Beverage & Tobacco - 5.5% Brewers - 1.1% 20,900 Kirin Holdings Co., Ltd.* $ 274,740 ----------- Packaged Foods & Meats - 4.4% 10,887 Nestle SA $ 425,903 13,492 Smithfield Foods, Inc.* 189,832 21,080 Unilever NV 512,774 ----------- $ 1,128,509 ----------- Total Food, Beverage & Tobacco $ 1,403,249 ----------- Household & Personal Products - 0.0% Household Products - 0.0% 280 Kao Corp. $ 8,456 ----------- Total Household & Personal Products $ 8,456 ----------- Health Care Equipment & Services - 5.5% Health Care Equipment - 4.1% 7,091 Medtronic, Inc. $ 222,799 4,370 Synthes, Inc.* 548,300 6,578 Zimmer Holdings, Inc.* 265,883 ----------- $ 1,036,982 ----------- Health Care Services - 1.4% 7,361 Fresenius Medical Care AG $ 349,759 ----------- Total Health Care Equipment & Services $ 1,386,741 ----------- Pharmaceuticals & Biotechnology - 7.0% Pharmaceuticals - 7.0% 13,919 Bristol-Myers Squibb Co. $ 323,617 3,556 Novartis* 176,851 4,060 Roche Holdings AG 620,337 6,056 Shire Pharmaceuticals Group Plc (A.D.R.) 271,188 7,609 Takeda Chemical Industries 393,612 ----------- $ 1,785,605 ----------- Total Pharmaceuticals & Biotechnology $ 1,785,605 ----------- Banks - 9.6% Diversified Banks - 9.6% 42,850 Banco Santander Central Hispano SA $ 415,172 8,967 BNP Paribas SA* 380,129 36,432 Development Bank of Singapore, Ltd. 216,838 52,659 HSBC Holding Plc 504,914 8,773 Societe Generale 446,073 108 Sumitomo Mitsui Financial Group, Inc. 466,543 ----------- $ 2,429,669 ----------- Total Banks $ 2,429,669 ----------- Diversified Financials - 2.9% Diversified Capital Markets - 2.9% 26,399 CS Group $ 718,213 ----------- Investment Banking & Brokerage - 0.0% 300 Daiwa Securities Group, Inc. $ 1,783 ----------- Multi-Sector Holding - 0.0% 314 Reinet Investments SCA* $ 3,069 ----------- Total Diversified Financials $ 723,065 ----------- Insurance - 5.9% Multi-Line Insurance - 2.7% 6,462 Allianz AG $ 695,820 ----------- Reinsurance - 3.2% 16,598 Swiss Reinsurance, Ltd. $ 800,375 ----------- Total Insurance $ 1,496,195 ----------- Real Estate - 1.0% Diversified Real Estate Activities - 1.0% 14,975 Mitsui Fudosan Co. $ 248,169 ----------- Total Real Estate $ 248,169 ----------- Software & Services - 4.2% Home Entertainment Software - 4.2% 1,307,236 Eidos Plc* $ 296,108 14,426 Electronic Arts, Inc.* 231,393 32,351 GameLoft* 68,303 1,200 Nintendo Corp., Ltd. 459,767 ----------- $ 1,055,571 ----------- Total Software & Services $ 1,055,571 ----------- Technology Hardware & Equipment - 2.1% Communications Equipment - 0.6% 9,117 Nokia Oyj $ 141,894 ----------- Electronic Manufacturing Services - 0.8% 53,436 Hon Hai Precision Industry (G.D.R.) $ 212,388 ----------- Office Electronics - 0.7% 5,745 Canon, Inc.* $ 179,848 ----------- Total Technology Hardware & Equipment $ 534,130 ----------- The accompanying notes are an integral part of these financial statements. 7 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Semiconductors - 0.6% Semiconductor Equipment - 0.5% 3,985 Tokyo Electron, Ltd. $ 139,561 ----------- Semiconductors - 0.1% 10,422 Infineon Technologies AG* $ 14,266 ----------- Total Semiconductors $ 153,827 ----------- Telecommunication Services - 6.4% Integrated Telecommunication Services - 4.0% 21,774 Koninklijke KPN NV $ 316,980 82 Nippon Telegraph & Telephone Corp. 439,497 28,692 Tele2 AB (B Shares) 257,023 ----------- $ 1,013,500 ----------- Wireless Telecommunication Services - 2.4% 302,340 Vodafone Group Plc $ 617,303 ----------- Total Telecommunication Services $ 1,630,803 ----------- Utilities - 4.5% Electric Utilities - 2.2% 11,838 E.On AG* $ 473,475 4,355 Fortum Corp.* 93,910 ----------- $ 567,385 ----------- Independent Power Producer & Energy Traders - 0.9% 124,634 Clipper Windpower Plc* $ 129,051 24,545 International Power Plc 86,435 ----------- $ 215,486 ----------- Multi-Utilities - 1.4% 4,926 Gaz De France $ 244,927 11,905 National Grid Plc 119,900 ----------- $ 364,827 ----------- Total Utilities $ 1,147,698 ----------- TOTAL COMMON STOCKS (Cost $35,757,205) $25,305,829 ----------- RIGHTS/WARRANTS - 0.1% Banks - 0.1% Diversified Banks - 0.1% 18,216 DBS Group Holdings, Ltd., Expires 1/14/09* $ 38,056 ----------- Total Banks $ 38,056 ----------- TOTAL RIGHTS/WARRANTS (Cost $67,710) $ 38,056 ----------- TOTAL INVESTMENT IN SECURITIES - 99.9% (Cost $35,824,915)(a)(b) $25,343,885 ----------- OTHER ASSETS AND LIABILITIES - 0.1% $ 20,770 ----------- TOTAL NET ASSETS - 100.0% $25,364,655 =========== * Non-income producing security. (G.D.R.) Global Depositary Receipt. (A.D.R.) American Depositary Receipt. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $36,086,321 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 377,187 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (11,119,623) ------------ Net unrealized loss $(10,742,436) ============ (b) Distributions of investment by country of issue, as a percentage of total investment in securities (excluding temporary cash investments), is as follows: Japan 22.5% United Kingdom 15.1 France 13.3 Switzerland 11.7 Germany 7.3 United States 7.0 Spain 5.0 Netherlands 4.4 Ireland 3.6 Norway 2.6 Australia 2.3 Brazil 1.3 Sweden 1.0 Singapore 1.0 Other (individually less than 1%) 1.9 ----- 100.0% ===== Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $49,776,469 and $58,491,462, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - -------------------------------------------------------------- Level 1 - Quoted Prices $ 1,845,790 Level 2 - Other Significant Observable Inputs 23,498,095 Level 3 - Significant Unobservable Inputs - ----------- Total $25,343,885 =========== 8 The accompanying notes are an integral part of these financial statements. Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 18.76 $ 16.77 $ 13.71 $ 11.88 $ 10.06 -------- ------- ------- ------- ------- Increase from investment operations: Net investment income $ 0.27 $ 0.25 $ 0.10 $ 0.10 $ 0.05 Net realized and unrealized gain (loss) on investments and foreign currency transactions ( 8.42) 2.02 3.03 1.75 1.82 -------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (8.15) $ 2.27 $ 3.13 $ 1.85 $ 1.87 Distributions to shareowners: Net investment income ( 0.24) ( 0.07) ( 0.07) ( 0.02) ( 0.05) Net realized gain ( 0.54) ( 0.21) -- -- -- -------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (8.93) $ 1.99 $ 3.06 $ 1.83 $ 1.82 -------- ------- ------- ------- ------- Net asset value, end of period $ 9.83 $ 18.76 $ 16.77 $ 13.71 $ 11.88 ======== ======= ======= ======= ======= Total return* (45.01)% 13.54% 22.94% 15.58% 18.71% Ratio of net expenses to average net assets+ 1.38% 1.17% 1.39% 1.53% 1.75% Ratio of net investment income to average net assets+ 1.68% 1.23% 0.82% 0.70% 0.45% Portfolio turnover rate 117% 95% 153% 108% 129% Net assets, end of period (in thousands) $ 13,782 $29,287 $32,046 $21,176 $22,859 * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expenses risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 9 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 18.60 $ 16.66 $ 13.63 $ 11.84 $ 10.04 -------- ------- -------- ------- ------- Increase from investment operations: Net investment income (loss) $ 0.29 $ 0.17 $ 0.00(a) $ 0.04 $ (0.02) Net realized and unrealized gain (loss) on investments and foreign currency transactions (8.41) 2.04 3.07 1.76 1.86 -------- ------- -------- ------- ------- Net increase from investment operations $ (8.12) $ 2.21 $ 3.07 $ 1.80 $ 1.84 Distributions to shareowners: Net investment income (0.19) (0.06) (0.04) (0.01) (0.04) Net realized gain (0.54) (0.21) -- -- -- -------- ------- -------- ------- ------- Net increase (decrease) in net asset value $ (8.85) $ 1.94 $ 3.03 $ 1.79 $ 1.80 -------- ------- --------- ------- ------- Net asset value, end of period $ 9.75 $ 18.60 $ 16.66 $ 13.63 $ 11.84 -------- ------- -------- ------- ------- Total return* (45.14)% 13.24% 22.59% 15.19% 18.42% Ratio of net expenses to average net assets+ 1.62% 1.42% 1.69% 1.84% 2.13% Ratio of net investment income (loss) to average net assets+ 1.47% 0.95% 0.38% 0.36% (0.11)% Portfolio turnover rate 117% 95% 153% 108% 129% Net assets, end of period (in thousands) $ 11,583 $29,622 $ 25,605 $ 5,726 $ 4,133 (a) Amount rounds to less than one cent per share. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expenses risk charges, separate account charges, and sales charges. 10 The accompanying notes are an integral part of these financial statements. Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (cost $35,824,915) $ 25,343,885 Cash 169,746 Foreign currencies, at value (cost $109,177) 70,692 Receivables -- Investment securities sold 24,226 Portfolio shares sold 80,461 Dividends and foreign taxes withheld 58,573 Other 3,983 ------------- Total assets $ 25,751,566 ------------- LIABILITIES: Payables -- Investment securities purchased $ 58,148 Portfolio shares repurchased 249,687 Forward foreign currency settlements contracts, net 254 Due to affiliates 951 Accrued expenses 77,871 ------------- Total liabilities $ 386,911 ------------- NET ASSETS: Paid-in capital $ 40,203,750 Undistributed net investment income 543,432 Accumulated net realized loss on investments and foreign currency transactions (4,877,312) Net unrealized loss on investments (10,481,030) Net unrealized gain on forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (24,185) ------------- Total net assets $ 25,364,655 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $13,781,976/1,401,635 shares) $ 9.83 ============= Class II (based on $11,582,679/1,187,631 shares) $ 9.75 ============= The accompanying notes are an integral part of these financial statements. 11 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $153,367) $ 1,280,255 Interest 11,602 Income from securities loaned, net 32,622 ------------- Total investment income $ 1,324,479 ------------- EXPENSES: Management fees $ 365,863 Transfer agent fees Class I 1,509 Class II 1,509 Distribution fees Class II 52,141 Administrative fees 12,908 Custodian fees 104,779 Professional fees 60,493 Printing expense 20,725 Fees and expenses of nonaffiliated trustees 5,762 Miscellaneous 18,459 ------------- Total expenses $ 644,148 ------------- Net investment income $ 680,331 ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized loss on: Investments (net of foreign capital gains of $1,683) $ (4,559,341) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (99,892) $ (4,659,233) ------------- ------------- Change in net unrealized gain (loss) on: Investments $ (19,810,776) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (26,325) $ (19,837,101) ------------- ------------- Net loss on investments and foreign currency transactions $ (24,496,334) ------------- Net decrease in net assets resulting from operations $ (23,816,003) ============= 12 The accompanying notes are an integral part of these financial statements. Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Year Ended Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 680,331 $ 650,160 Net realized gain (loss) on investments and foreign currency transactions (4,659,233) 5,265,083 Change in net unrealized gain (loss) on investments and foreign currency transactions (19,837,101) 1,343,108 ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (23,816,003) $ 7,258,351 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.24 and $0.07 per share, respectively) $ (358,374) $ (127,312) Class II ($0.19 and $0.06 per share, respectively) (263,064) (90,365) Net realized gain: Class I ($0.54 and $0.21 per share, respectively) (803,355) (357,860) Class II ($0.54 and $0.21 per share, respectively) (747,246) (312,196) ------------- ------------- Total distributions to shareowners $ (2,172,039) $ (887,733) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 7,727,616 $ 17,393,047 Reinvestment of distributions 2,172,038 887,733 Cost of shares repurchased (17,455,749) (23,393,697) ------------- ------------- Net decrease in net assets resulting from Portfolio share transactions $ (7,556,095) $ (5,112,917) ------------- ------------- Net increase (decrease) in net assets $ (33,544,137) $ 1,257,701 NET ASSETS: Beginning of year $ 58,908,792 $ 57,651,091 ------------- ------------- End of year $ 25,364,655 $ 58,908,792 ============= ============= Undistributed net investment income $ 543,432 $ 621,485 ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 119,922 $ 1,838,016 64,491 $ 1,176,074 Reinvestment of distributions 73,761 1,161,729 25,903 485,172 Less shares repurchased (353,274) (4,946,850) (440,000) (7,969,587) -------- ------------- -------- ------------- Net decrease (159,591) $ (1,947,105) (349,606) $ (6,308,341) ======== ============= ======== ============= CLASS II Shares sold 364,272 $ 5,889,600 891,809 $ 16,216,973 Reinvestment of distributions 64,597 1,010,309 21,655 402,561 Less shares repurchased (833,652) (12,508,899) (857,800) (15,424,110) -------- ------------- -------- ------------- Net increase (decrease) (404,783) $ (5,608,990) 55,664 $ 1,195,424 ======== ============= ======== ============= The accompanying notes are an integral part of these financial statements. 13 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer International Value VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek long-term capital growth. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio's investments in emerging markets or countries with limited or developing markets may subject the Portfolio to a greater degree of risk than in a developed market. Risks associated with these developing markets include political, social or economic factors and may affect the price of the Portfolio's investments and income generated by these investments, as well as the Portfolio's ability to repatriate such amounts. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic and political conditions. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the portfolios are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees (management appraised). At December 31, 2008, there were no securities that were management appraised. Trading in foreign equity securities is substantially completed each day at various times prior to the close of the NYSE. The value of such securities used in computing the net asset value of the Portfolio's shares, based on the last sale price on the principal exchange where they traded. The principal exchanges and markets for such securities have closing times prior to the close of the NYSE. However, the value of these securities may be influenced by changes in global markets occurring after the closing times of the local exchanges and markets up to the time the Portfolio determines its net asset value. Consequently, the Board of Trustees of the Portfolio has determined that the use of daily fair valuations as provided by a pricing service is appropriate for the Portfolio. The Portfolio may also take into consideration other significant events in determining the fair value of these securities. Thus, the Portfolio's securities valuations may differ from prices reported by the various local exchanges and markets. Temporary cash investments are valued at cost which approximates market value. All securities that trade in foreign markets whose closing prices are as of times prior to the close of the NYSE and that are held by the Portfolio are fair valued 14 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- using vendor-supplied pricing updates for each security to the time of the close of the NYSE. 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Foreign Currency Translation The books and records of the Portfolio 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. C. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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 (see Note 5). D. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. In addition to the requirements of the Internal Revenue Code, the Portfolio may also be required to pay local taxes on the recognition of capital gains and/or the repatriation of foreign currencies in certain countries. During the year ended December 31, 2008, no such taxes were paid. In determining the daily net asset value, the Portfolio estimates the reserve for such taxes, if any, associated with investments in certain countries. The estimated reserve for taxes on capital gains is based on the net unrealized appreciation on certain portfolio securities, the holding year of such securities and the related tax rates, tax loss carryforward (if applicable) and other such factors. The estimated reserve for taxes on repatriation of foreign currencies is based on principal balances and/or unrealized appreciation of applicable securities, the holding year of such investments and the related tax rates and other such factors. As of December 31, 2008, the Portfolio had no reserves related to taxes on the repatriation of foreign currencies. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of each Portfolio'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 Portfolio has elected to defer approximately $1,004,056 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio had a net capital loss carryforward of $3,646,214, which will expire in 2016 if not utilized. At December 31, 2008, the Portfolio has reclassified $136,946 to decrease undistributed net investment 15 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- income and $136,946 to decrease accumulated net realized loss on investments to reflect permanent book/ tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 621,556 $217,677 Long-term capital gains 1,550,483 670,056 ------------ -------- Total distributions $ 2,172,039 $887,733 ============ ======== Distributable Earnings: Undistributed ordinary income $ 543,178 Capital loss carryforward (3,646,214) Post-October loss deferred (1,004,056) Unrealized depreciation (10,732,003) ------------ Total $(14,839,095) ============ The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales and the mark to market on forward currency contracts. E. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Dividends and distributions to shareowners are recorded on the ex-dividend date. Distributions paid by the Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution fees. F. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. 16 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- G. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the portfolio. Management fees are calculated daily at the annual rate of 0.85% of the Portfolio's average daily net assets up to $500 million and 0.75% on assets over $500 million. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $611 in management fees, administrative costs and certain others fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $259 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $81 payable to PFD at December 31, 2008. 5. Forward Foreign Currency Contracts At December 31, 2008, the Portfolio had entered into various contracts that obligate the Portfolio to deliver currencies at specified future dates. At the maturity of a contract, the Portfolio must make delivery of the foreign currency. Alternatively, prior to the settlement date of a portfolio hedge, the Portfolio may close out such contracts by entering into an offsetting hedge contract. At December 31, 2008, the Portfolio had no outstanding portfolio hedges. The Portfolio's gross forward currency settlement contracts receivable and payable were $22,987 and $23,241, respectively, resulting in a net payable of $254. 6. New Pronouncement 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. 17 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer International Value VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer International Value VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 International Value VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 18 Pioneer International Value VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- IMPORTANT TAX INFORMATION (unaudited) For the fiscal year ending December 31, 2008, the Fund has elected to pass through foreign tax credits of $120,440. 19 Pioneer International Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's Custodian operations. The Trustees and officers are listed below, together with Brown Brothers Harriman & Co. their principal occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act Independent Registered Public Accounting Firm are referred to as Interested Trustees. Trustees who are not Ernst & Young LLP interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 Principal Underwriter U.S. registered investment portfolios for which Pioneer serves as Pioneer Funds Distributor, Inc. investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Legal Counsel Massachusetts 02109. Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee and President is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee President is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 20 Pioneer International Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- 21 Pioneer International Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Katherine Kim Sullivan (35) Assistant Since 2003. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - ------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan (35) Fund Administration Manager - Fund Accounting, Administration and None Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - ------------------------------------------------------------------------------------------------------------------------------- 22 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 23 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 24 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 25 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 26 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 27 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 28 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 29 Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 20363-02-0209 [Logo]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- T a b l e o f C o n t e n t s - -------------------------------------------------------------------------------- Pioneer Mid Cap Value VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 10 Notes to Financial Statements 15 Report of Independent Registered Public Accounting Firm 19 Trustees, Officers and Service Providers 20 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [The following was represented by a pie chart in the printed materials.] U.S. Common Stocks 85.1% Temporary Cash Investments 14.9% Sector Distribution (As a percentage of equity holdings) [The following was represented by a pie chart in the printed materials.] Financials 26.0% Information Technology 13.7% Industrials 12.2% Utilities 11.1% Health Care 10.6% Consumer Staples 9.8% Consumer Discretionary 7.0% Materials 5.7% Energy 3.2% Telecommunication Services 0.7% Five Largest Holdings (As a percentage of equity holdings)* 1. Unum Group 4.15% 2. Omnicare, Inc. 3.68 3. Ball Corp. 3.31 4. Waste Management, Inc. 3.24 5. W.W. Grainger, Inc. 3.19 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 11.72 $ 19.22 Class II $ 11.66 $ 19.13 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $0.1892 $0.0124 $1.2889 Class II $0.1433 $0.0124 $1.2889 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Mid Cap Value VCT Portfolio at net asset value, compared to that of the Russell Midcap Value Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following was represented by a mountain chart in the printed materials.] Pioneer Pioneer Mid Cap Value Mid Cap Value VCT Portfolio, VCT Portfolio, Russell Midcap Class I Class II Value Index 12/98 10,000 10,000 10,000 11,305 11,277 9,989 12/00 13,340 13,266 11,905 14,206 14,092 12,182 12/02 12,613 12,488 11,007 17,340 17,120 15,197 12/04 21,175 20,847 18,799 22,845 22,440 21,177 12/06 25,721 25,193 25,458 27,157 26,539 25,096 12/08 18,038 17,580 15,448 The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in any Index. Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II - -------------------------------------------------------------------------------- 10 Years 6.08% 5.80% 5 Years 0.79% 0.53% 1 Year -33.58% -33.76% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. The performance of Class II shares for the period prior to the commencement of operations of Class II shares on May 1, 2000 is based on the performance of the portfolio's Class I shares, reduced to reflect the higher distribution fee of Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Mid Cap Value VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - --------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 716.35 $ 715.72 Expenses Paid During Period* $ 3.32 $ 4.40 * Expenses are equal to the Portfolio's annualized expense ratio of 0.77% and 1.02% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Mid Cap Value VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - --------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,021.27 $ 1,020.01 Expenses Paid During Period* $ 3.91 $ 5.18 * Expenses are equal to the Portfolio's annualized expense ratio of 0.77% and 1.02% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- A Word About Risk: Investments in mid-sized companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. Stock prices declined dramatically during 2008 as investors grew increasingly apprehensive that a widening credit crisis would undermine the economy and drive it into a deep recession. In the following discussion, Rod Wright, leader of the investment team managing the Pioneer Mid Cap Value VCT Portfolio, provides an update on the factors that affected the Portfolio's performance during the 12-month period ended December 31, 2008. Q: How did the Portfolio perform during the 12-month period ended December 31, 2008? A: Pioneer Mid Cap Value VCT Portfolio Class I shares returned -33.58% for the 12 months ended December 31, 2008, and Class II shares returned -33.76%. During the same 12-month period, the Portfolio's benchmark, the Russell Midcap Value Index, returned -38.44%, while the Standard & Poor's 500 Index, an index for the entire equity market, returned -36.99%. Over the same 12-month period, the average return of the 83 variable portfolios in Lipper's Mid Cap Value category was -38.72%. Q: What were the principal factors affecting the Portfolio's performance during the 12-month period ended December 31, 2008? A: The stock market declined virtually throughout the entire year, despite positive results for some market indices during the final month. After months of growing fears that the U.S. economy's expansion was coming to an end after a decade of growth, the downturn was confirmed with the announcement that U.S. gross domestic product (GDP) contracted in the third quarter of 2008. GDP growth was widely expected also to be negative for the final quarter of 2008. The widespread difficulties in the credit markets, which began in 2007 with problems in the subprime mortgage area, particularly affected financial institutions, especially commercial banks and investment banks. The stocks of many financial institutions performed even more poorly than the overall market, as investors avoided any institutions carrying credit risk. This significantly affected the Russell Midcap Value Index, which had a large exposure to financial institutions compared to indices tracking other parts of the market. Elsewhere, consumer spending, which had helped to prop up the economy in recent years, weakened significantly, affecting the performance of virtually all industries exposed to discretionary spending. Although the Portfolio outperformed the Russell Midcap Value Index and the Lipper competitive peer group, we nevertheless were disappointed in the losses that were incurred. Over the course of the year, we maintained a defensive positioning for the Portfolio, placing the greatest emphasis on investments in companies we believed had solid balance sheets and strong businesses, but whose stock prices were low because of factors we felt could be remedied. Keeping with the Portfolio's emphasis on bottom-up company analysis and individual security selection, stock selection was more of a factor influencing performance than was sector positioning. While the financials sector was the greatest drag on the Russell index's results, our selections in the financials group provided the greatest support to the Portfolio's relative performance. Selections in the industrials, consumer staples and health care groups also helped the Portfolio's relative performance. The greatest detractors from the Portfolio's relative performance were our investments in the energy sector and our de-emphasis of utilities companies. The Portfolio's energy holdings underperformed the sector, and the Portfolio was underweighted in the group when energy stocks performed well early in the year. We believed utilities stocks were priced too high, but the market nevertheless preferred them because of their reputations as defensive positions. Q: What individual investments most affected the Portfolio's performance during the period? A: Four of the better performing stocks were from the financials sector. They included: insurance company Unum; re-insurer RenaissanceRe; insurance broker Aon; and Annaly Capital, an investor in real estate mortgages. Unum, the Portfolio's largest individual holding, performed well after a corporate restructuring program strengthened its financial position, resulting in rating upgrades by two major credit 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- rating services. RenaissanceRe, a Bermuda-based catastrophe insurer and reinsurance company, benefited from improved pricing in the reinsurance business, while insurance broker Aon saw improvements in its operating margins. While many of Annaly Capital's competitors struggled because of problems in the mortgage market, Annaly outperformed as interest rate cuts led to improved operating margins and because the company emphasized government agency mortgages. One of the Portfolio's best overall contributors was Omnicare, an institutional pharmacy services corporation. We invested the Portfolio in the company because we believed its underlying business was strong and that improvements in its operational efficiency could yield benefits. When management instituted a number of changes, Omnicare's earnings improved and the stock rose from its very low valuation. Waste Management, a leader in providing solid waste disposal and management services, outperformed when its new management team improved operational and logistical efficiency. As pricing strengthened, volumes increased and costs declined, Waste Management's earnings improved. Also delivering good results were Ball, producer of containers such as aluminum beverage cans, and W.W. Grainger, distributor of maintenance and servicing supplies to industrial customers. Both Ball and Grainger are defensive stocks with strong business fundamentals. Elsewhere, three holdings were acquired during the year, resulting in gains for the Portfolio. They were: Wm. Wrigley Jr., the chewing gum manufacturer purchased by candy maker Mars, a private company; Anheuser-Busch, which agreed to be acquired by Belgian brewer InBev; and Barr Pharmaceuticals, which was acquired by Teva Pharmaceuticals. Energy selections proved to be the greatest drag on the Portfolio's relative performance, with two companies in the sector producing particularly disappointing results. Independent refiner Tesoro was hurt when the cost of crude oil for its refineries increased much faster than the market prices for its refined products, such as heating oil and gasoline. We sold the position. However, we retained a position in the other disappointing energy stock, El Paso, a pipeline company with exploration and production operations that were hurt when oil prices declined during the second half of the year. Q: What is your investment outlook? A: We have a guarded outlook. While we think the market has experienced the worst of the effects of the economic downturn, the economy nevertheless is in recession. We don't yet know how deep this recession will be or how long it will last. We think the stock market could stage a number of potentially short-lived rallies during 2009, but it will take time for the full effects of problems in banking and consumer credit to surface and be worked through. We also think unemployment is likely to continue to increase during the first part of 2009, especially as the automobile industry starts restructuring and newly merged financial institutions begin to reduce their overhead by eliminating redundancies. Nevertheless, the Federal Reserve Board and the Treasury Department already have acted very aggressively to reinvigorate the economy, and the new Obama Administration can be expected to push hard for an additional stimulus package. Eventually, we believe that the efforts of the federal government will help bring about an economic turnaround. As always, we intend to continue to concentrate on individual security analysis and focus on investing in good companies, with solid balance sheets and healthy businesses, that we are able to buy at attractive prices. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 95.4% Energy - 3.1% Oil & Gas Drilling - 0.4% 15,700 Transocean, Ltd.*(b) $ 741,825 ------------ Oil & Gas Equipment & Services - 0.5% 82,424 Weatherford International, Inc.*(b) $ 891,828 ------------ Oil & Gas Exploration & Production - 1.2% 12,670 Devon Energy Corp. $ 832,546 35,600 XTO Energy, Inc. 1,255,612 ------------ $ 2,088,158 ------------ Oil & Gas Storage & Transportation - 1.0% 237,490 El Paso Corp. (b) $ 1,859,547 ------------ Total Energy $ 5,581,358 ------------ Materials - 5.4% Diversified Chemical - 0.4% 46,100 Dow Chemical Co. $ 695,649 ------------ Gold - 0.9% 39,567 Newmont Mining Corp. $ 1,610,377 ------------ Industrial Gases - 1.0% 36,400 Air Products & Chemicals, Inc. $ 1,829,828 ------------ Metal & Glass Containers - 3.1% 137,941 Ball Corp. (b) $ 5,736,966 ------------ Total Materials $ 9,872,820 ------------ Capital Goods - 3.8% Industrial Machinery - 0.7% 33,000 SPX Corp. $ 1,338,150 ------------ Trading Companies & Distributors - 3.1% 70,154 W.W. Grainger, Inc. $ 5,530,941 ------------ Total Capital Goods $ 6,869,091 ------------ Commercial Services & Supplies - 7.9% Environmental & Facilities Services - 3.8% 48,868 Republic Services, Inc. $ 1,211,438 169,542 Waste Management, Inc. (b) 5,618,622 ------------ $ 6,830,060 ------------ Office Services & Supplies - 1.7% 95,220 Avery Dennison Corp. $ 3,116,551 ------------ Research & Consulting Services - 2.4% 165,390 Equifax, Inc. $ 4,386,143 ------------ Total Commercial Services & Supplies $ 14,332,754 ------------ Consumer Durables & Apparel - 1.0% Homebuilding - 0.6% 146,110 D.R. Horton, Inc. $ 1,032,998 ------------ Shares Value Housewares & Specialties - 0.4% 18,364 Fortune Brands, Inc. (b) $ 758,066 ------------ Total Consumer Durables & Apparel $ 1,791,064 ------------ Media - 4.3% Advertising - 1.8% 843,394 The Interpublic Group of Co., Inc.* $ 3,339,840 ------------ Broadcasting - 0.9% 189,970 CBS Corp. (Class B) (b) $ 1,555,854 ------------ Movies & Entertainment - 1.6% 152,062 Viacom, Inc. (Class B)* $ 2,898,302 ------------ Total Media $ 7,793,996 ------------ Retailing - 1.4% Apparel Retail - 1.0% 133,982 Gap, Inc. $ 1,794,019 ------------ Department Stores - 0.4% 37,175 J.C. Penney Co., Inc. $ 732,348 ------------ Total Retailing $ 2,526,367 ------------ Food & Drug Retailing - 3.3% Food Retail - 3.3% 73,669 Kroger Co. $ 1,945,598 172,411 Safeway, Inc. 4,098,209 ------------ $ 6,043,807 ------------ Total Food & Drug Retailing $ 6,043,807 ------------ Food, Beverage & Tobacco - 4.0% Brewers - 1.4% 51,832 Molson Coors Brewing Co. (Class B) $ 2,535,621 ------------ Packaged Foods & Meats - 0.9% 36,900 The J.M. Smucker Co. $ 1,599,984 ------------ Tobacco - 1.7% 54,978 Lorillard, Inc. $ 3,098,010 ------------ Total Food, Beverage & Tobacco $ 7,233,615 ------------ Household & Personal Products - 2.1% Household Products - 0.8% 27,000 Energizer Holdings, Inc.*(b) $ 1,461,780 ------------ Personal Products - 1.3% 73,380 Estee Lauder Co. $ 2,271,845 ------------ Total Household & Personal Products $ 3,733,625 ------------ Health Care Equipment & Services - 7.3% Health Care Distributors - 1.2% 61,200 Cardinal Health, Inc. $ 2,109,564 ------------ Health Care Equipment - 0.9% 41,600 Zimmer Holdings, Inc.* $ 1,681,472 ------------ 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Health Care Services - 3.5% 230,299 Omnicare, Inc. (b) $ 6,393,100 ------------ Managed Health Care - 1.7% 50,163 Aetna, Inc. $ 1,429,646 99,000 CIGNA Corp.* 1,668,150 ------------ $ 3,097,796 ------------ Total Health Care Equipment & Services $ 13,281,932 ------------ Pharmaceuticals & Biotechnology - 2.8% Life Sciences Tools & Services - 1.3% 71,300 Thermo Fisher Scientific, Inc.*(b) $ 2,429,191 ------------ Pharmaceuticals - 1.5% 107,800 Forest Laboratories, Inc.* $ 2,745,666 ------------ Total Pharmaceuticals & Biotechnology $ 5,174,857 ------------ Banks - 5.6% Regional Banks - 3.1% 30,650 City National Corp. (b) $ 1,492,655 82,895 First Horizon National Corp.* 876,204 119,149 KeyCorp (b) 1,015,149 27,887 PNC Bank Corp. 1,366,463 34,337 Zions Bancorporation (b) 841,600 ------------ $ 5,592,071 ------------ Thrifts & Mortgage Finance - 2.5% 134,400 New York Community Bancorp, Inc. (b) $ 1,607,424 168,430 People's Bank 3,003,107 ------------ $ 4,610,531 ------------ Total Banks $ 10,202,602 ------------ Diversified Financials - 3.8% Asset Management & Custody Banks - 1.9% 24,800 Franklin Resources, Inc. $ 1,581,744 36,536 Legg Mason, Inc. (b) 800,504 18,900 Northern Trust Corp. 985,446 ------------ $ 3,367,694 ------------ Investment Banking & Brokerage - 1.1% 68,335 Lazard, Ltd. $ 2,032,283 ------------ Specialized Finance - 0.8% 7,000 CME Group, Inc. $ 1,456,770 ------------ Total Diversified Financials $ 6,856,747 ------------ Insurance - 11.1% Insurance Brokers - 2.5% 99,829 Aon Corp. (b) $ 4,560,189 ------------ Life & Health Insurance - 4.0% 386,789 UNUM Group $ 7,194,275 ------------ Shares Value Property & Casualty Insurance - 2.2% 49,100 Axis Capital Holdings, Ltd. $ 1,429,792 176,939 Progressive Corp.* 2,620,467 ------------ $ 4,050,259 ------------ Reinsurance - 2.4% 85,382 RenaissanceRe Holdings, Ltd. $ 4,402,296 ------------ Total Insurance $ 20,207,019 ------------ Real Estate - 4.2% Diversified Real Estate Investment Trusts - 0.5% 15,400 Vornado Realty Trust $ 929,390 ------------ Mortgage Real Estate Investment Trusts - 2.2% 255,745 Annaly Capital Management, Inc. $ 4,058,673 ------------ Office Real Estate Investment Trusts - 0.4% 14,870 Boston Properties, Inc. (b) $ 817,850 ------------ Residential Real Estate Investment Trusts - 0.5% 30,600 Equity Residential Property Trust $ 912,492 ------------ Specialized Real Estate Investment Trusts - 0.6% 13,440 Public Storage, Inc. $ 1,068,480 ------------ Total Real Estate $ 7,786,885 ------------ Software & Services - 4.4% Data Processing & Outsourced Services - 4.4% 114,100 Western Union Co. $ 1,636,194 128,438 Computer Sciences Corp.* 4,513,311 51,100 Fiserv, Inc.*(b) 1,858,507 ------------ $ 8,008,012 ------------ Total Software & Services $ 8,008,012 ------------ Technology Hardware & Equipment - 6.4% Computer Hardware - 4.0% 234,280 NCR Corp.* $ 3,312,719 268,320 Teradata Corp.* 3,979,186 ------------ $ 7,291,905 ------------ Computer Storage & Peripherals - 0.9% 153,500 EMC Corp.* $ 1,607,145 ------------ Office Electronics - 1.5% 338,323 Xerox Corp. $ 2,696,434 ------------ Total Technology Hardware & Equipment $ 11,595,484 ------------ Semiconductors - 2.3% Semiconductor Equipment - 0.9% 171,610 Applied Materials, Inc. $ 1,738,409 ------------ Semiconductors - 1.4% 73,960 Analog Devices, Inc. $ 1,406,719 133,700 NVIDIA Corp.* 1,078,959 ------------ $ 2,485,678 ------------ Total Semiconductors $ 4,224,087 ------------ The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Telecommunication Services - 0.6% Integrated Telecommunication Services - 0.6% 122,700 Windstream Corp. $ 1,128,840 ------------ Total Telecommunication Services $ 1,128,840 ------------ Utilities - 10.6% Electric Utilities - 3.4% 53,316 American Electric Power Co., Inc.* $ 1,774,356 85,543 Edison International 2,747,641 35,391 FirstEnergy Corp. 1,719,295 ------------ $ 6,241,292 ------------ Gas Utilities - 1.1% 58,801 Questar Corp. $ 1,922,205 ------------ Multi-Utilities - 6.1% 120,788 NSTAR (b) $ 4,407,554 36,500 PG&E Corp. 1,412,915 65,784 Public Service Enterprise Group, Inc. 1,918,919 80,110 Sempra Energy 3,415,089 ------------ $ 11,154,477 ------------ Total Utilities $ 19,317,974 ------------ TOTAL COMMON STOCKS (Cost $211,909,793) $173,562,936 ------------ Principal Amount ($) Value TEMPORARY CASH INVESTMENTS - 16.7% Securities Lending Collateral - 16.7% (c) Certificates of Deposit: 704,263 Abbey National Plc, 3.15%, 8/13/09 $ 704,263 704,167 Bank of Nova Scotia, 3.21%, 5/5/09 704,167 1,125,465 Bank of Scotland NY, 2.92%, 6/5/09 1,125,465 1,267,673 Barclays Bank, 1.5%, 5/27/09 1,267,673 223,911 Calyon NY, 4.62%, 1/16/09 223,911 1,408,525 CBA, 4.87%, 7/16/09 1,408,525 1,267,673 DNB NOR Bank ASA NY, 3.04%, 6/5/09 1,267,673 1,290,209 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 1,290,209 81,584 NORDEA NY, 4.13%, 4/9/09 81,584 1,056,393 Royal Bank of Canada NY, 2.7%, 8/7/09 1,056,393 704,263 Royal Bank of Scotland, 3.06%, 3/5/09 704,263 140,787 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 140,787 Certificates of Deposit - Continued 1,408,525 Societe Generale, 3.29%, 9/4/09 1,408,525 1,267,673 Svenska Bank NY, 4.61%, 7/8/09 1,267,673 1,408,525 U.S. Bank NA, 2.25%, 8/24/09 1,408,525 ------------ $ 14,059,636 ------------ Commercial Paper: 134,217 BBVA U.S., 2.83%, 3/12/09 $ 134,217 1,408,525 Monumental Global Funding, Ltd., 2.5%, 8/17/09 1,408,525 704,263 CME Group, Inc., 2.9%, 8/6/09 704,263 704,188 General Electric Capital Corp., 2.86%, 3/16/09 704,188 1,383,172 American Honda Finance Corp., 4.95%, 7/14/09 1,383,172 1,408,525 HSBC Bank, Inc., 2.5%, 8/14/09 1,408,525 704,263 IBM, 2.39%, 9/25/09 704,263 1,267,673 MetLife Global Funding, 3.19%, 6/12/09 1,267,673 1,267,673 New York Life Global, 2.13%, 9/4/09 1,267,673 1,197,246 Westpac Banking Corp., 2.34%, 6/1/09 1,197,246 ------------ $ 10,179,745 ------------ Tri-party Repurchase Agreements: 3,098,754 Deutsche Bank, 0.25%, 1/2/09 $ 3,098,754 239,280 Barclays Capital Markets, 0.5%, 1/2/09 239,280 ------------ $ 3,338,034 ------------ Time Deposit: 1,408,525 BNP Paribas, 0.01%, 1/2/09 $ 1,408,525 ------------ Money Market Mutual Funds: 352,131 Columbia Government Reserves Fund $ 352,131 1,056,394 JPMorgan, U.S. Government Money Market Fund 1,056,394 ------------ $ 1,408,525 ------------ Total Securities Lending Collateral $ 30,394,465 ------------ TOTAL TEMPORARY CASH INVESTMENTS (Cost $30,394,465) $ 30,394,465 ------------ TOTAL INVESTMENT IN SECURITIES - 112.1% (Cost $242,304,258)(a) $203,957,401 ------------ OTHER ASSETS AND LIABILITIES - (12.1)% TOTAL NET ASSETS - 100.0% $181,946,480 ------------ 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- * Non-income producing security. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $243,935,530 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 8,186,727 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (48,164,856) ------------ Net unrealized loss $(39,978,129) ============ (b) At December 31, 2008, the following securities were out on loan: Shares Security Value 98,000 Aon Corp. $ 4,476,640 69,700 Ball Corp. 2,898,823 14,000 Boston Properties, Inc. 770,000 188,000 CBS Corp. (Class B) 1,539,720 10,000 City National Corp. 487,000 200,000 El Paso Corp. 1,566,000 8,000 Energizer Holdings, Inc.* 433,120 49,300 Fiserv, Inc. * 1,793,041 17,915 Fortune Brands, Inc. 739,531 111,200 KeyCorp 947,424 36,000 Legg Mason, Inc. 788,760 116,900 New York Community Bancorp, Inc. 1,398,124 56,700 NSTAR 2,068,983 61,700 Omnicare, Inc. 1,712,792 33,000 Thermo Fisher Scientific, Inc. * 1,124,310 15,000 Transocean, Ltd. * 708,750 160,000 Waste Management, Inc. * 5,302,400 44,000 Weatherford International, Inc. * 476,080 31,900 Zions Bancorporation 781,869 ----------- Total $30,013,367 =========== (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $151,511,229 and $186,159,046, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ----------------------------------------------------------------- Level 1 -- Quoted Prices $173,562,936 Level 2 -- Other Significant Observable Inputs 30,394,465 Level 3 -- Significant Unobservable Inputs -- ------------ Total $203,957,401 ============ The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 19.22 $ 20.32 $ 25.00 $ 24.67 $ 20.47 -------- -------- ------- -------- -------- Increase (decrease) from investment operations: Net investment income $ 0.23 $ 0.21 $ 0.20 $ 0.15 $ 0.08 Net realized and unrealized gain (loss) on investments (6.24) 1.11 1.98 1.75 4.41 -------- -------- ------- -------- -------- Net increase (decrease) from investment operations $ (6.01) $ 1.32 $ 2.18 $ 1.90 $ 4.49 Distributions to shareowners: Net investment income (0.19) (0.17) (0.26) (0.08) (0.08) Net realized gain (1.30) (2.25) (6.60) (1.49) (0.21) -------- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (7.50) $ (1.10) $ (4.68) $ 0.33 $ 4.20 -------- -------- -------- -------- -------- Net asset value, end of period $ 11.72 $ 19.22 $ 20.32 $ 25.00 $ 24.67 ======== ======== ======== ======== ======== Total return* (33.58)% 5.58% 12.59% 7.88% 22.12% Ratio of net expenses to average net assets+ 0.77% 0.71% 0.71% 0.71% 0.72% Ratio of net investment income to average net assets+ 1.23% 0.80% 0.88% 0.58% 0.53% Portfolio turnover rate 60% 57% 104% 42% 55% Net assets, end of period (in thousands) $103,527 $192,387 $292,001 $288,837 $303,138 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.77% 0.71% 0.71% 0.71% 0.72% Net investment income 1.23% 0.80% 0.88% 0.58% 0.53% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sale charges. 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 19.13 $ 20.24 $ 24.72 $ 24.44 $ 20.32 -------- -------- -------- ------- -------- Increase (decrease) from investment operations: Net investment income $ 0.16 $ 0.10 $ 0.07 $ 0.35 $ 0.01 Net realized and unrealized gain (loss) on investments (6.18) 1.17 2.05 1.47 4.38 -------- -------- -------- ------- -------- Net increase (decrease) from investment operations $ (6.03) $ 1.27 $ 2.12 $ 1.82 $ 4.39 Distributions to shareowners: Net investment income (0.14) (0.13) -- (0.05) (0.06) Net realized gain (1.30) (2.25) (6.60) (1.49) (0.21) -------- -------- -------- ------- -------- Net increase (decrease) in net asset value $ (7.47) $ (1.11) $ (4.48) $ 0.28 $ 4.12 -------- -------- -------- ------- -------- Net asset value, end of period $ 11.66 $ 19.13 $ 20.24 $ 24.72 $ 24.44 ======== ======== ======== ======= ======== Total return* (33.76)% 5.35% 12.27% 7.64% 21.77% Ratio of net expenses to average net assets+ 1.02% 0.96% 0.96% 0.95% 0.97% Ratio of net investment income to average net assets+ 1.00% 0.63% 0.63% 0.25% 0.29% Portfolio turnover rate 60% 57% 104% 42% 55% Net assets, end of period (in thousands) $ 78,419 $124,722 $100,696 $88,217 $536,837 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.02% 0.96% 0.96% 0.95% 0.97% Net investment income 1.00% 0.63% 0.63% 0.25% 0.29% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sale charges. The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $30,013,367) (cost $242,304,258) $ 203,957,401 Cash 7,399,910 Receivables -- Investment securities sold 1,172,867 Portfolio shares sold 171,044 Dividends 454,519 Due from Pioneer Investment Management, Inc. 2,127 ------------- Total assets $ 213,157,868 ------------- LIABILITIES: Payables -- Portfolio shares repurchased $ 714,001 Upon return of securities loaned 30,394,465 Due to affiliates 7,829 Accrued expenses 95,093 ------------- Total liabilities $ 31,211,388 ------------- NET ASSETS: Paid-in capital $ 253,177,079 Undistributed net investment income 2,953,502 Accumulated net realized loss on investments (35,837,244) Net unrealized loss on investments (38,346,857) ------------- Total net assets $ 181,946,480 ============= NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) $ 11.72 ============= Class I (based on $103,527,344/8,835,377 shares) $ 11.66 ============= Class II (based on $78,419,136/6,727,125 shares) 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $4,870,776 Interest 120,645 Income from securities loaned, net 99,768 ---------- Total investment income $ 5,091,189 -------------- EXPENSES: Management fees $1,650,825 Transfer agent fees Class I 1,204 Class II 1,204 Distribution fees Class II 261,459 Administrative fees 76,160 Custodian fees 79,718 Professional fees 52,809 Printing expense 41,932 Fees and expenses of non-affiliated trustees 7,404 Miscellaneous 36,341 ---------- Total expenses $ 2,209,056 Less fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (2,127) -------------- Net expenses $ 2,206,929 -------------- Net investment income $ 2,884,260 -------------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized loss on investments $ (35,476,385) -------------- Change in net unrealized loss on investments $ (65,690,967) -------------- Net loss on investments $ (101,167,352) -------------- Net decrease in net assets resulting from operations $ (98,283,092) ============== The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Year Ended Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 2,884,260 $ 2,882,598 Net realized gain (loss) on investments (35,476,385) 34,493,566 Change in net unrealized loss on investments (65,690,967) (13,733,161) -------------- ------------- Net increase (decrease) in net assets resulting from operations $ (98,283,092) $ 23,643,003 -------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.19 and $0.17 per share, respectively) $ (1,707,873) $ (2,382,738) Class II ($0.14 and $0.13 per share, respectively) (933,034) (697,161) Net realized gain: Class I ($1.30 and $2.25 per share, respectively) (11,746,589) (31,800,439) Class II ($1.30 and $2.25 per share, respectively) (8,472,833) (12,457,611) -------------- ------------- Total distributions to shareowners $ (22,860,329) $ (47,337,949) -------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 29,104,880 $ 66,219,835 Reinvestment of distributions 22,860,268 47,337,949 Cost of shares repurchased (65,983,980) (71,645,895) Redemption in kind -- (93,805,543) -------------- ------------- Net decrease in net assets resulting from Portfolio share transactions $ (14,018,832) $ (51,893,654) -------------- ------------- Net decrease in net assets $ (135,162,253) $ (75,588,600) NET ASSETS: Beginning of year 317,108,733 392,697,333 -------------- ------------- End of year $ 181,946,480 $ 317,108,733 ============== ============= Undistributed net investment income $ 2,953,502 $ 2,869,554 ============== ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 488,623 $ 7,499,231 1,080,926 $ 22,793,768 Reinvestment of distributions 805,653 13,454,401 1,641,844 34,183,177 Less shares repurchased (2,468,869) (39,249,992) (2,305,262) (47,604,201) Redemptions in kind -- -- (4,778,683) (93,805,543) ---------- ------------- ---------- ------------- Net decrease (1,174,593) $ (18,296,360) (4,361,175) $ (84,432,799) ========== ============= ========== ============= CLASS II Shares sold 1,345,722 $ 21,605,649 2,086,565 $ 43,426,067 Reinvestment of distributions 565,257 9,405,867 633,965 13,154,772 Less shares repurchased (1,704,012) (26,733,988) (1,174,668) (24,041,694) ---------- ------------- ---------- ------------- Net increase 206,967 $ 4,277,528 1,545,862 $ 32,539,145 ========== ============= ========== ============= 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Mid Cap Value VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is capital appreciation by investing in a diversified portfolio of securities consisting primarily of common stocks. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distributions fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. Investments in mid-sized companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's principal risks. The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Futures Contracts The Portfolio may enter into futures transactions to hedge against changes in interest rates, securities prices, and currency rates, or to seek to increase total return. Upon entering into a futures contract, the Portfolio is required to deposit with a broker an amount of cash or securities equal to the minimum "initial margin" requirements of the associated futures exchange. Subsequent payments for 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- futures contracts (variation margin) are paid or received by the Portfolio, depending on the daily fluctuation in the value of the contracts, and are recorded by the Portfolio as unrealized gains or losses. When the contract is closed, the Portfolio realizes a gain or loss equal to the difference between the opening and closing value of the contract. The use of futures contracts involves, to varying degrees, elements of market risk which may exceed the amounts recognized by the Portfolio. Changes in the value of the contracts may not directly correlate to the changes in the value of the underlying securities. These risks may decrease the effectiveness of the Portfolio's hedging and trading strategies and potentially result in a loss. As of December 31, 2008, the Portfolio had no open futures contracts. C. Foreign Currency Translation The books and records of the Portfolio 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. D. Forward Foreign Currency Contracts The Portfolio may enter 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 Portfolio's financial statements. The Portfolio 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. At December 31, 2008, the Portfolio had no outstanding portfolio or settlement hedges. E. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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 Portfolio has elected to defer approximately $12,087,845 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio had a net capital loss carryforward of $22,205,829, which will expire in 2016 if not utilized. At December 31, 2008, the Portfolio has reclassified $2,034 to increase paid in capital, $159,405 to decrease undistributed net investment income and $157,371 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: 16 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 2,833,769 $10,060,740 Long-term capital gain 20,026,560 37,277,209 ------------ ----------- Total distributions $ 22,860,329 $47,337,949 ============ =========== Distributable Earnings: Undistributed ordinary income $ 2,928,654 Capital loss carryforward (22,205,829) Post-October loss deferred (11,975,295) Unrealized depreciation (39,978,129) ------------ Total $(71,230,599) ============ - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales and the tax treatment on partnership adjustments. F. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Distributions paid by a Portfolio with respect to each class of shares are calculated in the same manner and at the same time, except that Class I and Class II shares can bear different transfer agent and distribution expense rates. Dividends and distributions to shareowners are recorded on the ex-dividend date. G. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. H. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average daily net assets. 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $3,346 in management fees, administrative costs and certain other fees payable to PIM at December 31, 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 $3,955 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $528 in distribution fees payable to PFD at December 31, 2008. 5. Expense Offsets Arrangements The Portfolio has entered into an expense offset arrangement with PIMSS resulting in a reduction in the Portfolio's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2008, the Portfolio's expenses were not reduced under this arrangement. 6. New Pronouncement 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 Portfolio financial statement disclosures. 18 PIONEER VARIABLE CONTRACTS TRUST Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Mid Cap Value VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Mid Cap Value VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Mid Cap Value VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 19 - -------------------------------------------------------------------------------- Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's Custodian operations. The Trustees and officers are listed below, together with Brown Brothers Harriman & Co. their principal occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act Independent Registered Public Accounting Firm are referred to as Interested Trustees. Trustees who are not Ernst & Young LLP interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 Principal Underwriter U.S. registered investment portfolios for which Pioneer serves as Pioneer Funds Distributor, Inc. investment adviser (the "Pioneer Ernst & Young LLP Funds"). The address for all Trustees and all officers of the Trust is 60 State Legal Counsel Street, Boston, Massachusetts 02109. Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee and President is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee President is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 20 Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - ------------------------------------------------------------------------ Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------ Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------ Margaret B.W. Graham None (61) - ------------------------------------------------------------------------ Thomas J. Perna (58) None - ------------------------------------------------------------------------ Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ 21 Pioneer Mid Cap Value VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all None 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) - -------------------------------------------------------------------------------------------------------------------------------- 22 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 23 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 24 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 25 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 26 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 27 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 28 - -------------------------------------------------------------------------------- This page for your notes. - -------------------------------------------------------------------------------- 29 [Logo]Pioneer Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18647-03-0209 [LOGO] PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio -- Class I Shares ANNUAL REPORT December 31, 2008 PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Money Market VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Schedule of Investments 4 Financial Statements 9 Notes to Financial Statements 13 Report of Independent Registered Public Accounting Firm 15 Trustees, Officers and Service Providers 17 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO AND PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Against the backdrop of a spreading credit crisis that threatened many major financial institutions and undermined investor confidence, the U.S. Federal Reserve Board (the Fed) slashed short-term interest rates throughout 2008. Yields on short-term securities declined markedly over the 12 months ended December 31, 2008, while investors became increasingly cautious about any exposure to credit risk as the year progressed. In the following interview, Seth Roman reviews the investment environment and the strategies that affected Pioneer VCT Money Market Portfolio during 2008. Mr. Roman is a member of Pioneer's Fixed Income Group, which is responsible for the daily management of the Portfolio. Pioneer VCT Money Market Portfolio invests exclusively in high-quality money market instruments issued by the U.S. government and domestic corporations and banks. Q: How did the Portfolio perform during the 12 months ended December 31, 2008? A: Pioneer Money Market VCT Portfolio's Class I shares had a total return of 2.38% at net asset value for the 12 months ended December 31, 2008. During the same period, the average return of the 106 variable portfolios in Lipper's Money Market category was 2.23%. On December 31, 2008, the 7-day effective SEC yield on Class I shares was 1.51%. The Portfolio's net asset value per share remained stable at $1.00 throughout the year. Q: What were the principal factors affecting the Portfolio's performance during 2008? A: During a year of heightened anxiety in the capital markets, we placed the greatest emphasis on paying careful attention to any potential credit risks and maintaining liquidity in the Portfolio. During the course of the year, the Fed, as part of its effort to inject liquidity into the financial system and slow the deterioration in the health of the overall economy, cut interest rates repeatedly. In two separate moves during the first month of 2008, the Fed slashed the target fed funds rate from 4.25% to 2.75%. In March, as investment bank Bear Stearns collapsed and investors became increasingly anxious, the Fed cut the target rate to 2.25%. In April, the rate was lowered to 2.00%. In October, as investment bank Lehman Brothers filed for bankruptcy and the federal government rushed to the rescue of other financial institutions, the Fed made two more cuts in the fed funds rate, bringing the influential rate to 1.00%. Finally, on December 16, 2008, the Fed brought the target rate down to a range of 0.00% to 0.25%. Q: What were your principal strategies during the 12-month period and how did they affect the Portfolio's performance? A: We focused primarily on preserving capital and maintaining liquidity, while typically maintaining an average duration (a measure of sensitivity to changes in interest rates) of between 40 and 50 days to capture whatever yields were available in the market. In general, we avoided those parts of the market that posed credit risk or were potentially illiquid. While we did have exposure to Bear Stearns securities early in the year, they matured at par value, incurring no loss. While the Portfolio had exposure to Bear Stearns, Lehman, AIG, and Morgan Stanley during the year, securities matured, were sold, or were not renewed. As a result, the Portfolio did not incur any losses. We considered the brokerage industry to be a particularly risky area. In our effort to maintain high quality and liquidity, we made investments in Treasury bills, which, despite their low yields, added to the Portfolio's performance when we were able to sell them at a profit. We also invested in bank certificates of deposit (CDs). The bank CDs offered added protection to the Portfolio's net asset value because they are higher in the capital structure than many other securities. The investments in both Treasury bills and bank CDs helped support the Portfolio's performance during the 12-month period. The primary factor holding back the Portfolio's performance during the period was the dramatic decline in short-term interest rates in the market, which reduced the Portfolio's ability to produce higher yields. During the year, we also decided to join the new insurance program for money market mutual funds and variable portfolios that was introduced by the Treasury Department in September in an effort to stabilize the market for short-term corporate securities. Q: What is your investment outlook? A: As we start 2009, the target fed funds rate is effectively at zero, which makes it particularly challenging to find attractive yields in short-term securities. We anticipate that the economy will continue to be weak for much of the first half of the year, and so we expect to continue to be very cautious, with an emphasis on highly liquid securities such as government agency securities and bank certificates of deposit. When considering commercial paper, we intend to invest only in very high-quality products backed by top-tier corporations. When the opportunity presents itself, we may extend the Portfolio's duration to capture more yield, but we do not intend to do so at any risk to the Portfolio's credit quality or liquidity. Prices and Distributions 12/31/08 12/31/07 Net Asset Value per Share $ 1.00 $ 1.00 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains $ 0.0235 $ - $ - A Word About Risk: Although the Portfolio seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Portfolio. Portfolio shares are not federally insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. - --------------------- Average Annual Total Returns (As of December 31, 2008) Net Asset Value Life-of-Class (3/1/95) 3.47% 10 Years 2.99% 5 Years 2.95% 1 Year 2.38% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. - -------------------------------------------------------------------------------- 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Money Market VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I - ----------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,009.57 Expenses Paid During Period* $ 3.89 * Expenses are equal to the Portfolio's annualized expense ratio of 0.77% for Class I shares multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Money Market VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I - ----------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,021.27 Expenses Paid During Period* $ 3.91 * Expenses are equal to the Portfolio's annualized expense ratio of 0.77% for Class I shares multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value CORPORATE BONDS - 17.4% Household & Personal Products - 0.6% Personal Products - 0.6% $ 225,000 2.46 AA-/Aa3 Procter & Gamble International, Floating Rate Note, 8/19/09 $ 224,310 ----------- Total Household & Personal Products $ 224,310 ----------- Banks - 8.0% Diversified Banks - 4.6% 300,000 3.67 AA-/AA3 ABN AMRO Bank NV, Floating Rate Note, 1/30/09 $ 300,327 305,000 3.01 AA+/Aa1 BNP Paribas, Floating Rate Note, 2/13/09 305,000 250,000 2.58 AAA/AAA Rabobank Nederland, Floating Rate Note, 11/9/09 (144A) 249,974 250,000 4.42 A+/Aa1 Svenska Handelsbanken AB, Variable Rate Note, 8/6/09 249,867 200,000 AA/Aa1 Wells Fargo Co., 3.125%, 4/1/09 200,123 500,000 2.95 AA/AA1 Westpac Banking, Floating Rate Note, 2/6/09 (144A) 499,981 ----------- $ 1,805,272 ----------- Regional Banks - 3.4% 460,000 4.35 AA+/AAA Bank of America, Floating Rate Note, 10/3/09 (Extendable) $ 458,095 120,000 AA-/Aa3 Mellon Funding Corp., 3.25%, 4/1/09 120,050 750,000 2.29 AA+/AA1 U.S. Bank NA Cincinnati, Floating Rate Note, 9/10/09 750,000 ----------- $ 1,328,145 ----------- Total Banks $ 3,133,417 ----------- Diversified Financials - 6.6% Asset Management & Custody Banks - 0.3% 100,000 AA-/Aa2 Bank of New York Mellon, 3.625%, 1/15/09 $ 100,031 ----------- Consumer Finance - 2.0% 800,000 2.51 AAA/Aaa Toyota Motor Credit Corp., Floating Rate Note, 1/12/09 $ 800,000 ----------- Diversified Financial Services - 3.3% 200,000 A+/Aa2 Bank of America Corp., 5.875%, 2/15/09 $ 200,657 100,000 3.10 A+/Aa2 Bear Stearns Co., Inc., Floating Rate Note, 9/30/09 100,004 350,000 2.83 AAA/Aaa General Electric Capital Corp., Floating Rate Note, 1/5/09 350,014 190,000 2.48 AAA/Aaa General Electric Capital Corp., Floating Rate Note, 5/8/09 189,978 100,000 2.23 A+/A1 IBM International Group Capital, Floating Rate Note, 2/13/09 100,014 345,000 2.86 A+/Aa2 JPMorgan Chase & Co., Floating Rate Note, 3/9/09 345,121 ----------- $ 1,285,788 ----------- Specialized Finance - 1.0% 405,000 2.79 AA/Aa1 BP Capital Markets Plc, Floating Rate Note, 1/9/09 $ 405,000 ----------- Total Diversified Financials $ 2,590,819 ----------- Insurance - 1.1% Multi-Line Insurance - 1.1% 415,000 3.16 AA/Aa2 MetLife Global Funding I, Floating Rate Note, 6/12/09 $ 415,030 ----------- Total Insurance $ 415,030 ----------- Technology Hardware & Equipment - 1.1% Computer Hardware - 1.1% 415,000 3.13 A+/A1 IBM International Group Capital, Floating Rate Note, 7/29/09 $ 415,839 ----------- Total Technology Hardware & Equipment $ 415,839 ----------- TOTAL CORPORATE BONDS (Cost $6,779,415) $ 6,779,415 ----------- 4 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value U.S. GOVERNMENT AGENCY OBLIGATIONS - 9.6% $ 175,000 NR/NR Fannie Mae Discount Note, 0.0%, 8/3/09 $ 172,972 575,000 AAA/Aaa Fannie Mae Discount Note, 2.18%, 1/15/09 574,513 220,000 AAA/Aaa Fannie Mae Discount Note, 2.8%, 4/30/09 217,964 410,000 2.68 AAA/Aaa Federal Farm Credit Bank, Floating Rate Note, 2/11/10 411,131 450,000 2.64 AAA/Aaa Federal Home Loan Bank, Floating Rate Note, 12/15/09 448,979 345,000 NR/AAA Federal National Mortgage Association Discount Note, 0.0%, 1/29/09 344,578 200,000 2.32 AAA/Aaa Federal National Mortgage Association, Floating Rate Note, 2/8/10 199,937 390,000 0.33 AAA/Aaa Federal National Mortgage Association, Floating Rate Note, 9/3/09 390,000 195,000 AAA/AAA Freddie Mac Discount Note, 0.0%, 4/6/09 193,559 220,000 AAA/AAA Freddie Mac Discount Note, 2.1%, 1/7/09 219,923 380,000 AAA/AAA Freddie Mac Discount Note, 2.2%, 1/13/09 379,721 105,000 2.40 AAA/Aaa Freddie Mac, Floating Rate Note, 10/19/09 104,969 100,000 2.44 AAA/Aaa Freddie Mac, Floating Rate Note, 9/18/09 99,978 ----------- $ 3,758,224 ----------- TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $3,758,224) $ 3,758,224 ----------- MUNICIPAL BONDS - 6.5% Municipal Government - 2.3% 890,000 8.00 AA/Aa1 Texas State Tax & Revenue Antic, Floating Rate Note, 12/1/27 $ 890,000 ----------- Municipal Development - 0.7% 200,000 1.05 AA/Aa1 Jackson County Mississippi, Floating Rate Note, 6/1/23 $ 200,000 100,000 1.05 AAA/Aaa Syracuse New York Industrial Development, Floating Rate Note, 12/1/37 100,000 ----------- $ 300,000 ----------- Municipal Higher Education - 1.1% 245,000 1.05 NR/NR Athens-Clarke County Georgia, Floating Rate Note, 8/1/33 $ 245,000 200,000 1.10 AA+/Aa2 University of Michigan, Floating Rate Note, 12/1/37 200,000 ----------- $ 445,000 ----------- Municipal Medical - 1.1% 200,000 0.95 AA/Aaa Harris County Texas Health, Floating Rate Note, 12/1/41 $ 200,000 220,000 1.15 AA+/Aa1 Weber County Utah Hospital Revenue, Floating Rate Note, 2/15/31 220,000 ----------- $ 420,000 ----------- Municipal Single Family Housing - 1.3% 500,000 3.00 AAA/Aaa Iowa Finance Authority Revenue, Floating Rate Note, 7/1/37 $ 500,000 ----------- TOTAL MUNICIPAL BONDS (Cost $2,555,000) $ 2,555,000 ----------- MUTUAL FUND - 3.1% Diversified Financials - 3.1% Diversified Financial Services - 3.1% 1,200,000 1.68 BlackRock Liquidity Funds TempCash Portfolio $ 1,200,000 ----------- TOTAL MUTUAL FUND (Cost $1,200,000) $ 1,200,000 ----------- The accompanying notes are an integral part of these financial statements. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value COMMERCIAL PAPER - 54.0% $ 400,000 2.70 NR/AA3 Abbey National Treasury Service, Floating Rate Note, 2/13/09 $ 400,000 330,000 A-1/P-1 ABN Amro Bank NV, 2.06%, 4/1/09 330,500 400,000 A-1/P-1 AT&T, Inc., 2.23%, 1/23/09 (144A) 399,719 390,000 A-1/P-1 Banco Bilbao Vizcaya, 0.0%, 1/14/09 389,920 225,000 AA/AA1 Banco Bilbao Vizcaya, 2.155%, 2/11/09 225,001 230,000 A-1+/AA1 Banco Bilbao Vizcaya, 2.22%, 3/4/09 230,008 550,000 A-1/P-1 Bank of America Corp., 0.03%, 1/2/09 550,000 440,000 AA/Aaa Bank of New York, 5.05%, 3/3/09 441,434 710,000 2.89 A-1+/P-1 Bank of Nova Scotia, Floating Rate Note, 1/16/09 710,004 400,000 3.15 AA/AA1 Bank of Nova Scotia, Floating Rate Note, 5/6/09 400,000 105,000 AA-/Aa1 Barclays Bank Plc, 2.878%, 3/13/09 104,788 340,000 1.94 A-1+/AA1 Barclays Bank Plc, Floating Rate Note, 2/11/09 339,752 390,000 AA-/AA3 BNP Paribas, 2.43%, 4/27/09 390,000 635,000 A-1+/P-1 CBA Delaware Finance, 1.85%, 3/9/09 632,814 200,000 A-1+/AA3 Chase Bank U.S.A. N.A., 2.82%, 1/1/09 200,000 220,000 A-1/P-1 Citibank N.A., 0.0%, 3/2/09 220,000 225,000 A-1/P-1 Citibank N.A., 1.1%, 2/23/09 225,000 390,000 A-1/P-1 Conoco Philips, 1.2%, 1/8/09 389,909 390,000 A-1/P-1 Conoco Philips, 2.31%, 1/30/09 389,607 780,000 1.88 A+/Aa1 Credit Suisse New York, Floating Rate Note, 1/8/09 779,786 300,000 2.94 NR/AA3 Credit Suisse New York, Floating Rate Note, 1/30/09 299,978 410,000 3.41 AA/NR Deutsche Bank New York, Floating Rate Note, 7/21/09 410,000 765,000 A-1+/P-1 HSBC U.S.A., Inc., 0.0%, 1/2/09 764,999 600,000 A-1/P-1 MetLife, Inc., 1.25%, 1/9/09 (144A) 599,833 452,000 A-1/P-1 National Rural Utilities Cooperative Finance Corp., 0.55%, 1/14/09 451,917 870,000 A-1+/AA1 Nordea Bank New York, 3.23%, 7/10/09 870,044 400,000 2.82 A-1+/AA1 Nordea Bank New York, Floating Rate Note, 2/12/09 400,000 255,000 A-1+/P-1 Nordea North America, Inc., 1.2%, 4/15/09 254,116 100,000 A-1+/P-1 Nordea North America, Inc., 1.75%, 1/16/09 99,927 230,000 A-1/P-1 Philip Morris International, Inc., 0.7%, 2/20/09 229,776 295,000 A-1/P-1 Philip Morris International, Inc., 2.5%, 1/23/09 294,550 250,000 A-1+/P-1 Procter & Gamble Co., 0.0%, 1/30/09 249,617 250,000 A-1+/P-1 Procter & Gamble Co., 1.6%, 2/4/09 (144A) 249,622 565,000 AAA/Aaa Rabobank Nederland NV, 1.75%, 3/2/09 565,000 250,000 A-1+/AAA Rabobank Nederland NV, 2.99%, 2/17/09 250,113 100,000 A-1+/AAA Rabobank Nederland NV, 3.02% 3/9/09 100,011 570,000 AA-/AAA Royal Bank of Canada, 1.89%, 5/22/09 570,000 800,000 AA-/Aaa Royal Bank of Canada, 5.29%, 2/2/09 801,347 250,000 1.74 AA-/Aaa Royal Bank of Canada, Floating Rate Note, 10/1/09 250,000 100,000 3.00 AA/AAA Royal Bank of Canada, Floating Rate Note, 8/7/09 100,000 565,000 AA/AA1 Royal Bank of Scotland Plc, 2.18%, 3/10/09 565,011 570,000 A-1+/AA3 Societe General, 2.95%, 1/5/09 570,050 500,000 A-1+/P-1 State Street Corp., 0.0%, 1/5/09 499,846 565,000 A-1+/AA1 Svenska Handelsbanken, 1.95%, 1/20/09 565,003 190,000 2.76 NR/Aa1 Svenska Handelsbanken, Floating Rate Note, 1/5/09 190,009 110,000 5.14 AA-/Aa1 Svenska Handelsbanken, Floating Rate Note, 7/13/09 110,076 100,000 3.11 NR/AA1 Svenska Handelsbanken, Floating Rate Note, 7/8/09 100,000 260,000 4.91 AA-/AAA The Bank of New York Mellon, Floating Rate Note, 10/14/09 258,628 580,000 A-1+/AAA Toronto Dominion Bank, 0.0%, 2/19/09 580,000 110,000 A-1+/P-1 Toronto Dominion Bank, 1.96%, 10/6/09 110,008 565,000 A-1+/AAA Toronto Dominion Bank, 2.48%, 5/26/09 565,023 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Floating S&P/Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value COMMERCIAL PAPER - (continued) $ 225,000 A-1+/P-1 Vanderbilt University, 0.0%, 1/8/09 $ 224,895 565,000 A-1+/AA3 Westpac Banking Corp., 1.5%, 6/15/09 565,000 105,000 A-1+/NR Yale University, 0.0%, 1/9/09 104,910 225,000 NR/P-1 Yale University, 0.0%, 3/2/09 224,411 100,000 A-1+/P-1 Yale University, 1.97%, 2/6/09 99,803 100,000 A-1+/P-1 Yale University, 2.2%, 2/10/09 99,755 110,000 A-1+/P-1 Yale University, 3.8%, 1/7/09 109,930 ----------- TOTAL COMMERCIAL PAPER (Cost $21,101,450) $21,101,450 ----------- REPURCHASE AGREEMENTS - 8.7% 1,000,000 Bank of America, 0.07%, dated 12/31/08, repurchase price of $1,000,000 plus accrued interest on 1/2/09 collateralized by $1,002,798 Federal National Mortgage Association, 6.0%, 10/1/38 $ 1,000,000 195,000 Barclays Plc, 0.03%, dated 12/31/08, repurchase price of $195,000 plus accrued interest on 1/2/09 collateralized by the following: $69,979 Federal National Mortgage Association, 4.0 - 5.0%, 9/1/23 - 12/1/33 $19,052 Federal Home Loan Mortgage Corp., 5.924%, 1/1/37 $158,510 Federal National Mortgage Association (ARM), 4.684 - 5.551%, 9/1/35 - 4/1/38 195,000 1,200,000 Deutsche Bank, 0.10%, dated 12/31/08, repurchase price of $1,200,000 plus accrued interest on 1/2/09 collateralized by $1,607,227 Freddie Mac Giant, 7.0%, 11/1/37 1,200,000 1,000,000 JPMorgan Chase & Co., 0.04%, dated 12/31/08, repurchase price of $1,000,000 plus accrued interest on 1/2/09 collateralized by $1,545,103 Federal National Mortgage Association, 4.0 - 7.5%, 12/1/13 - 1/1/39 1,000,000 ----------- TOTAL REPURCHASE AGREEMENT (Cost $3,395,000) $ 3,395,000 ----------- TOTAL INVESTMENT IN SECURITIES - 99.3% (Cost $38,789,089)(a) $38,789,089 ----------- OTHER ASSETS AND LIABILITIES - 0.7% $ 281,319 ----------- TOTAL NET ASSETS - 100.0% $39,070,408 =========== NR Not rated by either S&P or Moody's. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $1,999,129 or 5.1% of total net assets. (a) At December 31, 2008, cost for federal income tax purposes was $38,789,089. (b) Debt obligation with a variable interest rate. Rate shown is the rate at year end. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $60,487,273 and $64,000,075, respectively. The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 -- quoted prices in active markets for identical securities Level 2 -- other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 -- significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ------------------------------------------------------------------------------- Level 1 -- Quoted Prices $ -- Level 2 -- Other Significant Observable Inputs 38,789,089 Level 3 -- Significant Unobservable Inputs -- ----------- Total $38,789,089 =========== 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 ----------- ----------- ----------- ----------- ----------- Increase from investment operations: Net investment income $ 0.023 $ 0.047 $ 0.040 $ 0.025 $ 0.007 Net realized and unrealized loss (gain) on investments -- -- -- -- -- ----------- ----------- ----------- ----------- ----------- Net increase from investment operations $ 0.023 $ 0.047 $ 0.040 $ 0.025 $ 0.007 Distributions to shareowners: Net investment income (0.023) (0.047) (0.040) (0.025) (0.007) ----------- ----------- ----------- ----------- ----------- Net asset value, end of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 =========== =========== =========== =========== =========== Total return* 2.38% 4.83% 4.50% 2.47% 0.65% Ratio of net expenses to average net assets+ 0.77% 0.63% 0.61% 0.73% 0.74% Ratio of net investment income to average net assets+ 2.25% 4.70% 4.43% 2.40% 0.66% Net assets, end of year (in thousands) $ 39,070 $ 37,555 $ 34,334 $ 33,216 $ 42,896 Ratios with no waiver of fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.77% 0.63% 0.61% 0.73% 0.74% Net investment income 2.25% 4.70% 4.43% 2.40% 0.66% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (cost 38,789,089) $ 38,789,089 Cash 71,871 Receivables - Portfolio shares sold 321,705 Interest 138,186 Other 4,066 ------------ Total assets $ 39,324,917 ------------ LIABILITIES: Payables - Portfolio shares repurchased $ 185,009 Dividends 3,617 Due to affiliates 4,239 Accrued expenses 61,644 ------------ Total liabilities $ 254,509 ------------ NET ASSETS: Paid-in capital $ 39,074,025 Distributions in excess of net investment income (3,617) ------------ Total net assets $ 39,070,408 ------------ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $39,070,408/39,107,722 shares) $ 1.00 ============ 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Interest $1,176,469 ---------- Total investment income $1,176,469 ---------- EXPENSES: Management fees $ 155,778 Transfer agent fees 1,494 Administrative fees 11,681 Custodian fees 61,118 Professional fees 46,365 Printing expense 8,732 Fees and expenses of nonaffiliated trustees 6,033 Miscellaneous 9,813 ---------- Total expenses $ 301,014 ---------- Net expenses $ 301,014 ---------- Net investment income $ 875,455 ---------- REALIZED GAIN ON INVESTMENTS: Net realized gain on investments $ 14,526 ---------- Net gain on investments $ 14,526 ---------- Net increase in net assets resulting from operations $ 889,981 ========== The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 875,455 $ 1,753,383 Net realized gain (loss) on investments 14,526 (2,325) ------------ ------------ Net increase in net assets resulting from operations $ 889,981 $ 1,751,058 ------------ ------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.023 and $0.047 per share, respectively) $ (917,876) $ (1,753,137) ------------ ------------ Total distributions to shareowners $ (917,876) $ (1,753,137) ------------ ------------ FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 17,165,161 $ 23,782,229 Reinvestment of distributions 917,876 1,753,137 Cost of shares repurchased (16,539,942) (22,311,664) ------------ ------------ Net increase in net assets resulting from Portfolio share transactions $ 1,543,095 $ 3,223,702 ------------ ------------ Net increase in net assets $ 1,515,200 $ 3,221,623 NET ASSETS: Beginning of year 37,555,208 34,333,585 ------------ ------------ End of year $ 39,070,408 $ 37,555,208 ============ ============ Undistributed (distributions in excess of) net investment income $ (3,617) $ 246 ============ ============ '08 Shares '08 Amount '07 Shares '07 Amount Class I Shares sold 17,165,161 $ 17,165,161 23,782,227 $ 23,782,229 Reinvestment of distributions 917,876 917,876 1,753,137 1,753,137 Less shares repurchased (16,539,942) (16,539,942) (22,311,664) (22,311,664) ------------ ------------ ------------ ------------ Net increase 1,543,095 $ 1,543,095 3,223,700 $ 3,223,702 ============ ============ ============ ============ 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Money Market VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek current income consistent with preserving capital and providing liquidity. The Portfolio offers one class of shares designated as Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio's prospectus contains unaudited information regarding the Portfolio's principal risks. Please refer to that document when considering the Portfolio's principal risks. Although the Portfolio seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Portfolio. The following is a summary of significant accounting policies consistently followed by the Portfolio, which are in conformity with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Securities are valued at amortized cost, which approximates fair market value. Investments purchased at a discount or premium are valued by amortizing the difference between the original purchase price and maturity value of the issue over the period to maturity. Interest income, including interest in income bearing cash accounts, is recorded on the accrual basis. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of each Portfolio's distributions may be shown in the accompanying financial statements as either from or in excess of net investment income or net realized gain on investment transactions, or from paid-in capital, depending on the type of book/tax differences that may exist. At December 31, 2008, the Portfolio has reclassified $29,331 to decrease paid in capital, $38,558 to increase undistributed net investment income and $9,227 to decrease accumulated net realized gain on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and presents the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, were as follows: - ------------------------------------------------------------------------------- 2008 2007 - ------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 917,876 $1,753,137 ---------- ---------- Total distributions $ 917,876 $1,753,137 ========== ========== Distributable Earnings: Dividend payable $ (3,617) ---------- Total $ (3,617) ========== - ------------------------------------------------------------------------------- 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in underwriting commissions on the sale of Trust shares for the year ended December 31, 2008. D. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.40% of the Portfolio's average daily net assets up to $1 billion and 0.35% on assets over $1 billion. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities, is $450 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $3,789 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Money Market Temporary Guarantee Program The Portfolio has enrolled in the U.S. Treasury Department's Temporary Guarantee Program for Money Market Funds (the Program). The Program provides a guarantee to participating money market fund shareholders based on the number of shares invested in the Portfolio at the close of business on September 19, 2008. The guarantee would be triggered in the event the market-based net asset value of a participating fund falls below $0.995 and that situation has not been cured. Recovery under the Program would require the Portfolio to liquidate. Upon liquidation, and subject to the availability of assets under the Program, eligible shareholders would be entitled to receive a payment equal to any shortfall between the amount received by a shareholder in liquidation and $1.00 per share. Only shareholders of record as of September 19, 2008 are eligible to receive the benefit of the guarantee. Any increase in the number of shares held in the Portfolio in excess of shares held at the close of business on September 19, 2008 will not be covered. If the number of shares held in an account fluctuates over the period, shareholders will be covered for either the number of shares held as of the close of business on September 19, 2008 or the number of shares held on the date of the trigger event, whichever is less. If a shareholder's account is closed with the Portfolio or a broker-dealer, any future investments in the Portfolio will not be guaranteed. The Treasury has extended the Program's expiration date from December 18, 2008 to April 30, 2009. The Treasury has discretion to continue the Program until September 18, 2009. In order to participate in the initial three month period and the extended period of the Program, the Portfolio paid to the U.S. Treasury Department fees in the amount of 0.01% and 0.015% of the Portfolio's net asset value as of the close of business on September 19, 2008, respectively. These expenses will be borne by the Portfolio without regard to any expense limitation currently in effect for the Portfolio and are reflected in the Statement of Operations. 5. New Pronouncement 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 Portfolio's financial statement disclosures. 14 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Money Market VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Money Market VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian and brokers. 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 Money Market VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentages of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income and qualified short term gains were 90.41% and 0%, respectively. 16 Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are Custodian responsible for the Trust's operations. The Trustees and Brown Brothers Harriman & Co. officers are listed below, together with their principal occupations during the past five years. Trustees who are Independent Registered Public Accounting Firm interested persons of the Trust within the meaning of the Ernst & Young LLP 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to Principal Underwriter as Independent Trustees. Each of the Trustees serves as a Pioneer Funds Distributor, Inc. trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser Legal Counsel (the "Pioneer Funds"). The address for all Trustees and all Bingham McCutchen LLP officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Deputy Chairman and a Director None Board, Trustee until a successor trustee is of Pioneer Global Asset and President elected or earlier Management S.p.A. ("PGAM"); retirement or removal. Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Serves Director, CEO and President of None (50)* Executive Vice until a successor trustee is Pioneer Investment Management President elected or earlier USA Inc. (since February 2007); retirement or removal. 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 Portfolio's investment adviser and certain of its affiliates. 17 Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE David R. Bock (65) Trustee Trustee since 2005. Serves Executive Vice President and Director of Enterprise until a successor trustee is Chief Financial Officer, Community Investment, elected or earlier I-trax, Inc. (publicly traded Inc. (privately-held retirement or removal. health care services company) affordable housing (2004 - 2007); Partner, Federal finance company); and City Capital Advisors (boutique Director of New York merchant bank) (1997 to 2004 Mortgage Trust (publicly and 2008 - present); and traded mortgage REIT) Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000-2002) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. Serves President, Bush International, Director of Marriott until a successor trustee is LLC (international financial International, Inc., elected or earlier advisory firm) Director of Discover retirement or removal. 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman Trustee Trustee since 2008. Serves Professor, Harvard University Trustee, Mellon (64) until a successor trustee is Institutional Funds elected or earlier Investment Trust and retirement or removal. Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Serves Founding Director, Vice None (61) until a successor trustee is President and Corporate elected or earlier Secretary, The Winthrop Group, retirement or removal. Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Serves Chief Executive Officer, None until a successor trustee is Quadriserv, Inc. (technology elected or earlier products for securities lending retirement or removal. industry) (2008 - present); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. Serves President and Chief Executive Director of New America until a successor trustee is Officer, Newbury, Piret & High Income Fund, Inc. elected or earlier Company, Inc. (investment (closed-end investment retirement or removal. banking firm) company) - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Serves Senior Counsel, Sullivan & Director, The Swiss until a successor trustee is Cromwell LLP (law firm) Helvetia Fund, Inc. elected or earlier (closed-end investment retirement or removal. company) - ------------------------------------------------------------------------------------------------------------------------------------ 18 Pioneer Money Market VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS OFFICER Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the Secretary of PIM-USA; Senior Vice None discretion of the Board President - Legal of Pioneer; 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 (44) Assistant Since 2003. Serves at the Associate General Counsel of None Secretary discretion of the Board Pioneer since January 2008 and 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 (49) Treasurer Since 2008. Serves at the Vice President - Fund Accounting, None discretion of the Board Administration and Controllership 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 Since 2000. Serves at the Assistant Vice President - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves at the Fund Accounting Manager - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves at the Fund Administration Manager - None (35) Treasurer discretion of the Board Fund Accounting, Administration and Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves at the Chief Compliance Officer of None Compliance discretion of the Board Pioneer since December 2006 and Officer of 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) - ------------------------------------------------------------------------------------------------------------------------------------ 19 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 20 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 21 [LOGO] PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18654-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Oak Ridge Large Cap Growth VCT Portfolio -- Class II Shares ANNUAL REPORT December 31, 2008 PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Oak Ridge Large Cap Growth VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 9 Notes to Financial Statements 13 Report of Independent Registered Public Accounting Firm 16 Approval of Investment Sub-Advisory Agreement 18 Trustees, Officers and Service Providers 20 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] U.S. Common Stocks 92.2% Temporary Cash Investments 5.9% Depository Receipts for International Stocks 1.9% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] Information Technology 26.4% Health Care 23.5% Industrials 10.9% Financials 9.7% Consumer Staples 9.1% Energy 8.9% Consumer Discretionary 7.5% Materials 4.0% Five Largest Holdings (As a percentage of equity holdings) 1. Procter & Gamble Co. 4.01% 2. Qualcomm, Inc. 3.89 3. Abbott Laboratories 3.46 4. XTO Energy, Inc. 3.33 5. Raytheon Co. 3.24 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class II $ 7.65 $ 13.04 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class II $ 0.0423 $ 0.0977 $ 0.4323 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Oak Ridge Large Cap Growth VCT Portfolio at net asset value, compared to that of the Russell 1000 Growth Index and the Standard & Poor's 500 Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED BY A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Oak Ridge Large Cap Growth VCT Portfolio, Russell 1000 Class II Growth Index S&P 500 Index 3/04 10,000 10,000 10,000 12/04 10,851 10,547 10,903 12/05 11,739 11,102 11,438 12/06 12,066 12,110 13,243 12/07 13,046 13,540 13,970 12/08 8,045 8,336 8,802 The Russell 1000 Growth Index measures the performance of large-cap U.S. growth stocks. The S&P 500 Index is a commonly used measure of the broad U.S. stock market. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in any Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Life-of-Class (3/15/04) -4.00% 1 Year -38.34% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers the Portfolio's 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. 2 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 - $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 Oak Ridge Large Cap Growth VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class II - ----------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 710.29 Expenses Paid During Period* $ 4.08 * Expenses are equal to the Portfolio's annualized expense ratio of 0.95% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 Oak Ridge Large Cap Growth VCT Portfolio Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class II - ----------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.36 Expenses Paid During Period* $ 4.82 * Expenses are equal to the Portfolio's annualized expense ratio of 0.95% for Class II shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- In the following interview, David Klaskin, Pioneer Oak Ridge Large Cap Growth VCT Portfolio's Lead Portfolio Manager, discusses the factors that influenced the Portfolio's performance during the 12 months ended December 31, 2008. Q: How did the Portfolio's perform during 2008? A: The Portfolio produced a negative absolute return during the annual period, reflecting the fact that the U.S. market endured one of the worst years in its history. Class II shares of Pioneer Oak Ridge Large Cap Growth VCT Portfolio returned -38.34% at net asset value over the 12 months ended December 31, 2008, while the Russell 1000 Growth Index returned -38.44% and the broad-market Standard and Poor's 500 Index (the S&P 500) returned -36.99%. Over the same 12 months, the average return of the 224 large cap growth variable portfolios tracked by Lipper, Inc. returned -41.68%. We recognize that the past year has been difficult for investors. Still, we are encouraged by the fact that the Portfolio's relative performance improved in the second half of the year, thereby allowing it to track closely to its benchmark for the full period. Our goal has been to preserve capital to the greatest extent possible by focusing on higher-quality companies with attractive valuations and good earnings visibility. The approach proved helpful when the deterioration in the broader environment accelerated during the September-December period. Q: What elements of the Portfolio's positioning helped and hurt performance during the 12 months ended December 31, 2008? A: The Portfolio generated the best relative performance in the financial sector, a potential minefield given that many large-cap financials went bankrupt during the period. While our holdings in the area produced a negative absolute return, they outperformed the financial stocks in the benchmark by a wide margin. The primary reason for the positive divergence was our decision to avoid stocks with exposure to the mortgage and credit crises in favor of those with more reliable earnings, such as the insurance company Aflac and the broker Charles Schwab. The energy sector also was a source of relative strength for the Portfolio. While our holdings lost ground in the aggregate - a reflection of the poor performance of energy stocks in general - their collective strength in comparison to the broader energy group was a positive for the Portfolio's relative performance. The basic materials sector was a further area of outperformance for the Portfolio. We typically hold an underweight position in the sector, where the high percentage of cyclical companies means that most stocks do not fit our strict requirements for earnings visibility. Since reaching a peak in June, the materials sector has plummeted on fears of slower economic growth. The result has been a boost to the Portfolio's relative performance and a validation of our view that investing in deeply cyclical stocks is not consistent with a growth strategy that emphasizes quality. Our worst relative performance occurred in the consumer staples sector, which outperformed the broader market amid investors' search for safe havens. The reason for the underweight is that many consumer staples stocks looked expensive coming into the period. During the unusual environment of the past year, however, investors' need for safety trumped valuation, causing our underweight in the group to hurt relative performance. A Word About Risk: The Portfolio invests in a limited number of securities and, as a result, the Portfolio's performance may be more volatile than the performance of other portfolios holding more securities. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- In the consumer discretionary sector, stocks fell sharply due to fears that consumers will curtail their spending to cope with declining wealth and slowing economic growth. These concerns weighed on our positions in Target, Best Buy and Abercrombie & Fitch. Our positioning in technology further weighed on performance. Here, we underestimated the impact of slower growth on many of the stocks we held in the Portfolio, including Apple, Google, Cisco Systems, and the graphics chip maker Nvidia Corp. Q: What is your outlook for the U.S. equity market? A: We continue to hold a cautious view on the outlook for the broader market. The ultimate length of the downturn is unknowable, and the potential is high that economic growth, when it finally returns to positive territory, will be on the low end of the historical range. Having said this, we are finding a growing number of compelling opportunities among individual companies. The extreme nature of this bear market, along with the "forced selling" that it has brought about, has meant that the stocks of higher-quality companies have sold off alongside their lower-quality counterparts. We believe this indicates that even if the broader market does not make much headway in the year ahead, there will still be numerous individual companies that can perform extremely well. Our goal is to populate the Portfolio with stocks that we believe fit in this category. We encourage shareholders to remain focused on the potential benefits of investing in higher-quality growth companies, even if the market remains volatile in the months ahead. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 92.0% Energy - 8.2% Oil & Gas Drilling - 1.0% 3,010 Transocean, Ltd.* $ 142,223 ----------- Oil & Gas Equipment & Services - 1.9% 6,035 Schlumberger, Ltd. $ 255,462 ----------- Oil & Gas Exploration & Production - 5.3% 7,275 Petrohawk Energy Corp.* $ 113,708 6,745 Southwestern Energy Co.* 195,403 11,952 XTO Energy, Inc. 421,547 ----------- $ 730,658 ----------- Total Energy $ 1,128,343 ----------- Materials - 3.7% Fertilizers & Agricultural Chemicals - 0.8% 1,625 Monsanto Co. $ 114,319 ----------- Industrial Gases - 1.0% 2,195 Praxair, Inc. $ 130,295 ----------- Specialty Chemicals - 1.9% 7,450 Ecolab, Inc. $ 261,868 ----------- Total Materials $ 506,482 ----------- Capital Goods - 8.7% Aerospace & Defense - 6.4% 2,790 Precision Castparts Corp. $ 165,948 8,035 Raytheon Co. 410,106 5,685 United Technologies Corp. 304,716 ----------- $ 880,770 ----------- Industrial Machinery - 2.3% 5,540 Danaher Corp. $ 313,619 ----------- Total Capital Goods $ 1,194,389 ----------- Commercial Services & Supplies - 1.4% Diversified Support Services - 1.4% 7,515 Iron Mountain, Inc.* $ 185,846 ----------- Total Commercial Services & Supplies $ 185,846 ----------- Automobiles & Components - 1.4% Auto Parts & Equipment - 1.4% 10,640 Johnson Controls, Inc. $ 193,222 ----------- Total Automobiles & Components $ 193,222 ----------- Retailing - 5.5% Computer & Electronics Retail - 1.5% 7,270 Best Buy Co., Inc. (b) $ 204,360 ----------- General Merchandise Stores - 1.7% 6,985 Target Corp. (b) $ 241,192 ----------- Specialty Stores - 2.3% 17,572 Staples, Inc. $ 314,890 ----------- Total Retailing $ 760,442 ----------- Shares Value Food & Drug Retailing - 1.9% Food Retail - 1.9% 9,820 Kroger Co. $ 259,346 ----------- Total Food & Drug Retailing $ 259,346 ----------- Food, Beverage & Tobacco - 2.7% Soft Drinks - 2.7% 6,900 PepsiCo, Inc. $ 377,913 ----------- Total Food, Beverage & Tobacco $ 377,913 ----------- Household & Personal Products - 3.7% Household Products - 3.7% 8,230 Procter & Gamble Co.* $ 508,779 ----------- Total Household & Personal Products $ 508,779 ----------- Health Care Equipment & Services - 6.8% Health Care Distributors - 1.8% 6,645 Henry Schein, Inc.* $ 243,805 ----------- Health Care Equipment - 5.0% 4,500 Becton, Dickinson & Co. $ 307,755 11,320 Hologic, Inc.*(b) 147,952 5,950 Stryker Corp. 237,703 ----------- $ 693,410 ----------- Total Health Care Equipment & Services $ 937,215 ----------- Pharmaceuticals & Biotechnology - 14.8% Biotechnology - 7.9% 5,725 Celgene Corp.* $ 316,478 4,535 Genentech, Inc.* 375,997 7,605 Gilead Sciences, Inc.* 388,920 ----------- $ 1,081,395 ----------- Life Sciences Tools & Services - 2.0% 8,200 Thermo Fisher Scientific, Inc.* $ 279,374 ----------- Pharmaceuticals - 4.9% 8,210 Abbott Laboratories $ 438,168 6,015 Allergan, Inc. 242,525 ----------- $ 680,693 ----------- Total Pharmaceuticals & Biotechnology $ 2,041,462 ----------- Diversified Financials - 6.0% Asset Management & Custody Banks - 1.7% 16,630 Invesco, Ltd. $ 240,137 ----------- Investment Banking & Brokerage - 2.1% 17,790 Charles Schwab Corp. $ 287,664 ----------- Specialized Finance - 2.2% 405 CME Group, Inc. $ 84,285 2,670 IntercontinentalExchange, Inc.* 220,115 ----------- $ 304,400 ----------- Total Diversified Financials $ 832,201 ----------- 6 The accompanying notes are an integral part of these financial statements. Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Insurance - 2.9% Life & Health Insurance - 2.9% 8,675 Aflac, Inc. $ 397,662 ----------- Total Insurance $ 397,662 ----------- Software & Services - 9.4% Application Software - 3.4% 10,020 Adobe Systems, Inc.* $ 213,326 6,910 SAP AG (A.D.R.)*(b) 250,280 ----------- $ 463,606 ----------- Data Processing & Outsourced Services - 1.2% 3,235 Visa, Inc. $ 169,676 ----------- Internet Software & Services - 2.7% 1,199 Google, Inc.* $ 368,872 ----------- Systems Software - 2.1% 15,305 Microsoft Corp. $ 297,528 ----------- Total Software & Services $ 1,299,682 ----------- Technology Hardware & Equipment - 11.4% Communications Equipment - 6.4% 23,955 Cisco Systems, Inc.* $ 390,467 13,760 Qualcomm, Inc. 493,021 ----------- $ 883,488 ----------- Computer Hardware - 4.2% 3,045 Apple, Inc.* $ 259,891 8,850 Hewlett-Packard Co. 321,167 ----------- $ 581,058 ----------- Electronic Components - 0.8% 4,655 Amphenol Corp. $ 111,627 ----------- Total Technology Hardware & Equipment $ 1,576,173 ----------- Semiconductors - 3.5% Semiconductors - 3.5% 18,055 Intel Corp. $ 264,686 13,560 Texas Instruments, Inc. 210,451 ----------- $ 475,137 ----------- Total Semiconductors $ 475,137 ----------- TOTAL COMMON STOCKS (Cost $16,174,447) $12,674,294 ----------- Principal Amount ($) Value TEMPORARY CASH INVESTMENTS - 5.8% Securities Lending Collateral - 5.8% (c) Certificates of Deposit: 18,457 Abbey National Plc, 3.15%, 8/13/09 $18,457 18,454 Bank of Nova Scotia, 3.21%, 5/5/09 18,454 29,495 Bank of Scotland NY, 2.92%, 6/5/09 29,495 33,222 Barclays Bank, 1.5%, 5/27/09 33,222 5,868 Calyon NY, 4.62%, 1/16/09 5,868 Principal Amount ($) Value Securities Lending Collateral - (continued) 36,913 CBA, 4.87%, 7/16/09 $ 36,913 33,222 DNB NOR Bank ASA NY, 3.04%, 6/5/09 33,222 33,813 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 33,813 2,138 NORDEA NY, 4.13%, 4/9/09 2,138 27,685 Royal Bank of Canada NY, 2.7%, 8/7/09 27,685 18,457 Royal Bank of Scotland, 3.06%, 3/5/09 18,457 3,690 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 3,690 36,913 Societe Generale, 3.29%, 9/4/09 36,913 33,222 Svenska Bank NY, 4.61%, 7/8/09 33,222 36,913 U.S. Bank NA, 2.25%, 8/24/09 36,913 ----------- $ 368,462 ----------- Commercial Paper: 3,517 BBVA U.S., 2.83%, 3/12/09 $ 3,517 36,913 Monumental Global Funding, Ltd., 2.5%, 8/17/09 36,913 18,457 CME Group, Inc., 2.9%, 8/6/09 18,457 18,455 General Electric Capital Corp., 2.86%, 3/16/09 18,455 36,249 American Honda Finance Corp., 4.95%, 7/14/09 36,249 36,913 HSBC Bank, Inc., 2.5%, 8/14/09 36,913 18,457 IBM, 2.39%, 9/25/09 18,457 33,222 Met Life Global Funding, 3.19%, 6/12/09 33,222 33,222 New York Life Global, 2.13%, 9/4/09 33,222 31,376 Westpac Banking Corp., 2.34%, 6/1/09 31,376 ----------- $ 266,781 ----------- Tri-party Repurchase Agreements: 81,209 Deutsche Bank, 0.25%, 1/2/09 $ 81,209 6,271 Barclays Capital Markets, 0.5%, 1/2/09 6,271 ----------- $ 87,480 ----------- Time Deposit: 36,913 BNP Paribas, 0.01%, 1/2/09 $ 36,913 ----------- Money Market Mutual Funds: 9,228 Columbia Government Reserves Fund $ 9,228 27,685 JP Morgan, U.S. Government Money Market Fund 27,685 ----------- $ 36,913 ----------- Total Securities Lending Collateral $ 796,550 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $796,550) $ 796,550 ----------- TOTAL INVESTMENT IN SECURITIES - 97.8% (Cost $16,970,997)(a) $13,470,844 ----------- OTHER ASSETS AND LIABILITIES - 2.2% $ 303,235 ----------- TOTAL NET ASSETS - 100.0% $13,774,079 =========== The accompanying notes are an integral part of these financial statements. 7 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- * Non-income producing security. (A.D.R.) American Depositary Receipt. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $17,096,376 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 374,038 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (3,999,570) ----------- Net unrealized loss $(3,625,532) =========== (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 7,200 Best Buy Co., Inc. $202,392 10,000 Hologic, Inc. * 130,700 6,900 SAP AG (A.D.R.) * 249,918 6,000 Target Corp. 207,180 -------- Total $790,190 ======== (c) Security lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $5,395,684 and $9,644,454, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - -------------------------------------------------------------------------------- Level 1 - Quoted Prices $12,674,294 Level 2 - Other Significant Observable Inputs 796,550 Level 3 - Significant Unobservable Inputs - ----------- Total $13,470,844 =========== 8 The accompanying notes are an integral part of these financial statements. Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Class II 12/31/08 12/31/07 Net asset value, beginning of period $ 13.04 $ 12.13 ------- ------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.04 $ 0.04 Net realized and unrealized gain (loss) on investments (4.86) 0.94 ------- ------- Net increase (decrease) from investment operations $ (4.82) $ 0.98 Distributions to shareowners: Net investment income (0.04) (0.02) Net realized gain (0.53) (0.05) ------- ------- Net increase (decrease) in net asset value $ (5.39) $ 0.91 ------- ------- Net asset value, end of period $ 7.65 $ 13.04 ======= ======= Total return* (38.34)% 8.12% Ratio of net expenses to average net assets 0.95% 0.95% Ratio of net investment income to average net assets 0.30% 0.29% Portfolio turnover rate 27% 44% Net assets, end of period (in thousands) $13,774 $27,428 Ratios with no waiver of management fees and assumption of expenses by PIM: Net expenses 1.55% 1.29% Net investment income (loss) (0.30)% 0.05% 3/15/04 (a) Year Ended Year Ended to Class II 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 11.98 $ 11.09 $10.00 ------- ------- ------ Increase (decrease) from investment operations: Net investment income (loss) $ 0.02 $ (0.01) $ 0.03 Net realized and unrealized gain (loss) on investments 0.30 0.92 1.06 ------- ------- ------ Net increase (decrease) from investment operations $ 0.32 $ 0.91 $ 1.09 Distributions to shareowners: Net investment income (0.00)(c) (0.02) -- Net realized gain (0.17) -- -- ------- ------- ------ Net increase (decrease) in net asset value $ 0.15 $ 0.89 $ 1.09 ------- ------- ------ Net asset value, end of period $ 12.13 $ 11.98 $11.09 ======= ======= ====== Total return* 2.79% 8.18% 10.90%(b) Ratio of net expenses to average net assets 0.95% 0.95% 0.95%** Ratio of net investment income to average net assets 0.21% 0.08% 0.79%** Portfolio turnover rate 52% 131% 21%(b) Net assets, end of period (in thousands) $27,683 $25,908 $4,397 Ratios with no waiver of management fees and assumption of expenses by PIM: Net expenses 1.37% 1.93% 6.22%** Net investment income (loss) (0.21)% (0.90)% (4.48)%** (a) The Portfolio commenced operations on March 15, 2004. (b) Not annualized. (c) Amount rounds to less than one cent per share. * 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. ** Annualized. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 9 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (including securities loaned of $790,190) (cost $16,970,997) $ 13,470,844 Cash 978,177 Receivables -- Investment securities sold 146,154 Portfolio shares sold 3,302 Dividends 21,002 Due from Pioneer Investment Management, Inc. 16,331 ------------ Total assets $ 14,635,810 ------------ LIABILITIES: Payables -- Portfolio shares repurchased $ 579 Upon return of securities loaned 796,550 Due to affiliates 6,018 Accrued expenses 58,584 ------------ Total liabilities $ 861,731 ------------ NET ASSETS: Paid-in capital $ 19,039,539 Undistributed net investment income 61,120 Accumulated net realized loss on investments (1,826,427) Net unrealized loss on investments (3,500,153) ------------ Total net assets $ 13,774,079 ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class II (based on $13,774,079/1,799,520 shares) $ 7.65 ============ 10 The accompanying notes are an integral part of these financial statements. Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $2,723) $198,529 Interest 18,409 Income from securities loaned, net 4,450 Other 36,686 -------- Total investment income $ 258,074 ------------ EXPENSES: Management fees $155,328 Transfer agent fees 1,504 Distribution fees 51,776 Administrative fees 6,210 Custodian fees 52,565 Professional fees 33,995 Printing expense 9,486 Fees and expenses of nonaffiliated trustees 5,747 Miscellaneous 3,996 -------- Total expenses $ 320,607 Less management fees waived and expenses assumed by Pioneer Investment Management, Inc. (124,044) ------------ Net expenses $ 196,563 ------------ Net investment income $ 61,511 ------------ REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $ (1,369,108) ------------ Change in net unrealized gain (loss) on investments $ (8,149,867) ------------ Net loss on investments $ (9,518,975) ------------ Net decrease in net assets resulting from operations $ (9,457,464) ============ The accompanying notes are an integral part of these financial statements. 11 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 61,511 $ 81,906 Net realized gain (loss) on investments (1,369,108) 634,626 Change in net unrealized gain (loss) on investments (8,149,867) 1,507,160 ------------- ------------ Net decrease (increase) in net assets resulting from operations $ (9,457,464) $ 2,223,692 ------------- ------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class II ($0.04 and $0.02 per share, respectively) $ (81,869) $ (54,770) Net realized gain: Class II ($0.53 and $0.05 per share, respectively) (1,025,778) (111,561) ------------- ------------ Total distributions to shareowners $ (1,107,647) $ (166,331) ------------- ------------ FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 1,253,576 $ 3,142,582 Reinvestment of distributions 1,107,647 166,332 Cost of shares repurchased (5,449,568) (5,621,257) ------------- ------------ Net decrease in net assets resulting from Portfolio share transactions $ (3,088,345) $ (2,312,343) ------------- ------------ Net decrease in net assets $ (13,653,456) $ (254,982) NET ASSETS: Beginning of year 27,427,535 27,682,517 ------------- ------------ End of year $ 13,774,079 $ 27,427,535 ============= ============ Undistributed net investment income $ 61,120 $ 81,710 ============= ============ '08 Shares '08 Amount '07 Shares '07 Amount CLASS II Shares sold 115,343 $ 1,253,576 247,445 $ 3,142,582 Reinvestment of distributions 98,897 1,107,647 12,934 166,332 Less shares repurchased (517,438) (5,449,568) (439,107) (5,621,257) -------- ------------ -------- ------------ Net decrease (303,198) $ (3,088,345) (178,728) $ (2,312,343) ======== ============ ======== ============ 12 The accompanying notes are an integral part of these financial statements. Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Oak Ridge Large Cap Growth VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek capital appreciation. The Portfolio offers one class of shares designated as Class II shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio invests in a limited number of securities and, as a result, the Portfolio's performance may be more volatile than the performance of other portfolios holding more securities. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, securities are valued at the last sale price on the principal exchange where they are traded. Securities for which market prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. 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. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio had a net capital loss carryforward of $1,555,294, which will expire in 2016 if not utilized. The Portfolio has elected to defer approximately $145,754 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. 13 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- At December 31, 2008, the Portfolio has reclassified $232 to decrease undistributed net investment income and $232 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 ----------- -------- Distributions paid from: Ordinary income $ 271,020 $ 54,770 Long-term capital gain 836,627 111,561 ----------- -------- Total distributions $ 1,107,647 $166,331 =========== ======== Distributable Earnings: Undistributed ordinary income $ 61,120 Capital loss carryforward (1,555,294) Post-October loss deferral (145,754) Unrealized depreciation (3,625,532) ----------- Total $(5,265,460) =========== - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is primarily attributable to the tax deferral of losses on wash sales. C. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Dividends and distributions to shareowners are recorded on the ex-dividend date. D. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. E. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.75% of the Portfolio's average daily net assets up to $1 billion and 0.70% on assets over $1 billion. 14 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Pioneer, and not the Portfolio, pays a portion of the fee it receives from the Portfolio to Oak Ridge Investments, LLC (Oak Ridge) as compensation for Oak Ridge's subadvisory services to the Portfolio. On January 7, 2005, Pioneer Investment Management USA Inc. ("PIMUSA") acquired a 49% ownership interest in Oak Ridge from the existing shareholders of Oak Ridge. As part of the acquisition, PIMUSA also obtained the right to purchase from the existing shareholders of Oak Ridge (i) an additional 11% ownership interest in Oak Ridge two years from the date on which the acquisition was consummated, and (ii) the remaining ownership interest twelve years from the date on which the acquisition was consummated. Consequently, the acquisition provides PIMUSA the ability to own 100% of Oak Ridge over time. PIMUSA is the direct parent of PIM. Through May 1, 2010, PIM has agreed not to impose all or a portion of its management fee and, if necessary, to limit other ordinary operating expenses of the Portfolio to the extent required to reduce Class II expenses to 0.95% of the average daily net assets attributable to Class II shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $5,801 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $124 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $93 in distribution fees payable to PFD at December 31, 2008. 5. New Pronouncement 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. 15 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Oak Ridge Large Cap Growth VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Oak Ridge Large Cap Growth VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian and brokers. 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 Oak Ridge Large Cap Growth VCT Portfolio as of December 31, 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 financial highlights for each of periods indicated therein, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 6, 2009 16 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentage of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified short term gains was 75.44%. 17 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained Oak Ridge Investments, LLC to serve as the sub-adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the fourth quintile of its Morningstar category for the one year period ended June 30, 2008 and that the Portfolio's annualized total return was in the fifth quintile of its Morningstar category for the three year period ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) After discussing the reasons for the Portfolio's underperformance with PIM, the Trustees agreed that they would monitor the performance of the Portfolio especially closely. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the fourth 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the first quintile relative to its Strategic Insight peer group. The Trustees noted that PIM agreed that the contractual expense limitation agreement would be in effect for the Portfolio until at least December 31, 2009. 18 Pioneer Oak Ridge Large Cap Growth VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- The Trustees also reviewed the advisory fees charged by the sub-adviser to its separate account clients with similar investment strategies as the Portfolio. The Trustees noted that the fee rates for those separate accounts generally were higher than the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into account the size of the Portfolio and the contractual expense limitation agreed to by PIM with respect to the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio 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 and sub-advisory fee schedules and the reduced fee rates above certain asset levels, any perceived or potential economies of scale would be shared with the Portfolio. Other Benefits The Trustees considered the other benefits to the sub-adviser from its relationship with the Portfolio, including the benefits to the sub-adviser and its affiliates from the use of "soft" commission dollars generated by the Portfolio to pay for research and brokerage services. The Trustees further considered the intangible benefits to the sub-adviser by virtue of its relationship with the Portfolio and certain of the other Pioneer funds. The Trustees concluded that the receipt of these benefits was reasonable in the context of the overall relationship between the sub-adviser and the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 19 Pioneer Oak Ridge Large Cap Growth VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers The Board of Trustees provides broad supervision Pioneer Investment Management, Inc. over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's operations. The Trustees and officers are listed below, Custodian together with their principal occupations during the past five years. Brown Brothers Harriman & Co. Trustees who are interested persons of the Trust within the meaning of the 1940 Act are referred to as Interested Trustees. Trustees who are not Independent Registered Public Accounting Firm interested persons of the Trust are referred to as Independent Trustees. Ernst & Young LLP Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the Principal Underwriter "Pioneer Funds"). The address for all Trustees and all officers of the Pioneer Funds Distributor, Inc. Trust is 60 State Street, Boston, Massachusetts 02109. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - --------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - --------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 20 Pioneer Oak Ridge Large Cap Growth VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal - -------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) - ---------------------------------------------------------------------------------------------------------- Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - ------------------------------------------------------------------------ Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------ Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------ Margaret B.W. Graham None (61) - ------------------------------------------------------------------------ Thomas J. Perna (58) None - ------------------------------------------------------------------------ Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) - ------------------------------------------------------------------------ 21 Pioneer Oak Ridge Large Cap Growth VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board - ------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board - ------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board - ------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board - ------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board - ------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board Officer - ------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - -------------------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - -------------------------------------------------------------------------------------------------------------------------------- 22 - -------------------------------------------------------------------------------- This page for your notes. 23 - -------------------------------------------------------------------------------- This page for your notes. 24 - -------------------------------------------------------------------------------- This page for your notes. 25 - -------------------------------------------------------------------------------- This page for your notes. 26 - -------------------------------------------------------------------------------- This page for your notes. 27 - -------------------------------------------------------------------------------- This page for your notes. 28 - -------------------------------------------------------------------------------- This page for your notes. 29 [LOGO]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18675-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Real Estate Shares VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Real Estate Shares VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 8 Notes to Financial Statements 13 Report of Independent Registered Public Accounting Firm 16 Approval of Sub-Advisory Agreement 17 Trustees, Officers and Service Providers 19 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 Portfolio Diversification (As a percentage of total investment portfolio) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] U.S. Common Stocks 82.8% Temporary Cash Investments 17.2% Sector Distribution (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED BY A PIE CHART IN THE PRINTED MATERIAL] Apartment 16.6% Office 13.6% Shopping Center 13.5% Industrial 12.0% Regional Mall 12.0% Health Care 11.3% Storage 8.6% Diversified 6.4% Hotel 4.6% Triple-Net Lease 1.4% Five Largest Holdings (As a percentage of equity holdings)* 1. Simon Property Group, Inc. 8.62% 2. Equity Residential Property Trust 6.60 3. Public Storage, Inc. 5.80 4. Boston Properties, Inc. 5.39 5. Nationwide Health Properties, Inc. 5.11 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 10.41 $ 23.49 Class II $ 10.38 $ 23.45 Net Distributions per Share Investment Short-Term Long-Term Non-taxable (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Distributions Class I $ 0.4894 $ - $ 5.9550 $ 0.2536 Class II $ 0.4531 $ - $ 5.9550 $ 0.2536 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Real Estate Shares VCT Portfolio at net asset value, compared to that of the Morgan Stanley Capital International (MSCI) U.S. REIT Index. Portfolio returns are based on net asset value and do not reflect applicable insurance fees and surrender charges. [THE FOLLOWING DATA WAS REPRESENTED BY A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Real Estate Pioneer Real Estate Shares VCT Portfolio, Shares VCT Portfolio, MSCI US Class I Class II REIT Index 12/98 10,000 10,000 10,000 9,583 9,559 9,545 12/00 12,411 12,328 12,104 13,379 13,256 13,657 12/02 13,718 13,557 14,155 18,485 18,229 19,356 12/04 25,090 24,680 25,450 28,888 28,347 28,538 12/06 39,526 38,688 38,789 32,061 31,300 32,267 12/08 19,815 19,297 20,015 The MSCI U.S. REIT Index is a widely-used index comprising a broad representation of the most actively traded real estate trusts and is designed to be a measure of real estate equity performance. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an Index. Note to Shareowners: Effective April 1, 2008, the Portfolio's benchmark changed to the MSCI U.S. REIT Index. The securities represented in the new index better reflect the types of securities in which the Portfolio is likely to invest. Previously, the benchmark was the Dow Jones Wilshire Real Estate Securities Index (RESI), which changed investment models in mid-2007, thus rendering it less appropriate as a benchmark for the Portfolio. Returns for the Dow Jones Wilshire RESI were no longer available for Pioneer's shareowner reporting purposes after June 30, 2008. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II* 10 Years 7.08% 6.79% 5 Years 1.40% 1.15% 1 Year -38.19% -38.35% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. Call 800-688-9915 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 II shares commenced operations on August 1, 2000. The performance of Class II shares for the period prior to commencement of operations of Class II shares on August 1, 2000 is based on the performance of the Portfolio's Class I shares, reduced to reflect the higher distribution fee of Class II shares. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers, performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio 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 Portfolio'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 - $1,000 = 8.6 2. Multiply the result in (1) above by the corresponding share class's number in the third row under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ------------------------------------------ -------------- -------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 634.53 $ 633.80 Expenses Paid During Period* $ 4.27 $ 5.34 * Expenses are equal to the Portfolio's annualized expense ratio of 1.04% and 1.30% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) that are charged at the time of the transaction. Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares VCT Portfolio Based on a hypothetical 5% return per year return before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ------------------------------------------ -------------- -------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,019.91 $ 1,018.60 Expenses Paid During Period* $ 5.28 $ 6.60 * Expenses are equal to the Portfolio's annualized expense ratio of 1.04% and 1.30% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- With many long-standing pillars of the financial community collapsing, the credit markets sharply contracting, and the economy tipping into recession, real estate investment trust (REIT) prices came under significant pressure in 2008, as Matthew Troxell of AEW Capital Management, L.P., the Portfolio's subadvisor, explains in the following interview. Q: How did the Pioneer Real Estate Shares VCT Portfolio perform amidst the extreme volatility and challenging market conditions of the past year? A: For the 12 months ended December 31, 2008, Class I shares of the Portfolio posted a return of -38.19% at net asset value, and Class II shares returned -38.35%. Over the same 12-month period, the Portfolio's benchmark, the Morgan Stanley Capital International (MSCI) U.S. REIT Index, returned -37.97%, and the average return for the 61 variable portfolios in Lipper's Real Estate Underlying Funds category was -40.08%. Q: How did the problems in the credit markets directly impact the REIT sector? A: There was a dramatic decrease in the amount of third-party commercial mortgage capital available for property investment. Consequently, the cost of available debt increased considerably. That resulted in a sharp decline in commercial real estate transactions, which, in turn, put downward pressure on stock price valuations. The market also punished companies with excessive debt on their balance sheets or those with significant development exposure. Q: Which holdings helped the Portfolio's performance over the 12-month period ended December 31, 2008? A: Among the top performers for the Portfolio over the 12-month period were Public Storage, which benefited from solid earnings results, minimal debt and significant cash flow; Omega Healthcare, whose positive performance reflected the defensive characteristics of the company's solid balance sheet and stable income stream; and the industrial REIT Liberty Property Trust, which, although it was down for the fiscal year, was one of the top relative performers in the battered industrial sector after a dismal year in 2007. Q: Which holdings proved most disappointing for the Portfolio over the 12- month period? A: The biggest disappointments during the period were Developers Diversified Realty, Starwood Hotels & Resorts Worldwide, and Brookfield Office Properties. Developers Diversified, a shopping center REIT, suffered in large part due to concerns over the company's near-term debt maturities and the weakening retail environment. Starwood's decline was reflective of problems in the hotel sector in general, which suffered as a result of the slowing economy and the impact of rising fuel costs on travel. Brookfield lost ground due to the company's significant exposure to New York City office space in its portfolio. Concerns that job losses will increase vacancy levels in the city also weighed on the company's stock price. We continue to believe the companies represent solid values relative to their peers, and we've maintained the Portfolio's overweight positions in all three stocks. A Word About Risk: The Portfolio invests in REIT securities, the value of which can fall for a variety of reasons, such as declines in rental income, fluctuating interest rates, poor property management, environmental liabilities, uninsured damage, increased competition, or changes in real estate tax laws. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Q: How have the property sectors been holding up given the recession? A: In our view, the underlying property market fundamentals have deteriorated due to the ongoing economic slowdown, particularly in those markets most affected by the housing market downturn. In the retail sector, property vacancies have increased quickly for several consecutive quarters, as American consumers have become increasingly reluctant to spend, and retailers have curtailed expansion plans and, in some cases, closed stores. Continued sluggishness is expected into 2009 as a weak housing sector and very depressed consumer sentiment may put restraints on spending. We do believe, however, that the sector should be fairly well positioned when demand recovers, since supply growth has been moderate. Conditions in the apartment sector have been impacted, both negatively and positively, by troubles in the single-family housing sector. Rising foreclosures and stricter loan underwriting standards are forcing some home buyers and would-be buyers to become renters, while rentals of investor-owned homes and condominiums are providing housing alternatives to would-be renters. We feel the conditions are likely to persist until a clear bottom is reached in single-family fundamentals. Office property vacancies have begun to climb in central business district locations, especially those closely tied to the fortunes of financial employers, and to an even greater degree, those in suburban locations. With unemployment rising, demand remains the primary concern, as supply has remained in check and may even further weaken in the wake of the credit crunch. Within the industrial sector, fundamentals have been deteriorating for much of the past year and space availability has been climbing. In the hotel sector, occupancy figures were approximately 8% lower than a year ago, and room rates have been weakening after holding up for much of 2008. Consequently, revenues per available room have been declining. We expect hotel occupancies to remain under pressure as both leisure and business travelers become more cautious in a slowing economy. Q: What is your outlook? A: We believe that the market environment in 2009 will be challenging - particularly for real estate owners - given our belief that debt capital will be scarcer and higher-priced than it has been in the past. However, we think the likely effect of this challenging environment has been, to a degree, already priced into real estate securities. In this market, we will remain focused on companies that have high-quality assets, solid management teams and stable balance sheets. We will continue to make incremental changes to the Portfolio as values and catalysts continue to change. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 92.6% Consumer Services - 1.4% Hotels, Resorts & Cruise Lines - 1.4% 33,700 Starwood Hotels & Resorts Worldwide, Inc. (b) $ 603,230 ----------- Total Consumer Services $ 603,230 ----------- Real Estate - 91.2% Diversified Real Estate Investment Trusts - 8.7% 68,000 Liberty Property Trust (b) $ 1,552,440 4,100 PS Business Parks, Inc.* 183,106 32,000 Vornado Realty Trust 1,931,200 ----------- $ 3,666,746 ----------- Industrial Real Estate Investment Trusts - 7.2% 34,300 AMB Property Corp. (b) $ 803,306 167,000 DCT Industrial Trust, Inc. 845,020 40,700 Dupont Fabros Technology, Inc. 84,249 43,000 First Potomac Realty Trust 399,900 64,900 ProLogis Trust 901,461 ----------- $ 3,033,936 ----------- Office Real Estate Investment Trusts - 11.7% 47,500 BioMed Property Trust, Inc. $ 556,700 38,300 Boston Properties, Inc. (b) 2,106,500 44,300 Brandywine Realty Trust (b) 341,553 3,300 Corporate Office Properties Trust, Inc. 101,310 15,700 Digital Realty Trust, Inc. 515,745 85,700 HRPT Properties Trust 288,809 30,900 Kilroy Realty Corp. 1,033,914 ----------- $ 4,944,531 ----------- Real Estate Operating Companies - 2.0% 110,300 Brookfield Properties Corp. $ 852,619 ----------- Residential Real Estate Investment Trusts - 15.4% 47,092 Apartment Investment & Management Co. (b) $ 543,913 30,500 AvalonBay Communities, Inc.*(b) 1,847,690 49,000 Camden Property Trust* 1,535,660 86,500 Equity Residential Property Trust 2,579,430 ----------- $ 6,506,693 ----------- Retail Real Estate Investment Trusts - 24.9% 62,900 Developers Diversified Realty Corp. $ 306,952 28,800 Federal Realty Investment Trust (b) 1,787,904 53,000 Kimco Realty Corp. 968,840 62,100 Kite Realty Group Trust 345,276 9,200 National Retail Properties, Inc. 158,148 16,500 Realty Income Corp. (b) 381,975 39,900 Regency Centers Corp. (b) 1,863,330 63,400 Simon Property Group (b) 3,368,442 15,600 Taubman Centers, Inc. (b) 397,176 52,000 The Macerich Co. (b) 944,320 ----------- $10,522,363 ----------- Shares Value Specialized Real Estate Investment Trusts - 21.3% 105,600 Extra Space Storage, Inc. $ 1,089,792 40,500 HCP, Inc. 1,124,685 153,900 Host Hotels & Resorts, Inc. 1,165,023 2,900 Lasalle Hotel Properties, Inc. 32,045 69,500 Nationwide Health Properties, Inc. (b) 1,996,040 80,700 Omega Healthcare Investors, Inc. (b) 1,288,779 28,500 Public Storage, Inc. 2,265,750 ----------- $ 8,962,114 ----------- Total Real Estate $38,489,002 ----------- TOTAL COMMON STOCKS (Cost $45,649,667) $39,092,232 ----------- TEMPORARY CASH INVESTMENTS - 19.2% Securities Lending Collateral - 19.2% (c) Certificates of Deposit: 187,507 Abbey National Plc, 3.15%, 8/13/09 $ 187,507 187,482 Bank of Nova Scotia, 3.21%, 5/5/09 187,482 299,650 Bank of Scotland NY, 2.92%, 6/5/09 299,650 337,513 Barclays Bank, 1.5%, 5/27/09 337,513 59,615 Calyon NY, 4.62%, 1/16/09 59,615 375,014 CBA, 4.87%, 7/16/09 375,014 337,513 DNB NOR Bank ASA NY, 3.04%, 6/5/09 337,513 343,513 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 343,513 21,721 NORDEA NY, 4.13%, 4/9/09 21,721 281,260 Royal Bank of Canada NY, 2.7%, 8/7/09 281,260 187,507 Royal Bank of Scotland, 3.06%, 3/5/09 187,507 37,484 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 37,484 375,014 Societe Generale, 3.29%, 9/4/09 375,014 337,513 Svenska Bank NY, 4.61%, 7/8/09 337,513 375,014 U.S. Bank NA, 2.25%, 8/24/09 375,014 ----------- $ 3,743,319 ----------- Commercial Paper: 35,735 BBVA U.S., 2.83%, 3/12/09 $ 35,735 375,014 Monumental Global Funding, Ltd., 2.5%, 8/17/09 375,014 187,507 CME Group, Inc., 2.9%, 8/6/09 187,507 187,487 General Electric Capital Corp., 2.86%, 3/16/09 187,487 368,264 American Honda Finance Corp., 4.95%, 7/14/09 368,264 375,014 HSBC Bank, Inc., 2.5%, 8/14/09 375,014 187,507 IBM, 2.39%, 9/25/09 187,507 337,513 Met Life Global Funding, 3.19%, 6/12/09 337,513 6 The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Commercial Paper - (continued) 337,513 New York Life Global, 2.13%, 9/4/09 $ 337,513 318,762 Westpac Banking Corp., 2.34%, 6/1/09 318,762 ----------- $ 2,710,314 ----------- Tri-party Repurchase Agreements: 825,031 Deutsche Bank, 0.25%, 1/2/09 $ 825,031 63,707 Barclays Capital Markets, 0.5%, 1/2/09 63,707 ----------- $ 888,738 ----------- Time Deposit: 375,014 BNP Paribas, 0.01%, 1/2/09 $ 375,014 ----------- Money Market Mutual Funds: 93,753 Columbia Government Reserves Fund $ 93,753 281,260 JP Morgan, U.S. Government Money Market Fund 281,260 ----------- $ 375,014 ----------- Total Securities Lending Collateral $ 8,092,400 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $8,092,400) $ 8,092,400 ----------- TOTAL INVESTMENT IN SECURITIES - 111.8% (Cost $53,742,067)(a) $47,184,632 ----------- OTHER ASSETS AND LIABILITIES (11.8)% $(4,959,688) ----------- TOTAL NET ASSETS - 100.0% $42,224,944 =========== * Non-income producing security. (a) At December 31, 2008, the net unrealized gain on investments based on cost for federal income tax purposes of $54,686,368 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 6,537,439 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (14,039,175) ----------- Net unrealized gain $(7,501,736) =========== (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 2,700 AMB Property Corp. $ 63,234 42,000 Apartment Investment & Management Co. 485,100 7,000 AvalonBay Communities, Inc.* 424,060 7,000 Boston Properties, Inc. 385,000 39,000 Brandywine Realty Trust 300,690 9,000 Federal Realty Investment Trust 558,720 60,000 Liberty Property Trust 1,369,800 4,000 Nationwide Health Properties, Inc. 114,880 23,200 Omega Healthcare Investors, Inc. 370,504 14,700 Realty Income Corp. 340,305 10,000 Regency Centers Corp. 467,000 39,000 Simon Property Group 2,072,070 14,000 Starwood Hotels & Resorts Worldwide, Inc. 250,600 6,000 Taubman Centers, Inc. 152,760 49,000 The Macerich Co. 889,840 ---------- Total $8,244,563 ========== (c) Security lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008, aggregated $13,891,336 and $18,029,004, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ----------------------------------------------- -------------- Level 1 - Quoted Prices $39,092,232 Level 2 - Other Significant Observable Inputs 8,092,400 Level 3 - Significant Unobservable Inputs - ----------- Total $47,184,632 =========== The accompanying notes are an integral part of these financial statements. 7 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 23.49 $ 33.01 $ 26.13 $ 24.30 $ 18.57 -------- -------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.49 $ 0.55 $ 0.45 $ 0.43 $ 0.52 Net realized and unrealized gain (loss) on investments ( 6.87) ( 6.29) 8.70 3.10 5.99 -------- -------- ------- ------- ------- Net increase (decrease) from investment operations $ (6.38) $ (5.74) $ 9.15 $ 3.53 $ 6.51 Distributions to shareowners: Net investment income ( 0.49) ( 0.47) ( 0.39) ( 0.39) ( 0.45) Net realized gain ( 5.96) ( 3.31) ( 1.88) ( 1.31) ( 0.33) Tax return of capital ( 0.25) -- -- -- -- -------- -------- ------- ------- ------- Net increase (decrease) in net asset value $ (13.08) $ (9.52) $ 6.88 $ 1.83 $ 5.73 -------- -------- ------- ------- ------- Net asset value, end of period $ 10.41 $ 23.49 $ 33.01 $ 26.13 $ 24.30 ======== ======== ======= ======= ======= Total return* (38.19)% (18.88)% 36.82% 15.13% 35.74% Ratio of net expenses to average net assets+ 1.04% 0.91% 0.91% 0.94% 0.98% Ratio of net investment income to average net assets+ 2.57% 1.65% 1.43% 1.65% 2.41% Portfolio turnover rate 22% 15% 18% 12% 35% Net assets, end of period (in thousands) $ 9,513 $ 19,636 $34,597 $32,086 $36,447 * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 8 The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 23.45 $ 32.96 $ 26.09 $ 24.26 $ 18.55 -------- -------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.45 $ 0.46 $ 0.36 $ 0.36 $ 0.44 Net realized and unrealized gain (loss) on investments ( 6.86) ( 6.27) 8.70 3.11 6.00 -------- -------- ------- ------- ------- Net increase (decrease) from investment operations $ (6.41) $ (5.81) $ 9.06 $ 3.47 $ 6.44 Distributions to shareowners: Net investment income ( 0.45) ( 0.39) ( 0.31) ( 0.33) ( 0.40) Net realized gain ( 5.96) ( 3.31) ( 1.88) ( 1.31) ( 0.33) Tax return of capital ( 0.25) -- -- -- -- -------- -------- ------- ------- ------- Net increase (decrease) in net asset value $ (13.07) $ (9.51) $ 6.87 $ 1.83 $ 5.71 -------- -------- ------- ------- ------- Net asset value, end of period $ 10.38 $ 23.45 $ 32.96 $ 26.09 $ 24.26 ======== ======== ======= ======= ======= Total return* (38.35)% (19.09)% 36.48% 14.86% 35.39% Ratio of net expenses to average net assets+ 1.30% 1.16% 1.16% 1.18% 1.23% Ratio of net investment income to average net assets+ 2.41% 1.44% 1.22% 1.46% 2.20% Portfolio turnover rate 22% 15% 18% 12% 35% Net assets, end of period (in thousands) $ 32,712 $ 54,005 $85,175 $67,383 $61,799 * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 9 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (including securities loaned of $8,244,563) (cost $53,742,067) $ 47,184,632 Cash 1,450,345 Receivables -- Investment securities sold 60,888 Portfolio shares sold 1,498,157 Dividends 451,342 ------------ Total assets $ 50,645,364 ------------ LIABILITIES: Payables -- Investment securities purchased $ 250,047 Portfolio shares repurchased 19,823 Upon return of securities loaned 8,092,400 Due to affiliates 5,001 Accrued expenses 53,149 ------------ Total liabilities $ 8,420,420 ------------ NET ASSETS: Paid-in capital $ 49,726,680 Accumulated net realized loss on investments (944,301) Net unrealized loss on investments (6,557,435) ------------ Total net assets $ 42,224,944 ------------ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class I (based on $9,512,954/914,268 shares) $ 10.41 ------------ Class II (based on $32,711,990/3,150,385 shares) $ 10.38 ------------ 10 The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $9,351) $2,262,980 Interest 18,137 Income from securities loaned, net 80,314 ---------- Total investment income $ 2,361,431 ------------- EXPENSES: Management fees $ 513,135 Transfer agent fees Class I 1,316 Class II 1,496 Distribution fees Class II 119,668 Administrative fees 19,237 Custodian fees 44,914 Professional fees 53,705 Printing expense 20,107 Fees and expenses of nonaffiliated trustees 5,449 Miscellaneous 10,975 ---------- Total expenses $ 790,002 ------------- Net investment income $ 1,571,429 ------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $ (616,332) ------------- Change in net unrealized loss on investments $ (27,288,834) ------------- Net loss on investments $ (27,905,166) ------------- Net decrease in net assets resulting from operations $ (26,333,737) ============= The accompanying notes are an integral part of these financial statements. 11 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Year Ended Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 1,571,429 $ 1,552,391 Net realized gain (loss) on investments (616,332) 17,723,011 Change in net unrealized loss on investments (27,288,834) (38,266,788) ------------- ------------- Net decrease in net assets resulting from operations $ (26,333,737) $ (18,991,386) ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.49 and $0.47 per share, respectively) $ (415,464) $ (423,910) Class II ($0.45 and $0.39 per share, respectively) (1,155,965) (945,970) Net realized gain: Class I ($5.96 and $03.31 per share, respectively) (4,546,517) (2,997,064) Class II ($5.96 and $3.31per share, respectively) (12,412,981) (8,014,140) Tax return of capital: Class I ($0.25 and $0.00 per share, respectively) (217,861) -- Class II ($0.25 and $0.00 per share, respectively) (661,350) -- ------------- ------------- Total distributions to shareowners $ (19,410,138) $ (12,381,084) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 17,127,652 $ 9,530,034 Reinvestment of distributions 19,410,137 12,381,084 Cost of shares repurchased (22,209,808) (36,669,805) ------------- ------------- Net increase (decrease) in net assets resulting from Portfolio share transactions $ 14,327,981 $ (14,758,687) ------------- ------------- Net decrease in net assets $ (31,415,894) $ (46,131,157) NET ASSETS: Beginning of year 73,640,838 119,771,995 ------------- ------------- End of year $ 42,224,944 $ 73,640,838 ============= ============= Undistributed net investment income, end of year $ -- $ 336,091 ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 61,723 $ 1,241,482 32,324 $ 1,017,503 Reinvestment of distributions 296,242 5,179,841 123,829 3,420,974 Less shares repurchased (279,533) (4,970,663) (368,242) (10,959,525) -------- ------------- -------- ------------- Net increase (decrease) 78,432 $ 1,450,660 (212,089) $ (6,521,048) -------- ------------- -------- ------------- CLASS II Shares sold 998,324 $ 15,886,170 271,292 $ 8,512,531 Reinvestment of distributions 818,875 14,230,296 325,278 8,960,110 Less shares repurchased (969,641) (17,239,145) (878,052) (25,710,280) -------- ------------- -------- ------------- Net increase (decrease) 847,558 $ 12,877,321 (281,482) $ (8,237,639) ======== ============= ======== ============= 12 The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Real Estate Shares VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to pursue long-term capital growth, with current income as a secondary objective. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts or by qualified pension and retirement plans. The Portfolio financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. Because the Portfolio invests a substantial portion of its assets in real estate investment trusts (REITs), the Portfolio may be subject to certain risks associated with direct investments in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults by borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and return of capital distributions may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income under the Internal Revenue Code or its failure to maintain exemption from registration under the Investment Company Act of 1940. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates. 13 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes withheld on capital gains at the applicable country rates. B. Foreign Currency Translation The books and records of the Portfolio 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 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. C. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio's distributions may be shown in the accompanying financial statements as from or in excess of net investment income or as from net realized gain on investment transactions, or as from paid-in capital, depending on the type of book/tax differences that may exist. A portion of the dividend income recorded by the Portfolio is from distributions by publicly traded REITs, and such distributions for tax purposes may also consist of capital gains and return of capital. The actual return of capital and capital gains portions of such distributions will be determined by formal notifications from the REITs subsequent to the calendar year-end. Distributions received from the REITs that are determined to be a return of capital are recorded by the Portfolio as a reduction of the cost basis of the securities held and those determined to be capital gain are reflected as such on the statement of operations. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: - -------------------------------------------------------------------------------- 2008 2007 ---------------- -------------- Distributions paid from: Ordinary income $ 1,571,429 $ 1,406,494 Long-term capital gain 16,959,498 10,974,590 ----------- ----------- $18,530,927 -- ----------- ----------- Return of capital 879,211 -- ----------- ----------- Total distributions $19,410,138 $12,381,084 =========== =========== Distributable Earnings: Unrealized depreciation $(7,501,736) ----------- Total $(7,501,736) =========== The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales. D. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (Unicredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share all expenses and fees paid to the transfer agent, Pioneer Investment 14 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Distributions paid by a Portfolio 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 I and Class II shares can bear different transfer agent and distribution fees. E. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. F. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the portfolio. Management fees are calculated daily at the annual rate of 0.80% of the Portfolio'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 Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $942 in management fees, administrative costs and certain other fees payable to PIM at December 31, 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 $3,857 in transfer agent fees and shareholder communications expense payable to PIMSS at December 31, 2008. 3. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $202 in distribution fees payable to PFD at December 31, 2008. 4. New Pronouncement 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. 15 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Real Estate Shares VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Real Estate Shares VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Real Estate Shares VCT Portfolio at December 31, 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 financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 12, 2009 16 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) - -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Portfolio's investment adviser pursuant to an investment advisory agreement between PIM and the Portfolio. PIM has retained AEW Capital Management, L.P. to serve as the sub- adviser to the Portfolio pursuant to a sub-advisory agreement between PIM and the sub-adviser. At a meeting held on January 8, 2008, the Trustees of the Portfolio approved an amended and restated investment advisory agreement between the Portfolio and PIM. Shareholders of the Portfolio approved the amended and restated investment advisory agreement on May 13, 2008. The material factors and conclusions with respect thereto that formed the basis for the Trustees' approval of the amended and restated investment advisory agreement are included in the Portfolio's semi-annual report for the period ended June 30, 2008. At a meeting held on November 11, 2008, based on their evaluation of the information provided by PIM and the sub-adviser, the Trustees of the Portfolio, including the independent Trustees voting separately, unanimously approved the continuation of the sub-advisory agreement for the Portfolio for another year. In considering the continuation of the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the sub-advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided to the Portfolio by the sub-adviser, taking into account the investment objective and strategy of the Portfolio and the information related to the Portfolio provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the sub-advisory agreement. The Trustees also reviewed the sub-adviser's investment approach for the Portfolio and its research process. The Trustees considered the resources of the sub-adviser and the personnel of the sub-adviser who provide investment management services to the Portfolio. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by the sub-adviser to the Portfolio were satisfactory and consistent with the terms of the sub-advisory agreement. Performance of the Portfolio The Trustees considered the performance results of the Portfolio over various time periods. They reviewed information comparing the Portfolio'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 Portfolio's benchmark index. The Trustees considered that the Portfolio's annualized total return was in the third quintile of its Morningstar category for the one year period ended June 30, 2008 and that the Portfolio's annualized total return was in the fourth quintile of its Morningstar category for the three year period ended June 30, 2008. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Portfolio's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees concluded that the investment performance of the Portfolio was satisfactory. Sub-advisory Fee and Expenses The Trustees considered the fees payable to the sub-adviser under the sub-advisory agreement. They also considered that PIM, not the Portfolio, paid the sub-adviser out of the management fees paid to PIM under the investment advisory agreement. The Trustees considered information regarding the management fees and expenses of the Portfolio in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Portfolio's management fee for the twelve months ended June 30, 2008 was in the second 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 Portfolio's expense ratio for the twelve months ended June 30, 2008 was in the third quintile relative to its Strategic Insight peer group. 17 Pioneer Real Estate Shares VCT Portfolio PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- APPROVAL OF SUB-ADVISORY AGREEMENT (UNAUDITED) (continued) - -------------------------------------------------------------------------------- The Trustees also reviewed the advisory fees charged by the sub-adviser to its separate account clients with investment strategies that were similar to the Portfolio. The Trustees noted that the fee rates for those separate accounts generally were in line with the sub-advisory fees paid to the sub-adviser with respect to the Portfolio. The Trustees concluded that the sub-advisory fee payable by PIM to the sub-adviser of the Portfolio was reasonable in relation to the nature and quality of services provided by the sub-adviser. The Trustees also concluded that the Portfolio's expense ratio was reasonable, taking into the quality of services provided by PIM and the sub-adviser and the investment performance of the Portfolio. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Portfolio, including the methodology used by PIM in allocating certain of its costs to the management of the Portfolio. They also considered PIM's profit margin in connection with the overall operation of the Portfolio. The Trustees further considered the sub-advisory fees received by the sub-adviser with respect to the Portfolio and the percentage that such fees represented of the sub-adviser's overall revenues (for the 12-month period ended December 31, 2007). They also reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered the profit margins with respect to the Portfolio 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 each of PIM and the sub-adviser should be entitled to earn a reasonable level of profit for the services provided to the Portfolio. The Trustees concluded that the profit margins with respect to the management of the Portfolio were not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Portfolio, whether the Portfolio had appropriately benefited from any economies of scale, and whether there was potential for realization of any further economies of scale. The Trustees considered that, although the Portfolio pays a management fee at a fixed rate as a percentage of the Portfolio's net assets, without any breakpoints, the management fee rate paid by the Portfolio for the twelve months ended June 30, 2008 was in the second quintile relative to the management fees paid by other funds in its peer group Morningstar category for the comparable period and that, on a hypothetical basis, such fee would be in the third quintile relative to the peer group at higher asset levels. The Trustees concluded that, at current and reasonably foreseeable asset levels, breakpoints in the management fee currently were not necessary. Other Benefits The Trustees considered that the sub-adviser reported that it does not receive any other benefits from its relationship with the Portfolio. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the sub-advisory agreement for the Portfolio between PIM and the sub-adviser, including the fees payable thereunder, was fair and reasonable and voted to approve the continuation of the sub-advisory agreement for the Portfolio. 18 Pioneer Real Estate Shares VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are Custodian responsible for the Trust's operations. The Trustees and Brown Brothers Harriman & Co. officers are listed below, together with their principal occupations during the past five years. Trustees who are Independent Registered Public Accounting Firm interested persons of the Trust within the meaning of the Ernst & Young LLP 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to Principal Underwriter as Independent Trustees. Each of the Trustees serves as a Pioneer Funds Distributor, Inc. trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser Legal Counsel (the "Pioneer Funds"). The address for all Trustees and all Bingham McCutchen LLP officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Board, Trustee until a successor trustee is and President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Daniel K. Kingsbury Trustee and Trustee since 2008. Serves (50)* Executive Vice until a successor trustee is President elected or earlier retirement or removal. - -------------------------------------------------------------------------------- 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 Management None S.p.A. ("PGAM"); Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Director, CEO and President of Pioneer Investment Management USA Inc. None (50)* (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 Portfolio's investment adviser and certain of its affiliates. 19 Pioneer Real Estate Shares VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE David R. Bock (65) Trustee Trustee since 2005. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 2000. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee Trustee since 2008. Serves (64) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Margaret B.W. Graham Trustee Trustee since 2000. Serves (61) until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1995. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- Stephen K. West (80) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - -------------------------------------------------------------------------------- NAME AND AGE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS David R. Bock (65) Executive Vice President and Chief Financial Officer, I-trax, Inc. (publicly traded health care services company) (2004 - 2007); Partner, Federal City Capital Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice President and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ---------------------------------------------------------------------------------------------------------- Mary K. Bush (60) President, Bush International, LLC (international financial advisory firm) Benjamin M. Friedman Professor, Harvard University (64) - ---------------------------------------------------------------------------------------------------------- Margaret B.W. Graham Founding Director, Vice President and Corporate Secretary, The Winthrop (61) Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ---------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (technology products for securities lending industry) (2008 - present); Private investor (2004 - 2008); 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, Inc. (investment banking firm) - ---------------------------------------------------------------------------------------------------------- Stephen K. West (80) Senior Counsel, Sullivan & Cromwell LLP (law firm) - ---------------------------------------------------------------------------------------------------------- OTHER DIRECTORSHIPS NAME AND AGE HELD BY THIS TRUSTEE David R. Bock (65) Director of Enterprise Community Investment, Inc. (privately-held affordable housing finance company); and Director of New York Mortgage Trust (publicly traded mortgage REIT) - -------------------------------------------------------------------------------- Mary K. Bush (60) Director of Marriott 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -------------------------------------------------------------------------------- Benjamin M. Friedman Trustee, Mellon Institutional Funds (64) Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - -------------------------------------------------------------------------------- Margaret B.W. Graham None (61) - -------------------------------------------------------------------------------- Thomas J. Perna (58) None - -------------------------------------------------------------------------------- Marguerite A. Piret (60) Director of New America High Income Fund, Inc. (closed-end investment company) - -------------------------------------------------------------------------------- Stephen K. West (80) Director, The Swiss Helvetia Fund, Inc. (closed-end investment company) 20 Pioneer Real Estate Shares VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE NAME AND AGE WITH THE TRUST AND TERM OF OFFICE Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Christopher J. Kelley (44) Assistant Since 2003. Serves at the Secretary discretion of the Board. - -------------------------------------------------------------------------------- Mark E. Bradley (49) Treasurer Since 2008. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Since 2000. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Gary Sullivan (50) Assistant Since 2002. Serves at the Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Katherine Kim Sullivan Assistant Since 2003. Serves at the (35) Treasurer discretion of the Board. - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Since 2007. Serves at the Compliance discretion of the Board. Officer - -------------------------------------------------------------------------------- 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; Secretary/ None 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 (44) Associate General Counsel of Pioneer since January 2008 and Assistant None 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 (49) Vice President - Fund Accounting, Administration and Controllership None 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 - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Fund Administration Manager - Fund Accounting, Administration and None (35) Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 all the None 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) - ------------------------------------------------------------------------------------------------------------------------------------ 21 [LOGO]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18653-03-0209 [LOGO] PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- Pioneer Small Cap Value VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 12 Notes to Financial Statements 17 Report of Independent Registered Public Accounting Firm 21 Trustees, Officers and Service Providers 23 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- [The following data was represented as a pie chart in the printed material] Portfolio Diversification (As a percentage of total investment portfolio) U.S. Common Stocks 81.1% Temporary Cash Investments 17.6% Exchange Traded Funds 1.3% Sector Distribution (As a percentage of equity holdings) Information Technology 19.1% Financials 19.1% Health Care 18.7% Industrials 17.0% Consumer Discretionary 9.8% Energy 4.9% Utilities 4.0% Consumer Staples 3.5% Materials 2.8% Telecommunication Services 1.1% Five Largest Holdings (As a percentage of equity holdings)* 1. VAALCO Energy, Inc. 1.04% 2. Prosperity Bancshares, Inc. 0.98 3. Interdigital, Inc. 0.93 4. Validus Holdings Ltd. 0.92 5. Par Pharmaceutical Co., Inc. 0.86 * 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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 6.84 $ 12.97 Class II $ 6.76 $ 12.82 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.0658 $ 0.3143 $ 1.4445 Class II $ 0.0259 $ 0.3143 $ 1.4445 - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Small Cap Value VCT Portfolio at net asset value, compared to that of the Russell 2000 Value Index and the Russell 2000 Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [The following data was represented as a line chart in the printed material] Pioneer Small Cap Pioneer Small Cap Russell Russell Value VCT Portfolio, Value VCT Portfolio, 2000 Index 2000 Value Index Class I Class II 11/01 10,000 10,000 10,000 10,000 10,574 10,572 10,617 10,612 12/02 8,979 8,955 8,442 9,400 12,160 12,088 12,432 13,726 12/04 14,611 14,492 14,711 16,780 16,275 16,101 15,380 17,570 12/06 18,624 18,378 18,205 21,695 17,328 17,058 17,920 19,574 12/08 10,743 10,558 11,866 13,912 The Russell 2000 Index measures the performance of U.S. small-cap stocks. The Russell 2000 Value Index measures the performance of U.S. small-cap value stocks. The Russell 2000 Value Index is now the Portfolio's secondary benchmark index. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) Class I Class II Life-of-Class# (11/8/01) 1.40% 1.15% 5 Years -2.45% -2.67% 1 Year -38.00% -38.11% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. # Inception date of the Portfolio's Class I shares. Class II shares commenced operations on May 1, 2003. The performance of Class II shares for the period prior to the commencement of operations of Class II on May 1, 2003, is based on the performance of the Portfolio's Class I shares, reduced to reflect the higher distribution fee of Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 - $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 Small Cap Value VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 686.07 $ 685.53 Expenses Paid During Period* $ 4.28 $ 5.34 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were of 1.01% and 1.26% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Small Cap Value VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II - ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.06 $ 1,018.80 Expenses Paid During Period* $ 5.13 $ 6.39 * Expenses are equal to the Portfolio's annualized expense ratio plus the expense ratios of the underlying funds. These combined totals were of 1.01% and 1.26% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 - -------------------------------------------------------------------------------- Against a backdrop of a widening credit crisis and deteriorating business conditions, the domestic equity market experienced extraordinary volatility during 2008, with most major stock indices falling substantially. In the following interview, Portfolio Managers Peter Wiley and Scott Zilora discuss the factors that influenced the performance of Pioneer Small Cap Value VCT Portfolio during the 12 months ended December 31, 2008. Mr. Wiley and Mr. Zilora are members of the investment team responsible for the day-to-day management of Pioneer Small Cap Value VCT Portfolio. Q: How did the Portfolio perform during the 12-month period ended December 31, 2008? A: Pioneer Small Cap Value VCT Portfolio's Class I shares returned -38.00% at net asset value for the 12 months ended December 31, 2008, and Class II shares returned -38.11%. During the same period, the Russell 2000 Value Index returned -28.92%, while the Russell 2000 Index returned -33.79%. Over the same 12 months, the average return of the 130 variable portfolios in Lipper's Small Cap Core category was -35.54%. Q: What was the investment environment like during 2008? A: It was a very challenging year in the stock market. Stock prices began declining sharply during the summer after rising very early in 2008. Investors lost confidence as major financial institutions began failing after credit markets froze up and subprime-mortgage-related securities created huge losses. At the same time, consumers lost confidence in the face of falling housing prices, rapidly rising mortgage foreclosures and sharply increasing energy costs. The loss in consumer confidence removed one of the important underpinnings of growth in the overall economy. Q: How did the Portfolio's positioning affect performance in this difficult environment? A: We were disappointed by the Portfolio's performance overall, despite relatively good results in the consumer discretionary, financials and health care sectors, and some successful stock selections. Several health care investments produced good results for the Portfolio in a difficult market environment. Thoratec, the developer and producer of ventricular pumps for patients waiting for heart transplants, did particularly well. One of the catalysts for its performance was the introduction of a smaller pump that it developed for female patients. Also contributing to the Portfolio's return was the investment in Cubist Pharmaceuticals, which enjoyed strong gains in the hospital market for its Cubicin product, an antibiotic formulation for severe infections. In addition, vaccine maker Emergent Bio Solutions did well following FDA approval of BioThrax, which protects against anthrax. The company also signed a significant contract with the U.S. Department of Health and Human Services to supply BioThrax. In the consumer discretionary sector, we focused the Portfolio's holdings on corporations that we believe can generate sufficient free cash flow to sustain their growth. One of the top performers in the group was Big Lots Stores, a discount retailer that benefited from its efforts to revitalize merchandising, improve same-store sales and reduce costs. Among the Portfolio's financials holdings, we saw some opportunities among Texas-based banks because of the state's energy-based economy and the absence of speculative excesses in real estate. One particularly healthy performer was Prosperity Bank Shares, A Word About Risk: Investments in small companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. At times, the Portfolio'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. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- a Houston-based institution. Its solid balance sheet and favorable credit trends helped it hold up well, despite plunging oil prices during the second half of 2008. In energy, the Portfolio took profits early in the year from a successful investment in Basic Energy Services, an oil field services corporation that had benefited from growing exploration activity. Q: What were some of the investments that detracted from the Portfolio's results during the 12-month period ended December 31, 2008? A: Overall stock selection in the energy sector was disappointing. We focused the Portfolio's holdings on companies with the ability to generate cash through current production, but the market favored companies with growing reserves that could serve as a source of future production. Nevertheless, the Portfolio's relative performance in energy improved somewhat in the second half of the fiscal year. One of the poorer performers was Callon Petroleum, an exploration and production company operating primarily in Louisiana and in the Gulf of Mexico. Callon was forced to curtail operations in the Gulf of Mexico, where most of its proven reserves are located, because of falling oil prices and rising operating costs. Mariner Energy, an independent oil and gas exploration and production company, also lagged. Outside energy, the Portfolio saw disappointing results from Crane Aerospace and Meredith. Crane, which provides contract engineering and other services to the aerospace industry, was a victim of production delays in Boeing's newest jetliner. Meredith, a publisher of a number of magazines targeted to women and the operator of several television stations, suffered as a result of shrinking advertising revenues in the slowing economy. Q: What is your investment outlook? A: We are approaching 2009 with caution, as we do not anticipate a sharp economic recovery. While investors scrutinize the various U.S. government stimulus programs that either have been enacted or proposed, we think it is likely to be some time before consumers regain confidence. Record levels of personal debt and rising unemployment have been restraining consumers, who are showing greater discipline in their household budgets, saving rather than spending whenever possible. Although there may be some easing in the credit markets, lenders still have been holding back, thus curtailing capital from both corporate borrowers and individuals. In this environment, stock-picking will become even more important. We believe that after the major stock price declines of 2008, the market is offering some attractive opportunities that ultimately can reward investors once the situation begins to improve. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Shares Value COMMON STOCKS - 92.1% Energy - 4.7% Oil & Gas Equipment & Services - 0.9% 12,300 Basic Energy Services, Inc.* $ 160,392 17,800 Complete Production Services, Inc.* 145,070 ----------- $ 305,462 ----------- Oil & Gas Exploration & Production - 3.8% 40,000 Callon Petroleum Co.* $ 104,000 4,100 Clayton Williams Energy, Inc.* 186,304 4,900 Comstock Resources, Inc.* 231,525 17,600 Mariner Energy, Inc.* 179,520 21,100 Rosetta Resources, Inc.* 149,388 11,112 Stone Energy Corp.* 122,454 45,700 VAALCO Energy, Inc.* 340,008 ----------- $ 1,313,199 ----------- Total Energy $ 1,618,661 ----------- Materials - 2.7% Commodity Chemicals - 0.2% 9,300 Spartech Corp. $ 58,218 ----------- Diversified Metals & Mining - 0.5% 3,200 Compass Minerals International, Inc. $ 187,712 ----------- Fertilizers & Agricultural Chemicals - 0.3% 5,800 Terra Industries, Inc. $ 96,686 ----------- Paper Products - 0.3% 28,400 Buckeye Technologies, Inc.* $ 103,376 ----------- Steel - 1.4% 13,500 A.M. Castle & Co. $ 146,205 3,100 Olympic Steel, Inc. 63,147 4,600 Reliance Steel & Aluminum Co. 91,724 15,700 Worthington Industries, Inc. (b) 173,014 ----------- $ 474,090 ----------- Total Materials $ 920,082 ----------- Capital Goods - 9.9% Aerospace & Defense - 0.3% 5,500 Ceradyne, Inc.* $ 111,705 ----------- Building Products - 1.1% 16,300 Apogee Enterprise, Inc. $ 168,868 17,900 Insteel Industries, Inc. 202,091 ----------- $ 370,959 ----------- Construction & Engineering - 0.6% 9,616 EMCOR Group, Inc.* $ 215,687 ----------- Construction, Farm Machinery & Heavy Trucks - 0.4% 5,300 AGCO Corp.*(b) $ 125,027 ----------- Shares Value Electrical Component & Equipment - 1.9% 7,400 Acuity Brands, Inc. (b) $ 258,334 7,100 Brady Corp.* 170,045 7,300 Hubbell, Inc. (Class B) 238,564 ----------- $ 666,943 ----------- Industrial Machinery - 3.7% 15,700 Altra Holdings, Inc.* $ 124,187 6,000 Chart Industries, Inc.* 63,780 4,600 Circor International, Inc. 126,500 10,900 Columbus Mckinnon Corp.*(b) 148,785 9,100 Crane Co. 156,884 6,900 Enpro Industries, Inc.* 148,626 6,000 Graham Corp.*(b) 64,920 3,900 Lincoln Electric Holdings, Inc. (b) 198,627 16,600 NN, Inc. 38,014 8,200 Robbins & Myers, Inc. 132,594 10,300 Tecumseh Products Co.* 98,674 ----------- $ 1,301,591 ----------- Trading Companies & Distributors - 1.9% 10,800 Aircastle, Ltd. $ 51,624 10,400 Applied Industrial Technologies, Inc. (b) 196,768 13,700 H&E Equipment Services, Inc.* 105,627 7,800 Rush Enterprises, Inc.* 66,846 6,200 Tal International Group, Inc. (b) 87,420 8,300 Wesco International, Inc.* 159,609 ----------- $ 667,894 ----------- Total Capital Goods $ 3,459,806 ----------- Commercial Services & Supplies - 6.0% Commercial Printing - 0.2% 3,300 Consolidated Graphics, Inc.* $ 74,712 ----------- Diversified Support Services - 1.0% 7,100 Copart, Inc.* $ 193,049 22,300 EnerNoc, Inc.*(b) 165,912 ----------- $ 358,961 ----------- Environmental & Facilities Services - 0.7% 12,800 Rollins, Inc. $ 231,424 ----------- Office Services & Supplies - 2.1% 15,900 American Reprographics Co.* $ 109,710 6,400 HNI Corp. (b) 101,376 22,500 Interface, Inc. 104,400 6,800 Mine Safety Appliances Co. 162,588 13,600 Sykes Enterprises, Inc.* 260,032 ----------- $ 738,106 ----------- 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Research & Consulting Services - 2.0% 8,700 Equifax, Inc.* $ 230,724 15,000 Hill International, Inc.* 105,600 11,100 Resources Connection, Inc.*(b) 181,818 9,200 School Specialty, Inc.*(b) 175,904 ----------- $ 694,046 ----------- Total Commercial Services & Supplies $ 2,097,249 ----------- Consumer Durables & Apparel - 2.7% Apparel, Accessories & Luxury Goods - 0.4% 4,400 Columbia Sportswear Co. $ 155,628 ----------- Footwear - 1.8% 9,900 Steven Madden, Ltd.* $ 211,068 17,800 The Timberland Co.* 205,590 9,800 Wolverine World Wide, Inc. 206,192 ----------- $ 622,850 ----------- Household Appliances - 0.5% 10,100 Helen of Troy, Ltd.* $ 175,336 ----------- Total Consumer Durables & Apparel $ 953,814 ----------- Consumer Services - 3.9% Education Services - 0.9% 3,800 American Public Education, Inc.* $ 141,322 2,900 DeVry, Inc. 166,489 ----------- $ 307,811 ----------- Leisure Facilities - 0.7% 9,000 Vail Resorts, Inc.*(b) $ 239,400 ----------- Restaurants - 0.5% 10,800 Papa John's International, Inc.* $ 199,044 ----------- Specialized Consumer Services - 1.8% 4,200 Matthews International Corp.* $ 154,056 16,500 Regis Corp.* 239,745 7,700 Steiner Leisure, Ltd.* 227,304 ----------- $ 621,105 ----------- Total Consumer Services $ 1,367,360 ----------- Media - 0.3% Movies & Entertainment - 0.3% 3,800 Marvel Entertainment, Inc.* $ 116,850 ----------- Total Media $ 116,850 ----------- Retailing - 2.2% Apparel Retail - 1.6% 14,200 Charlotte Russe, Inc.*(b) $ 92,158 5,600 Children's Place Retail Stores, Inc.* 121,408 23,900 The Finish Line, Inc. 133,840 76,300 Wet Seal, Inc.* 226,611 ----------- $ 574,017 ----------- Specialty Stores - 0.6% 12,700 Jo-Ann Stores, Inc.* $ 196,723 ----------- Total Retailing $ 770,740 ----------- Shares Value Food & Drug Retailing - 0.7% Food Retail - 0.7% 41,400 The Great Atlantic & Pacific Tea Co., Inc.* $ 259,578 ----------- Total Food & Drug Retailing $ 259,578 ----------- Food, Beverage & Tobacco - 1.3% Packaged Foods & Meats - 1.3% 6,500 Cal-Maine Foods, Inc. $ 186,550 1,600 Ralcorp Holdings, Inc.* 93,440 16,500 Synutra International, Inc.*(b) 181,830 ----------- $ 461,820 ----------- Total Food, Beverage & Tobacco $ 461,820 ----------- Household & Personal Products - 1.2% Personal Products - 1.2% 800 Chattem, Inc.* $ 57,224 9,400 Herbalife Ltd. 203,792 15,500 Nu Skin Enterprises, Inc. 161,665 ----------- $ 422,681 ----------- Total Household & Personal Products $ 422,681 ----------- Health Care Equipment & Services - 6.7% Health Care Equipment - 2.5% 15,900 American Medical Systems Holdings, Inc.*(b) $ 142,941 10,800 ArthroCare Corp.*(b) 51,516 18,900 Cryolife, Inc.* 183,519 13,300 Cyberonics, Inc.*(b) 220,381 10,400 Kensey Nash Corp.* 201,864 4,500 Somanetics Corp.* 74,295 ----------- $ 874,516 ----------- Health Care Facilities - 1.4% 10,700 Amsurg Corp.* $ 249,738 7,300 Sun Healthcare Group, Inc.* 64,605 9,400 VCA Antech, Inc.*(b) 186,872 ----------- $ 501,215 ----------- Health Care Services - 1.8% 3,800 Air Methods Corp.* $ 60,762 3,800 Amedisys, Inc.* 157,092 3,700 DaVita, Inc.* 183,409 3,000 Landauer, Inc. 219,900 ----------- $ 621,163 ----------- Health Care Technology - 1.0% 6,000 MedAssets, Inc.*(b) $ 87,600 20,800 Omnicell, Inc.* 253,968 ----------- $ 341,568 ----------- Total Health Care Equipment & Services $ 2,338,462 ----------- The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value Pharmaceuticals & Biotechnology - 10.8% Biotechnology - 4.9% 23,100 Alkermes, Inc.* $ 246,015 12,800 BioMarin Pharmaceutical, Inc.*(b) 227,840 14,700 Celera Corp.* 163,611 6,425 Cubist Pharmaceuticals, Inc.*(b) 155,228 8,900 CV Therapeutics, Inc.* 81,969 7,800 Emergent Biosolution, Inc.* 203,658 13,600 Enzon, Inc.*(b) 79,288 2,300 Myriad Genetics, Inc.*(b) 152,398 6,800 Onyx Pharmaceuticals, Inc.* 232,288 2,700 United Therapeutics Corp.* 168,885 ----------- $ 1,711,180 ----------- Life Sciences Tools & Services - 1.4% 59,300 Affymetrix, Inc.* $ 177,307 5,200 Luminex Corp.* 111,072 21,500 Parexel International Corp.* 208,765 ----------- $ 497,144 ----------- Pharmaceuticals - 4.5% 27,625 Cardiome Pharma Corp.*(b) $ 125,694 7,700 Endo Pharmaceuticals Holdings, Inc.* 199,276 24,500 KV Pharmaceuticals Co.* 70,560 14,400 Medicis Pharmaceutical Corp. (b) 200,160 21,000 Par Pharmaceutical Co., Inc.* 281,610 18,900 Salix Pharmaceuticals, Ltd.*(b) 166,887 11,100 The Medicines Co.* 163,503 8,500 Valeant Pharmaceuticals International*(b) 194,650 13,600 ViroPharma, Inc.*(b) 177,072 ----------- $ 1,579,412 ----------- Total Pharmaceuticals & Biotechnology $ 3,787,736 ----------- Banks - 4.3% Regional Banks - 4.3% 5,200 Bank of Hawaii Corp. $ 234,884 4,400 BOK Financial Corp. 177,760 45,965 Cardinal Financial Corp. 261,541 10,900 Prosperity Bancshares, Inc. (b) 322,531 41,852 Sterling Bancshares, Inc. (b) 254,460 18,309 Texas Capital Bancshares, Inc.* 244,608 ----------- $ 1,495,784 ----------- Total Banks $ 1,495,784 ----------- Diversified Financials - 2.8% Asset Management & Custody Banks - 0.8% 8,300 Federated Investors, Inc.* $ 140,768 8,000 Waddell & Reed Financial Inc.* 123,680 ----------- $ 264,448 ----------- Shares Value Consumer Finance - 0.6% 14,900 Ezcorp, Inc.* $ 226,629 ----------- Investment Banking & Brokerage - 1.4% 15,600 Knight Capital Group, Inc.* $ 251,940 10,800 OptionsXpress Holdings, Inc.*(b) 144,288 4,900 SWS Group, Inc. 92,855 ----------- $ 489,083 ----------- Total Diversified Financials $ 980,160 ----------- Insurance - 4.9% Property & Casualty Insurance - 2.7% 18,800 Amtrust Financial Services, Inc. $ 218,080 10,400 Aspen Insurance Holdings, Ltd. 252,200 16,100 Assured Guaranty, Ltd. 183,540 9,900 Tower Group, Inc. 279,279 ----------- $ 933,099 ----------- Reinsurance - 2.2% 5,400 Greenlight Capital, Inc.* $ 70,146 4,800 IPC Holdings, Ltd. 143,520 7,500 Platinum Underwriter Holdings, Ltd. (b) 270,600 11,500 Validus Holdings, Ltd. (b) 300,840 ----------- $ 785,106 ----------- Total Insurance $ 1,718,205 ----------- Real Estate - 4.4% Diversified Real Estate Investment Trust - 0.5% 6,100 Washington Real Estate Investment Trust (b) $ 172,630 ----------- Office Real Estate Investment Trusts - 1.2% 7,395 BioMed Property Trust, Inc. $ 86,669 5,400 Corporate Office Properties Trust, Inc. 165,780 5,700 Highwoods Properties, Inc. 155,952 ----------- $ 408,401 ----------- Residential Real Estate Investment Trust - 0.4% 3,700 Home Properties, Inc.*(b) $ 150,220 ----------- Retail Real Estate Investment Trusts - 1.8% 600 Alexander's, Inc. $ 152,940 8,900 Equity One, Inc. (b) 157,530 8,700 National Retail Properties, Inc. (b) 149,553 7,900 Realty Income Corp. (b) 182,885 ----------- $ 642,908 ----------- Specialized Real Estate Investment Trust - 0.5% 9,200 Senior Housing Properties Trust, Inc. (b) $ 164,864 ----------- Total Real Estate $ 1,539,023 ----------- 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Value Software & Services - 8.7% Application Software - 3.5% 4,000 Ansys, Inc.* $ 111,560 19,800 Mentor Graphics Corp.*(b) 102,366 4,300 MicroStrategy, Inc.* 159,659 19,100 Netscout Systems, Inc.* 164,642 9,600 Parametric Technology Corp.* 121,440 19,700 Quest Software, Inc.* 248,023 13,000 Synopsys, Inc.* 240,760 13,900 TIBCO Software, Inc.* 72,141 ----------- $ 1,220,591 ----------- Internet Software & Services - 1.9% 5,400 Comscore, Inc.* $ 68,850 20,054 DivX, Inc.* 104,882 7,200 Interwoven, Inc.* 90,720 12,300 J2 Global Communications, Inc.* 246,492 41,000 RealNetworks, Inc.* 144,730 ----------- $ 655,674 ----------- IT Consulting & Other Services - 0.3% 3,900 Forrester Research, Inc.* $ 110,019 ----------- Systems Software - 3.0% 17,000 Commvault Systems, Inc.* $ 227,970 22,500 Double - Take Software, Inc.* 201,825 10,500 Progress Software Corp.*(b) 202,230 8,872 Sybase, Inc.* 219,759 23,400 Wind River Systems, Inc.* 211,302 ----------- $ 1,063,086 ----------- Total Software & Services $ 3,049,370 ----------- Technology Hardware & Equipment - 6.6% Communications Equipment - 3.9% 43,000 Acme Packet, Inc.*(b) $ 226,180 11,600 Adtran, Inc. (b) 172,608 16,300 Blue Coat Systems, Inc.*(b) 136,920 32,600 Harmonic, Inc.* 182,886 28,500 Infinera Corp.*(b) 255,360 11,100 Interdigital, Inc.* 305,250 5,700 Neutral Tandem, Inc.* 92,454 ----------- $ 1,371,658 ----------- Computer Storage & Peripherals - 0.7% 8,800 Lexmark International Group, Inc.* $ 236,720 ----------- Electronic Components - 0.2% 18,600 Technitrol, Inc. $ 64,728 ----------- Electronic Manufacturing Services - 0.8% 9,500 Plexus Corp.* $ 161,025 22,200 TTM Technologies, Inc.*(b) 115,662 ----------- $ 276,687 ----------- Shares Value Technology Distributors - 1.0% 4,000 Anixter International, Inc.*(b) $ 120,480 34,300 Brightpoint, Inc.* 149,205 11,800 Insight Enterprises, Inc.* 81,420 ----------- $ 351,105 ----------- Total Technology Hardware & Equipment $ 2,300,898 ----------- Semiconductors - 2.6% Semiconductor Equipment - 0.5% 16,900 Amkor Technology, Inc.* $ 36,842 10,500 Brooks Automation, Inc.* 61,005 4,900 MKS Instruments, Inc.* 72,471 ----------- $ 170,318 ----------- Semiconductors - 2.1% 57,600 Anadigics, Inc.*(b) $ 85,248 41,800 Applied Micro Circuits Corp.* 164,274 24,500 Omnivision Technologies, Inc.*(b) 128,625 16,500 Sigma Designs, Inc.*(b) 156,750 31,800 Zoran Corp.*(b) 217,194 ----------- $ 752,091 ----------- Total Semiconductors $ 922,409 ----------- Telecommunication Services - 1.0% Integrated Telecommunication Services - 0.4% 12,100 Fairpoint Communications, Inc. $ 39,688 3,600 NTELOS Holdings Corp. 88,777 ----------- $ 128,465 ----------- Wireless Telecommunication Services - 0.6% 6,700 IPCS, Inc.* $ 45,962 15,000 Syniverse Holdings, Inc.* 179,100 ----------- $ 225,062 ----------- Total Telecommunication Services $ 353,527 ----------- Utilities - 3.7% Electric Utilities - 2.0% 5,400 ITC Holdings Corp. $ 235,872 11,400 Portland General Electric Co. 221,958 12,100 Western Resources, Inc. 248,171 ----------- $ 706,001 ----------- Gas Utilities - 0.5% 5,500 Energen Corp. $ 161,315 ----------- Independent Power Producer & Energy Traders - 0.5% 5,900 Ormat Technologies, Inc. (b) $ 188,033 ----------- Multi-Utilities - 0.7% 8,500 Alliant Energy Corp. $ 248,030 ----------- Total Utilities $ 1,303,379 ----------- TOTAL COMMON STOCKS (Cost $45,550,588) $32,237,594 ----------- The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Shares Value EXCHANGE TRADED FUNDS - 1.5% Real Estate - 1.5% Diversified Real Estate Investment Trusts - 1.5% 4,400 DJ Wilshire Real Estate Investment Trust (b) $ 178,332 4,830 iShare Dow Jones U.S. Real Estate Index Fund 179,821 4,000 iShares Cohen & Steers Realty Majors Index Fund 176,720 ----------- $ 534,873 ----------- TOTAL EXCHANGE TRADED FUNDS (Cost $1,206,378) $ 534,873 ----------- Principal Value ($) TEMPORARY CASH INVESTMENTS - 19.9% Securities Lending Collateral - 19.9% (c) Certificates of Deposit: 161,827 Abbey National Plc, 3.15%, 8/13/09 $ 161,827 161,805 Bank of Nova Scotia, 3.21%, 5/5/09 161,805 258,612 Bank of Scotland NY, 2.92%, 6/5/09 258,612 291,288 Barclays Bank, 1.5%, 5/27/09 291,288 51,451 Calyon NY, 4.62%, 1/16/09 51,451 323,654 CBA, 4.87%, 7/16/09 323,654 291,288 DNB NOR Bank ASA NY, 3.04%, 6/5/09 291,288 296,467 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 296,467 18,746 NORDEA NY, 4.13%, 4/9/09 18,746 242,740 Royal Bank of Canada NY, 2.7%, 8/7/09 242,740 161,827 Royal Bank of Scotland, 3.06%, 3/5/09 161,827 32,350 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 32,350 323,654 Societe Generale, 3.29%, 9/4/09 323,654 291,288 Svenska Bank NY, 4.61%, 7/8/09 291,288 323,654 U.S. Bank NA, 2.25%, 8/24/09 323,654 ------------ $ 3,230,651 ------------ Commercial Paper: 30,841 BBVA U.S., 2.83%, 3/12/09 $ 30,841 323,654 Monumental Global Funding, Ltd., 2.5%, 8/17/09 323,654 161,827 CME Group, Inc., 2.9%, 8/6/09 161,827 161,810 General Electric Capital Corp., 2.86%, 3/16/09 161,810 317,828 American Honda Finance Corp., 4.95%, 7/14/09 317,828 323,654 HSBC Bank, Inc., 2.5%, 8/14/09 323,654 161,827 IBM, 2.39%, 9/25/09 161,827 Principal Value ($) Value Commercial Paper (continued): 291,288 Met Life Global Funding, 3.19%, 6/12/09 $ 291,288 291,288 New York Life Global, 2.13%, 9/4/09 291,288 275,106 Westpac Banking Corp., 2.34%, 6/1/09 275,106 ------------ $ 2,339,122 ------------ Tri-party Repurchase Agreements: 712,038 Deutsche Bank, 0.25%, 1/2/09 $ 712,038 54,982 Barclays Capital Markets, 0.5%, 1/2/09 54,982 ------------ $ 767,020 ------------ Time Deposit: 323,654 BNP Paribas, 0.01%, 1/2/09 $ 323,654 ------------ Money Market Mutual Funds: 80,913 Columbia Government Reserves Fund $ 80,913 242,740 JP Morgan, U.S. Government Money Market Fund 242,740 ------------ $ 323,654 ------------ Total Securities Lending Collateral $ 6,984,100 ------------ TOTAL TEMPORARY CASH INVESTMENTS (Cost $6,984,100) $ 6,984,100 ------------ TOTAL INVESTMENT IN SECURITIES - 113.5 % (Cost $53,741,066)(a) $ 39,756,567 ------------ OTHER ASSETS AND LIABILITIES - (13.5)% $ (4,714,905) ------------ TOTAL NET ASSETS - 100.0% $ 35,041,662 ------------ * Non-income producing security. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $53,973,387 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 1,503,924 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (15,720,744) ------------ Net unrealized loss $(14,216,820) ------------ (b) At December 31, 2008, the following securities were out on loan: Shares Description Value 42,000 Acme Packet, Inc.* $ 220,920 7,000 Acuity Brands, Inc. 244,370 2,400 Adtran, Inc. 35,712 5,000 AGCO Corp.* 117,950 15,700 American Medical Systems Holdings, Inc.* 141,143 7,000 Anadigiics, Inc.* 10,360 3,900 Anixter International, Inc.* 117,468 10,000 Applied Industrial Technologies, Inc. 189,200 10,400 ArthroCare Corp.* 49,608 12,000 BioMarin Pharmaceutical, Inc.* 213,600 14,600 Blue Coat Systems, Inc.* 122,640 26,900 Cardiome Pharma Corp.* 122,395 14,000 Charlotte Russe, Inc.* 90,860 4,500 Columbus Mckinnon Corp.* 61,425 5,600 Cubist Pharmaceuticals, Inc.* 135,296 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Shares Description Value 13,000 Cyberonics, Inc.* $ 215,410 100 DJ Wilshire Real Estate Investment Trust 4,053 18,800 EnerNoc, Inc.* 139,872 13,000 Enzon, Inc.* 75,790 8,800 Equity One, Inc. 155,760 6,000 Graham Corp.* 64,920 5,000 Hni Corp. 79,200 3,600 Home Properties, Inc.* 146,160 28,000 Infinera Corp.* 250,880 3,800 Lincoln Electric Holdings, Inc. 193,534 5,900 MedAssets, Inc.* 86,140 2,500 Medicis Pharmaceutical Corp. 34,750 6,700 Mentor Graphics Corp.* 34,639 2,000 Myriad Genetics, Inc.* 132,520 8,600 National Retail Properties, Inc. 147,834 12,000 Omnivision Technologies, Inc.* 63,000 300 OptionsXpress Holdings, Inc.* 4,008 5,000 Ormat Technologies, Inc. 159,350 6,000 Platinum Underwriter Holdings, Ltd. 216,480 6,300 Progress Software Corp.* 121,338 8,000 Prosperity Bancshares, Inc. 236,720 7,800 Realty Income Corp. 180,570 10,000 Resources Connection, Inc.* 163,800 18,000 Salix Pharmaceuticals, Ltd.* 158,940 9,000 School Specialty, Inc.* 172,080 9,000 Senior Housing Properties Trust, Inc. 161,280 10,000 Sigma Designs, Inc.* 95,000 25,400 Sterling Bancshares, Inc. 154,432 3,300 Synutra International, Inc.* 36,366 6,000 Tal International Group, Inc. 84,600 2,000 TTM Technologies, Inc.* 10,420 8,600 Vail Resorts, Inc.* 228,760 8,200 Valeant Pharmaceuticals International* 187,780 9,000 Validus Holdings, Ltd. 235,440 6,000 VCA Antech, Inc.* 119,280 13,000 ViroPharma, Inc.* 169,260 5,200 Washington Real Estate Investment Trust 147,160 15,500 Worthington Industries, Inc. 170,810 5,000 Zoran Corp.* 34,150 ----------- Total $ 6,945,433 ----------- (c) Security lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 aggregated $97,112,958 and $109,098,799, respectively. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments Valuation Inputs in Securities - ---------------------------------------------------------------- Level 1 - Quoted Prices $32,772,467 Level 2 - Other Significant Observable Inputs 6,984,100 Level 3 - Significant Unobservable Inputs - ----------- Total $39,756,567 ----------- The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of year $ 12.97 $ 17.92 $ 16.19 $ 15.02 $ 12.50 -------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.07 $ 0.10 $ 0.10 $ 0.05 $ (0.03) Net realized and unrealized gain (loss) on investments, futures contracts and foreign currency transactions (4.37) (0.81) 2.17 1.61 2.55 -------- ------- ------- ------- -------- Net increase (decrease) from investment operations $ (4.30) $ (0.71) $ 2.27 $ 1.66 $ 2.52 Distributions to shareowners: Net investment income (0.07) (0.13) (0.02) -- -- Net realized gain (1.76) (4.11) (0.52) (0.49) -- -------- ------- ------- ------- -------- Net increase (decrease) in net asset value $ (6.13) $ (4.95) $ 1.73 $ 1.17 $ 2.52 -------- ------- ------- ------- -------- Net asset value, end of period $ 6.84 $ 12.97 $ 17.92 $ 16.19 $ 15.02 -------- ------- ------- ------- -------- Total return* (38.00)% (6.96)% 14.43% 11.39% 20.16% Ratio of net expenses to average net assets+ 1.00% 0.91% 0.93% 1.15% 1.25% Ratio of net investment income (loss) to average net assets+ 0.56% 0.50% 0.89% 0.35% (0.21) Portfolio turnover rate 186% 148% 78% 38% 36% Net assets, end of period (in thousands) $ 18,901 $39,076 $55,670 $20,555 $ 17,993 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.08% 0.91% 0.93% 1.15% 1.30% Net investment income (loss) 0.48% 0.50% 0.89% 0.35% (0.26) Ratios with waiver of management fees and assumption of expenses by PIM and reduction for fees paid indirectly: Net expenses 1.00% 0.90% 0.93% 1.15% 1.25% Net investment income (loss) 0.56% 0.51% 0.89% 0.35% (0.21) * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at the net asset value at the end of each period. + Ratios with no reduction for fee paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of year $ 12.82 $ 17.76 $ 16.07 $ 14.95 $ 12.47 --------- ------- --------- ------- ------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.03 $ 0.04 $ 0.07 $ 0.02 $ (0.03) Net realized and unrealized gain (loss) on investments, futures contracts and foreign currency transactions (4.30) (0.78) 2.14 1.59 2.51 --------- ------- --------- ------- -------- Net increase (decrease) from investment operations $ (4.27) $ (0.74) $ 2.21 $ 1.61 $ 2.48 Distributions to shareowners: Net investment income (0.03) (0.09) (0.00)(c) -- -- Net realized gain (1.76) (4.11) (0.52) (0.49) -- --------- ------- --------- ------- -------- Net increase (decrease) in net asset value $ (6.06) $ (4.94) $ 1.69 $ 1.12 $ 2.48 --------- ------- --------- ------- -------- Net asset value, end of period $ 6.76 $ 12.82 $ 17.76 $ 16.07 $ 14.95 --------- ------- --------- ------- -------- Total return* (38.11)% ( 7.18)% 14.14% 11.10% 19.89% Ratio of net expenses to average net assets+ 1.25% 1.15% 1.21% 1.39% 1.54% Ratio of net investment income (loss) to average net assets+ 0.32% 0.27% 0.58% 0.16% (0.41) Portfolio turnover rate 186% 148% 78% 38% 36% Net assets, end of period (in thousands) $ 16,140 $30,667 $ 35,726 $21,700 $ 10,845 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.33% 1.15% 1.21% 1.39% 1.59% Net investment income (loss) 0.24% 0.27% 0.58% 0.16% (0.46) Ratios with waiver of management fees and assumption of expenses by PIM and reduction for fees paid indirectly: Net expenses 1.25% 1.15% 1.21% 1.39% 1.54% Net investment income (loss) 0.32% 0.27% 0.58% 0.16% (0.41) (c) Amount rounds to less than one cent per share. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at the net asset value at the end of each period. + Ratios with no reduction for fee paid indirectly. NOTE: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, separate account charges, and sales charges. The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (including securities loaned of $6,945,433) (cost $53,741,066) $ 39,756,567 Cash 2,265,995 Receivables -- Investment securities sold 5,246 Portfolio shares sold 77,987 Dividends 32,894 Due from Pioneer Investment Management, Inc. 10,093 Other 664 ------------- Total assets $ 42,149,446 ------------- LIABILITIES: Payables -- Portfolio shares repurchased $ 54,987 Upon return of securities loaned 6,984,100 Due to affiliates 958 Accrued expenses 67,739 ------------- Total liabilities $ 7,107,784 ------------- NET ASSETS: Paid-in capital $ 62,453,794 Undistributed net investment income 257,756 Accumulated net realized loss on investments and foreign currency transactions (13,685,389) Net unrealized loss on investments (13,984,499) ------------- Total net assets $ 35,041,662 ------------- NET ASSET VALUE PER SHARE (No par value, unlimited number of shares authorized) Class 1 (based on $18,901,186/2,762,939 shares) $ 6.84 ------------- Class 2 (based on $16,140,476/2,388,955 shares) $ 6.76 ------------- 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $ 687,234 Interest 28,538 Income from securities loaned, net 112,777 ------------- Total investment income $ 828,549 ------------- EXPENSES: Management fees $ 397,440 Transfer agent fees Class I 1,379 Distribution fees Class II 59,871 Administrative fees 15,890 Custodian fees 79,275 Professional fees 43,286 Printing expense 18,905 Fees and expenses of nonaffiliated trustees 6,700 Miscellaneous 8,468 ------------- Total expenses $ 631,214 Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (42,378) ------------- Net expenses $ 588,836 ------------- Net investment income $ 239,713 ------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized loss on: Investments ($13,110,869) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (1,618) $ (13,112,487) ------------- ------------- Change in net unrealized loss on investments $ (10,621,969) ------------- Net loss on investments and foreign currency transactions $ (23,734,456) ------------- Net decrease in net assets resulting from operations $ (23,494,743) ------------- The accompanying notes are an integral part of these financial statements. 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 239,713 $ 345,933 Net realized gain (loss) on investments and foreign currency transactions (13,112,487) 7,784,840 Change in net unrealized loss on investments (10,621,969) (13,405,025) ------------- ------------- Net decrease in net assets resulting from operations $ (23,494,743) $ (5,274,252) ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.07 and $0.13 per share, respectively) $ (173,738) $ (345,087) Class II ($0.03 and $0.09 per share, respectively) (56,838) (177,998) Net realized gain: Class I ($1.76 and $4.11 per share, respectively) (4,643,916) (11,297,886) Class II ($1.76 and $4.11 per share, respectively) (3,859,747) (8,266,636) ------------- ------------- Total distributions to shareowners $ (8,734,239) $ (20,087,607) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 7,919,098 $ 10,345,335 Reinvestment of distributions 8,734,238 20,087,607 Cost of shares repurchased (19,124,982) (26,724,583) ------------- ------------- Net increase (decrease) in net assets resulting from Portfolio share transactions $ (2,471,646) $ 3,708,359 ------------- ------------- Net decrease in net assets $ (34,700,628) $ (21,653,500) NET ASSETS: Beginning of year $ 69,742,290 $ 91,395,790 ------------- ------------- End of year $ 35,041,662 $ 69,742,290 ------------- ------------- Undistributed net investment income $ 257,756 $ 361,628 ------------- ------------- '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 314,421 $ 3,026,194 233,778 $ 3,723,066 Reinvestment of distributions 463,682 4,817,653 785,626 11,642,973 Less shares repurchased (1,027,862) (10,295,059) (1,113,791) (17,436,445) ---------- ------------- ---------- ------------- Net decrease (249,759) $ (2,451,212) (94,387) $ (2,070,406) ---------- ------------- ---------- ------------- CLASS II Shares sold 458,411 $ 4,892,904 429,235 $ 6,622,269 Reinvestment of distributions 381,362 3,916,585 575,640 8,444,634 Less shares repurchased (842,607) (8,829,923) (624,500) (9,288,138) ---------- ------------- ---------- ------------- Net increase (decrease) (2,834) $ (20,434) 380,375 $ 5,778,765 ---------- ------------- ---------- ------------- 16 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Small Cap Value VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust), 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 Portfolio is to seek capital appreciation. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same schedule of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity or variable life insurance contracts, and may also be purchased by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. The Portfolio invests in small capitalization stocks. Small capitalization stocks, while offering the potential for higher returns, may be subject to greater short-term price fluctuations than securities of larger companies. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The following is a summary of significant accounting policies consistently followed by the Portfolio, in the preparation of its financial statements, which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. Net asset values for the Portfolio are 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 values, 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security as of the close of the NYSE. At December 31, 2008, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes withheld on capital gains at the applicable country rates. B. Futures Contracts The Portfolio may enter into futures transactions to hedge against changes in interest rates, securities prices, and currency rates, or to seek to increase total return. Upon entering into a futures contract, the Portfolio is required to deposit with a broker an amount of cash or securities equal to the minimum "initial margin" requirements of the associated futures exchange. Subsequent payments for futures contracts (variation margin) are paid or received by the Portfolio, 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- depending on the daily fluctuation in the value of the contracts, and are recorded by the Portfolio as unrealized gains or losses. When the contract is closed, the Portfolio realizes a gain or loss equal to the difference between the opening and closing value of the contract. The use of futures contracts involves, to varying degrees, elements of market risk which may exceed the amounts recognized by the Portfolio. Changes in the value of the contracts may not directly correlate to the changes in the value of the underlying securities. These risks may decrease the effectiveness of the Portfolio's hedging and trading strategies and potentially result in a loss. As of December 31, 2008, the Portfolio had no open futures contracts. C. Foreign Currency Translation The books and records of the Portfolio 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 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. D. Forward Foreign Currency Contracts The Portfolio 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 Portfolio's financial statements. The Portfolio 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 December 31, 2008, the Portfolio had no open contracts. E. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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 Portfolio has elected to defer approximately $3,068,625 of capital losses recognized between November 1, 2008 and December 31, 2008 to its fiscal year ending December 31, 2009. At December 31, 2008, the Portfolio had a net capital loss carryforward of $10,370,480 which will expire in 2016 if not utilized. At December 31, 2008, the Portfolio has reclassified $113,009 to decrease undistributed net investment income and $113,009 to decrease accumulated net realized loss on investments and foreign currency transactions to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, were as follows: 18 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 1,750,378 $ 1,656,784 Long-term capital gain 6,983,861 18,430,823 ------------ ----------- Total distributions $ 8,734,239 $20,087,607 ------------ ----------- Distributable Earnings: Undistributed ordinary income $ 243,793 Capital loss carryforward (10,370,480) Post-October loss deferred (3,068,625) Unrealized depreciation (14,216,820) ------------ Total $(27,412,132) ------------ - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is primarily attributable to the tax deferral of losses on wash sales and tax basis adjustments on Real Estate Investment Trust (REIT) holdings and exchange traded funds. F. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. Distributions paid by a Portfolio 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 I and Class II shares can bear different transfer agent and distribution fees. G. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. H. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Portfolio. Management fees are calculated daily at the annual rate of 0.75% of the Portfolio's average daily net assets. Through May 1, 2010, PIM has agreed not to impose all or a portion of its management fee and, if necessary, to limit 19 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- other ordinary operating expenses of the Portfolio to the extent required to reduce Class I expenses to 1.00% of the average daily net assets attributable to Class I shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $726 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $125 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II shares. Pursuant to the plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $107 in distribution fees payable to PFD at December 31, 2008. 5. Commission Recapture and Expense Offset Arrangements Effective July 15, 2005, the Portfolio has entered into commission recapture arrangements with brokers with whom PIM places trades on behalf of the Portfolio, where they provide services to the Portfolio in addition to trade execution. These services included payments of certain expenses on behalf of the Portfolio. For the year ended December 31, 2008, expenses were not reduced under this agreement. In addition, the Portfolio has entered into certain expense offset arrangements with PIMSS resulting in a reduction in the Portfolio's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2008, the Portfolio's expenses were not reduced under such arrangements. 6. New Pronouncement 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. 20 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Small Cap Value VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Small Cap Value VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 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 Small Cap Value VCT Portfolio at December 31, 2008, the results of its operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young, LLP Boston, Massachusetts February 6, 2009 21 PIONEER VARIABLE CONTRACTS TRUST Pioneer Small Cap Value VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentage of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified short term gains was 86.13%. 22 Pioneer Small Cap Value VCT Portfolio - ------------------------------------------------------------------------------------------------------------------------------------ TRUSTEES, OFFICERS AND SERVICE PROVIDERS - ------------------------------------------------------------------------------------------------------------------------------------ Investment Adviser Trustees and Officers Pioneer Investment Management, Inc. The Board of Trustees provides broad supervision over the Portfolio's affairs. The officers of the Trust are responsible for the Trust's operations. The Custodian Trustees and officers are listed below, together with their principal Brown Brothers Harriman & Co. occupations during the past five years. Trustees who are interested persons of the Trust within the meaning of the 1940 Act are referred to as Interested Independent Registered Trustees. Trustees who are not interested persons of the Trust are referred to Public Accounting Firm as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment Principal Underwriter adviser (the "Pioneer Ernst & Young LLP Funds"). The address for all Trustees Pioneer Funds Distributor, Inc. and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------------ INTERESTED TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------------ POSITION HELD LENGTH OF SERVICE OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Deputy Chairman and a Director of None Board, Trustee Serves until a Pioneer Global Asset Management S.p.A. and President successor trustee is ("PGAM"); Non-Executive Chairman and a elected or earlier Director of Pioneer Investment retirement or Management USA Inc. ("PIM-USA"); removal. 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Director, CEO and President of Pioneer None (50)* Executive Vice Serves until a Investment Management USA Inc. (since President successor trustee is February 2007); Director and President elected or earlier of Pioneer Investment Management, Inc. retirement or and Pioneer Institutional Asset removal. 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 Portfolio's investment adviser and certain of its affiliates. 23 Pioneer Small Cap Value VCT Portfolio - ------------------------------------------------------------------------------------------------------------------------------------ TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - ------------------------------------------------------------------------------------------------------------------------------------ INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------------ POSITION HELD LENGTH OF SERVICE OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS HELD BY THIS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ David R. Bock (65) Trustee Trustee since 2005. Executive Vice President and Chief Director of Serves until a Financial Officer, I-trax, Inc. Enterprise Community successor trustee is (publicly traded health care services Investment, Inc. elected or earlier company) (2004 - 2007); Partner, Federal (privately-held retirement or City Capital Advisors (boutique merchant affordable housing removal. bank) (1997 to 2004 and 2008 - present); finance company); and Executive Vice President and Chief and Director of New Financial Officer, Pedestal Inc. York Mortgage Trust (internet-based mortgage trading (publicly traded company) (2000 - 2002) mortgage REIT) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. President, Bush International, LLC Director of Marriott Serves until a (international financial advisory firm) International, Inc., successor trustee is Director of Discover elected or earlier Financial Services retirement or (credit card issuer removal. and electronic payment services); Director of Briggs & Stratton Co. (engine manufacturer); Director of UAL Corporation (airline holding company); Director of Mantech International Corporation (national security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman (64) Trustee Trustee since 2008. Professor, Harvard University Trustee, Mellon Serves until a Institutional Funds successor trustee is Investment Trust and elected or earlie Mellon Institutional retirement or Funds Master removal. Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Founding Director, Vice President and None (61) Serves until a Corporate Secretary, The Winthrop Group, successor trustee is Inc. (consulting firm); and Desautels elected or earlier Faculty of Management, McGill University retirement or removal. - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Chief Executive Officer, Quadriserv, None Serves until a Inc. (technology products for securities successor trustee is lending industry) (2008 - present); elected or earlier Private investor (2004 - 2008); and retirement or Senior Executive Vice President, The removal. Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. President and Chief Executive Officer, Director of New Serves until a Newbury, Piret & Company, Inc. America High Income successor trustee is (investment banking firm) Fund, Inc. elected or earlier (closed-end retirement or investment company) removal. - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Senior Counsel, Sullivan & Cromwell LLP Director, The Swiss Serves until a (law firm) Helvetia Fund, Inc. successor trustee is (closed-end elected or earlier investment company) retirement or removal. - ------------------------------------------------------------------------------------------------------------------------------------ 24 Pioneer Small Cap Value VCT Portfolio - ------------------------------------------------------------------------------------------------------------------------------------ TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - ------------------------------------------------------------------------------------------------------------------------------------ TRUST OFFICERS - ------------------------------------------------------------------------------------------------------------------------------------ POSITION HELD LENGTH OF SERVICE OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE PRINCIPAL OCCUPATION DURING PAST FIVE YEARS HELD BY THIS OFFICER - ------------------------------------------------------------------------------------------------------------------------------------ Dorothy E. Bourassa (60) Secretary Since 2000. Serves Secretary of PIM-USA; Senior Vice None at the discretion of President - Legal of Pioneer; Secretary/ the Board 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 (44) Assistant Since 2003. Serves Associate General Counsel of Pioneer None Secretary at the discretion of since January 2008 and Assistant the Board 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 (49) Treasurer Since 2008. Serves Vice President - Fund Accounting, None at the discretion of Administration and Controllership the Board 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 Since 2000. Serves Assistant Vice President - Fund None Treasurer at the discretion of Accounting, Administration and the Board Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves Fund Accounting Manager - Fund None Treasurer at the discretion of Accounting, Administration and the Board Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves Fund Administration Manager - Fund None (35) Treasurer at the discretion of Accounting, Administration and the Board Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves Chief Compliance Officer of Pioneer None Compliance at the discretion of since December 2006 and of all the Officer the Board 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) - ------------------------------------------------------------------------------------------------------------------------------------ 25 - -------------------------------------------------------------------------------- This page for your notes. 26 - -------------------------------------------------------------------------------- This page for your notes. 27 - -------------------------------------------------------------------------------- This page for your notes. 28 - -------------------------------------------------------------------------------- This page for your notes. 29 [LOGO] PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 18650-03-0209 [LOGO]PIONEER Investments(R) PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio -- Class I and II Shares ANNUAL REPORT December 31, 2008 Please refer to your contract prospectus to determine the applicable share class offered under your contract. PIONEER VARIABLE CONTRACTS TRUST - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Table of Contents Pioneer Strategic Income VCT Portfolio Portfolio and Performance Update 2 Comparing Ongoing Portfolio Expenses 3 Portfolio Management Discussion 4 Schedule of Investments 6 Financial Statements 25 Notes to Financial Statements 30 Report of Independent Registered Public Accounting Firm 35 Trustees, Officers and Service Providers 37 This report is authorized for distribution only when preceded or accompanied by a prospectus for the Portfolio being offered. The Trust files a complete schedule of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners 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, D.C. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO UPDATE 12/31/08 - -------------------------------------------------------------------------------- Portfolio Diversification (As a percentage of total investment portfolio) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] U.S. Corporate Bonds 50.1% U.S. Government Securities 21.7% Foreign Government Bonds 6.9% Senior Floating Rate Loan Interests 5.6% Collateralized Mortgage Obligations 4.5% Asset Backed Securities 3.5% Convertible Corporate Bonds 3.3% Temporary Cash Investment 2.4% Municipal Bonds 1.4% U.S. Preferred Stocks 0.5% U.S. Common Stocks 0.1% Maturity Distribution (As a percentage of total investment portfolio) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] 0-1 year 17.0% 1-3 years 28.0% 3-4 years 22.1% 4-6 years 13.1% 6-8 years 14.5% 8+ years 5.3% Five Largest Holdings (As a percentage of long-term holdings)* 1. Government of France, 3.75% 4/25/17 1.96% 2. Federal National Mortgage Association, 6.0%, 7/1/37 1.90 3. U.S. Treasury Bonds, 4.375%, 2/15/38 1.77 4. Japan Government, 1.1%, 12/10/16 1.31 5. Government National Mortgage Association, 6.0%, 4/15/38 1.22 *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. - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/08 - -------------------------------------------------------------------------------- Prices and Distributions Net Asset Value per Share 12/31/08 12/31/07 Class I $ 8.91 $ 10.83 Class II $ 8.92 $ 10.83 Net Distributions per Share Investment Short-Term Long-Term (1/1/08 - 12/31/08) Income Capital Gains Capital Gains Class I $ 0.7198 $ 0.0157 $ - Class II $ 0.6946 $ 0.0157 $ - - -------------------------------------------------------------------------------- Performance of a $10,000 Investment The following chart shows the change in value of an investment made in Pioneer Strategic Income VCT Portfolio at net asset value, compared to that of the Barclays Capital U.S. Universal Index. Portfolio returns are based on net asset value and do not reflect any applicable insurance fees or surrender charges. [THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Pioneer Strategic Income Pioneer Strategic Income Barclays Capital VCT Portfolio, Class I VCT Portfolio, Class II U.S. Universal Index 7/99 10000 10000 10000 10070 10060 10136 12/00 10525 10488 11233 11252 11184 12142 12/02 12458 12352 13337 15104 14937 14113 12/04 16651 16423 14814 17108 16832 15216 12/06 18217 17882 15973 19387 18984 17012 12/08 17144 16765 17416 Index comparison begins July 31, 1999. The Barclays Capital U.S. Universal Index is the union of the U.S. Aggregate Index, the U.S. High Yield Corporate Index, the 144A Index, the Eurodollar Index, the Emerging Markets Index, the non-ERISA portion of the CMBS Index and the CMBS High Yield Index. Municipal debt, private placements and non-dollar-denominated issues are excluded from the Index. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Portfolio returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Index. - -------------------------------------------------------------------------------- Average Annual Total Returns (As of December 31, 2008) - -------------------------------------------------------------------------------- Class I Class II* - -------------------------------------------------------------------------------- Life-of-Class (7/29/99)* 5.89% 5.63% 5 Years* 2.57% 2.34% 1 Year -11.57% -11.69% All total returns shown assume reinvestment of distributions at net asset value. The performance table does not reflect the deduction of taxes that a shareowner would pay on distributions or the redemption of shares. * Class II shares commenced operations on May 1, 2003. Portfolio returns for Class II shares prior to May 1, 2003 are based on the performance of Class I shares, reduced to reflect the higher expenses of Class II shares. Call 800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 2 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- COMPARING ONGOING PORTFOLIO EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Portfolio, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Portfolio 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 Portfolio and to compare these costs with the ongoing costs of investing in other variable annuities. The example is based on an investment of $1,000 at the beginning of the Portfolio'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 Strategic Income VCT Portfolio Based on actual returns from July 1, 2008 through December 31, 2008. Share Class I II ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $1,000.00 $1,000.00 Ending Account Value on 12/31/08 $ 870.63 $ 870.48 Expenses Paid During Period* $ 4.18 $ 5.36 * Expenses are equal to the Portfolio's annualized expense ratio of 0.89% and 1.14% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio'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 Portfolio and other variable annuities. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other variable annuities. 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 variable annuities. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Strategic Income VCT Portfolio Based on a hypothetical 5% return per year before expenses, reflecting the period from July 1, 2008 through December 31, 2008. Share Class I II ---------------------------------------------------------------------------- Beginning Account Value on 7/1/08 $ 1,000.00 $ 1,000.00 Ending Account Value on 12/31/08 $ 1,020.66 $ 1,019.41 Expenses Paid During Period* $ 4.52 $ 5.79 * Expenses are equal to the Portfolio's annualized expense ratio of 0.89% and 1.14% for Class I and Class II shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 3 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/08 Higher-risk fixed-income investments, particularly corporate high-yield bonds and emerging market debt, performed very poorly during 2008, as a widening credit crisis encouraged investors to flee to the highest-quality securities. In the following interview, Kenneth J. Taubes discusses the factors influencing the performance of Pioneer Strategic Income VCT Portfolio during the 12 months ended December 31, 2008. Mr. Taubes, Head of U.S. Portfolio Management at Pioneer Investments, is responsible for the daily management of the Portfolio. Q: How did the Portfolio perform during the 12 months ended December 31, 2008? A: Pioneer Strategic Income VCT Portfolio's Class I shares returned -11.57% at net asset value during the 12 months ended December 31, 2008, and Class II shares returned -11.69%. Over the same period, the Portfolio's benchmark, the Barclays Capital (formerly Lehman Brothers) U.S. Universal Bond Index returned 2.38%, while the average return of the 59 variable portfolios in Lipper's General Bond category was -9.18%. On December 31, 2008, the 30-day SEC yield of the Portfolio's Class I shares was 9.79% Q: What were the principal factors affecting the Portfolio's performance over the 12 months ended December 31, 2008? A: The year presented very difficult challenges for any portfolio investing in corporate debt. Investors fled to the highest-quality securities amid fears that the economy would continue to deteriorate. Such fears were exacerbated as a worsening crisis in credit markets sharply restricted lending activity, choking corporate investments and consumer spending. The problems, which first appeared in 2007, worsened considerably during 2008 as unemployment rose, manufacturing activity weakened, housing values declined and consumer spending fell. Many observers had hoped that the economic slowdown would not lead to recession, but those hopes were crushed in September 2008 when investment bank Lehman Brothers was forced into bankruptcy and several other major financial institutions required emergency government rescues because of their exposures to deteriorating credit. The shock waves extended overseas, as major European financial institutions also suffered because of their exposure to troubled debt. Stocks and corporate bond prices fell precipitously in the final months of the year, particularly in October and November, as major commercial and investment banks teetered on the edge of collapse, economic production contracted and consumer spending plummeted. Overseas, national governments from the United Kingdom to China announced rescue plans to halt the economic slowdown and re-stimulate growth. In the United States, the Federal Reserve Board (the Fed) lowered short-term interest rates to near-zero while making other policy changes to inject liquidity into the financial system. Congress and the Bush administration agreed upon a $700 billion financial rescue plan, and the incoming Obama administration began preparing an additional economic stimulus plan for consideration in 2009. As the economic outlook continued to deteriorate, the yield spreads between corporate bonds and U.S. Treasury obligations widened, particularly in the final six months of 2008, as investors bid up Treasury prices while trying to avoid investments with credit risk. Treasury securities and the sovereign debt of developed nations were the best-performing groups in the fixed-income markets. Government agency mortgages trailed Treasuries, but outperformed investment-grade corporates, which in turn fared better than high-yield bonds. In this environment, the Portfolio's exposure to high-yield investments detracted from its performance during the 12-month period, especially relative to the Barclays Capital U.S. Universal Bond Index, which has very little high-yield exposure. Overall security selection also detracted from the Portfolio's relative results, particularly in high-yield. In addition, the Portfolio's investments in foreign high-yield investments, notably emerging market corporates, did not help. Q: What were your principal strategies for the Portfolio in this environment? A: At the start of 2008, we had positioned the Portfolio relatively defensively, with less exposure to corporate bonds than in the past. We believed corporate bond valuations were relatively expensive and that it was increasingly likely that economic growth would begin to decelerate. In the high-yield sector, we reduced our positions in the lower-quality tiers of the market and pared back holdings among financials institutions. As we searched for higher-quality investments with superior yields for the Portfolio, we maintained healthy exposures to U.S. government agency mortgage-backed securities, including Ginnie Mae, Fannie Mae and Freddie Mac mortgages. We favored them because they had substantially less credit risk than corporate bonds, but had higher yields than Treasuries. These mortgage-backed securities underperformed Treasuries, which rallied, but they outperformed corporate bonds. In the final three months of the year we began to see attractive values re-appear and we started to re-establish Portfolio positions in distressed parts of the market, including A Word About Risk: When interest rates rise, the prices of fixed-income securities in the Portfolio will generally fall. Conversely, when interest rates fall the prices of fixed-income securities in the Portfolio will generally rise. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Prepayment risk is the chance that mortgage-backed bonds will be paid off early if falling interest rates prompt homeowners to refinance their mortgages. Forced to reinvest the unanticipated proceeds at lower interest rates, the Portfolio would experience a decline in income and lose the opportunity for additional price appreciation associated with falling interest rates. The securities issued by U.S. Government sponsored entities (i.e., FNMA, Freddie Mac) are neither guaranteed nor issued by the U.S. Government. The Portfolio may invest in mortgage-backed securities, which during times of fluctuating interest rates may increase or decrease more than other fixed-income securities. Mortgage-backed securities are also subject to pre-payments. Investments in high yield or lower-rated securities are subject to greater-than-average risk. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. At times, the Portfolio'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. Call 1-800-688-9915 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. The returns for the Portfolio do not reflect the deduction of expenses associated with variable products, such as mortality and expense risk charges, separate account charges, and sales charges. These expenses would reduce the overall returns shown. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers performance would be lower. Waivers may not be in effect for all portfolios. 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. 4 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- investment-grade and high-yield corporate bonds. In addition, we invested the Portfolio in some financials sector bonds whose values had fallen to very low levels, and we initiated investments in deeply discounted convertible securities that offered attractive yields and the potential of future price appreciation. We also began to invest the Portfolio in non- government agency residential mortgages, where we believed prices had dropped to levels that were inconsistent with the default records of those mortgages. We reduced the Portfolio's exposure to foreign currencies over the course of 2008, as we believed the multi-year appreciation in non-dollar currencies had begun to run its course. At December 31, 2008, 27.6% of the Portfolio's assets were invested in domestic high-yield debt, including bank loans, while 20.9% of assets were invested in investment-grade corporate securities. International investment-grade debt accounted for 10.8% of assets, and foreign high-yield investments, including emerging market debt, represented 9.6% of assets. Government-agency mortgages accounted for more than 28% of assets, while 2.7% of assets were invested in Treasuries. Average credit quality of Portfolio holdings was BBB. Just 3.1% of Portfolio assets were denominated in foreign currencies. Q: What types of investments most influenced the Portfolio's performance over the 12 months ended December 31, 2008? A: Exposure to U.S. high-yield debt was the primary factor holding back the Portfolio's performance relative to the Barclays index. Our investments in emerging market corporate bonds, which are not part of the index, also were a drag on relative results. Individual investments that detracted included: securities of Forest City Enterprises, a real estate developer whose bonds were pulled down despite continuing to meet all obligations; pizza chain Domino's asset-backed securities; Spanish language broadcaster Univision, whose bond performance was affected by concerns about a legal dispute with a company providing programming; and Glencore International, a broker of commodities and derivative products that was affected by the fallout from the credit crisis. In addition, the Portfolio had a small position in Washington Mutual bonds that defaulted when the banking company failed. Because of the size of our position, the investment had a negligible impact on overall Portfolio performance. Several investments had a positive influence on Portfolio performance, including: bank loans to Talecris, a health care services company specializing in processing blood supplies; bonds of Alltel, a wireless communications operator that agreed to be acquired by Verizon; and debt of Corporacion Interamericana de Entretenimiento (CIE) of Mexico, an entertainment producer that bought back its bonds. In addition, the Portfolio's position in the Japanese yen helped performance as that currency strengthened. Q: What is your investment outlook? A: We think low valuations for many corporate securities offer significant opportunities. Prices have approached Depression-like lows, but we don't think either the domestic or global economy is heading into depression. In the United States, actions of the Federal government show that officials are determined not to repeat the mistakes that preceded the Depression of the 1930s. The Fed has eased the flow of money into the credit markets, and the incoming administration has made it clear that stimulating the economy is more important than balancing the budget during a time of economic contraction. Outside the United States, other central governments also are working to keep the economic downturn from worsening. We think the fixed-income markets now offer extraordinary values in corporate debt, and other securities whose prices reflect an extremely pessimistic view of the economy which we do not believe is realistic, given the determination of the U.S. government to reinvigorate growth. As a consequence, we have been increasing our investments in investment-grade corporates, non-agency mortgages, and selectively in high-yield bonds, which we think have excellent potential once the economy starts to reverse its downslide and begins to recover. At the same time, we intend to keep the Portfolio well diversified. 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 Portfolio's historical or future performance are statements of the opinion of Portfolio management as of the date of this report. These statements should not be relied upon for any other purposes. 5 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value CONVERTIBLE CORPORATE BONDS - 3.2% Energy - 0.2% Coal & Consumable Fuels - 0.2% 240,000 BB-/NR Massey Energy Co., 3.25%, 8/1/15 $ 130,200 ----------- Total Energy $ 130,200 ----------- Capital Goods - 0.3% Construction, Farm Machinery & Heavy Trucks - 0.0% 25,000 B-/B3 Greenbrier Co., Inc., 2.375%, 5/15/26 $ 9,906 ----------- Trading Companies & Distributors - 0.3% 275,000 B/NR Wesco Distribution, Inc., 1.750%, 11/15/26 $ 151,594 ----------- Total Capital Goods $ 161,500 ----------- Transportation - 0.3% Marine - 0.3% 335,000 B-/Caa1 Horizon Lines, 4.25%, 8/15/12 $ 171,688 ----------- Total Transportation $ 171,688 ----------- Consumer Services - 0.2% Casinos & Gaming - 0.2% 175,000 BB-/NR Scientific Games Corp. 0.75%, 12/1/24 $ 151,594 ----------- Total Consumer Services $ 151,594 ----------- Health Care Equipment & Services - 0.6% Health Care Facilities - 0.3% 65,000 B/B1 LifePoint Hospitals, Inc., 3.25%, 8/15/25 $ 46,719 215,000 B/NR LifePoint Hospitals, Inc., 3.5%, 5/15/14 145,394 ----------- $ 192,113 ----------- Health Care Services - 0.3% 345,000 B+/B3 Omnicare, Inc., 3.25%, 12/15/35 $ 193,631 ----------- Total Health Care Equipment & Services $ 385,744 ----------- Pharmaceuticals & Biotechnology - 0.2% Pharmaceuticals - 0.2% 155,000 B+/NR Mylan Labs, Inc., 1.25%, 3/15/12 $ 113,925 ----------- Total Pharmaceuticals & Biotechnology $ 113,925 ----------- Banks - 0.1% Regional Banks - 0.1% 95,000 A-/A1 National City Corp., 4.0%, 2/1/11 $ 84,669 ----------- Total Banks $ 84,669 ----------- Diversified Financials - 0.1% Asset Management & Custody Banks - 0.1% 90,000 BBB-/NR Affiliated Managers Group, Inc., 3.95%, 8/15/38 $ 61,538 ----------- Total Diversified Financials $ 61,538 ----------- Technology Hardware & Equipment - 0.3% Electronic Equipment & Instruments - 0.2% 270,000 BB-/NR L-1 Identity Solutions, Inc., 3.75%, 5/15/27 $ 144,113 ----------- Electronic Manufacturing Services - 0.1% 30,000 BB-/NR Flextronics International, Ltd., 1.0%, 8/1/10 $ 24,750 ----------- Total Technology Hardware & Equipment $ 168,863 ----------- 6 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Telecommunication Services - 0.9% Integrated Telecommunication Services - 0.4% 290,000 B+/B1 Qwest Communications International, 3.5%, 11/15/25 $ 243,963 ----------- Wireless Telecommunication Services - 0.5% 535,000 NR/NR NII Holdings, 3.125%, 6/15/12 $ 324,344 ----------- Total Telecommunication Services $ 568,307 ----------- TOTAL CONVERTIBLE CORPORATE BONDS (Cost $2,142,484) $ 1,998,028 ----------- ASSET BACKED SECURITIES - 3.5% Materials - 0.2% Steel - 0.2% 98,730 AAA/Aaa Morgan Stanley Capital Trust, 0.57125%, 8/25/36 $ 91,197 38,414 0.56 AAA/Aaa Option One Mortgage Trust, Floating Rate Note, 5/25/37 34,385 ----------- $ 125,582 ----------- Total Materials $ 125,582 ----------- Consumer Services - 0.3% Restaurants - 0.3% 300,000 BB/Ba3 Dunkin Brands Master Finance LLC, 8.28%, 6/20/31 (144A) $ 193,416 ----------- Total Consumer Services $ 193,416 ----------- Food & Drug Retailing - 0.2% Food Retail - 0.2% 355,000 BB/Aaa Dominos Pizza Master Issuer LLC, 7.629%, 4/25/37 $ 142,000 ----------- Total Food & Drug Retailing $ 142,000 ----------- Banks - 1.7% Thrifts & Mortgage Finance - 1.7% 113,881 3.08 AA+/Aa1 ACE 2004-HE4 M1, Floating Rate Note, 12/25/34 $ 72,111 100,000 2.57 AAA/Aaa Carrington Mortgage, Floating Rate Note, 10/25/36 84,851 124,491 2.61 AAA/Aaa CMLTI 2006-WFH2 A2A, Floating Rate Note, 8/25/36 92,657 140,000 2.98 AA+/Aa1 Countrywide Asset-Backed Certificates, Floating Rate Note, 11/25/35 120,757 86,896 0.93 AAA/Aaa Countrywide Asset-Backed Certificates, Floating Rate Note, 7/25/36 66,590 258,000 2.89 AA+/Aa1 Countrywide Asset-Backed Certificates, Floating Rate Note, 8/25/35 235,656 183,591 AAA/Aaa FBR Securitization Trust, 2.76188%, 9/25/35 156,094 56,031 2.58 AAA/Aaa Fremont Home Loan Trust, Floating Rate Note, 2/25/36 50,851 46,899 AAA/Aaa Lehman XS Trust, 3.34875%, 5/25/46 46,212 193,355 2.82 AAA/Aaa Lehman XS Trust, Floating Rate Note, 12/25/35 57,389 83,240 2.67 AAA/Aaa Residential Asset Mortgage Products, Inc., Floating Rate Note, 3/25/36 59,229 ----------- $ 1,042,397 ----------- Total Banks $ 1,042,397 ----------- Diversified Financials - 1.1% Consumer Finance - 0.2% 100,000 0.91 AA+/Aa1 RASC 2005-KS7 M1, Floating Rate Note, 8/25/35 $ 77,431 ----------- Diversified Financial Services - 0.1% 30,000 0.91 AA/Aa2 Asset Backed Securities Corp., Floating Rate Note, 4/25/35 $ 24,870 50,480 2.67 AAA/Aaa FFML 2006-FF4 A2, Floating Rate Note, 3/25/36 38,224 14,151 3.02 AAA/Aaa First Franklin Mortgage Loan Asset Backed Certificate, Floating Rate Note, 9/24/34 11,633 ----------- $ 74,727 ----------- The accompanying notes are an integral part of these financial statements. 7 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Investment Banking & Brokerage - 0.7% 74,778 2.73 AAA/Aaa GSAMP Trust, Floating Rate Note, 11/25/35 $ 68,825 294,292 2.89 AA+/Aa1 GSAMP Trust, Floating Rate Note, 11/25/35 219,401 87,933 2.90 A/Aa2 GSAMP Trust, Floating Rate Note, 3/25/35 80,879 120,000 2.62 AAA/B2 MLMI 2006-AR1 A2C, Floating Rate Note, 3/25/37 81,290 ----------- 100,000 4.95 A/Baa3 $ 450,395 ----------- Specialized Finance - 0.1% Aegis Asset Backed Securities, Floating Rate Note, 1/25/34 $ 46,702 ----------- Total Diversified Financials $ 649,255 ----------- TOTAL ASSET BACKED SECURITIES (Cost $2,712,552) $ 2,152,650 ----------- COLLATERALIZED MORTGAGE OBLIGATIONS - 4.5% Banks - 3.0% Thrifts & Mortgage Finance - 3.0% 160,000 2.86 AAA/Aaa Adjustable Rate Mortgage Trust, Floating Rate Note, 6/25/35 $ 66,192 306,669 AAA/Ba1 Chase Mortgage Finance Corp., 5.5%, 5/25/37 247,026 109,510 AAA/Aaa Countrywide Alternative Loan Trust, 3.53688%, 10/25/35 50,576 74,244 2.82 AAA/Aaa Countrywide Alternative Loan Trust, Floating Rate Note, 9/25/35 33,482 6,029 5.38 AAA/Aaa Countrywide Home Loans, Floating Rate Note, 9/25/33 5,116 49,518 2.95 AAA/Aaa Global Tower Partners Acquisition, Floating Rate Note, 10/25/44 28,137 275,892 2.68 AAA/Aaa Harborview Mortgage Loan Trust, Floating Rate Note, 11/19/36 118,657 74,489 2.87 NR/Aaa IMPAC CMB Trust, Floating Rate Note, 11/25/35 36,902 36,788 3.11 AAA/Aaa IMPAC CMB Trust, Floating Rate Note, 9/25/34 20,273 297,205 AAA/Aaa JP Morgan Mortgage Trust, 6.0%, 8/25/34 261,355 178,657 2.73 B/B1 Luminent Mortgage Trust, Floating Rate Note, 7/25/36 27,903 93,181 AAA/Aaa MASTR Asset Securitization Trust, 5.5% , 11/25/33 81,705 110,000 NR/Ba2 SBA CMBS Trust, 6.904%, 11/15/36 73,700 61,509 2.78 AAA/Aaa Structured Asset Mortgage Investments, Inc., Floating Rate Note, 9/25/45 27,903 365,000 BB/Ba2 T SRA R 2006-1 F, 7.5296%, 10/15/36 (144A) 109,500 40,000 AAA/Aaa TSTAR 2006-1A A, 5.668%, 10/15/36 32,120 148,556 AAA/Aaa WAMU Mortgage Pass-Through Certificate, 4.5%, 8/25/18 117,155 213,769 2.70 AAA/Aaa WAMU Mortgage Pass-Through Certificate, Floating Rate Note, 4/25/45 100,917 243,472 AAA/NR Wells Fargo Mortgage Backed Securities, 5.0%, 11/25/20 230,386 213,353 NR/Aaa Wells Fargo Mortgage Backed Securities, 5.0%, 3/25/21 154,947 ----------- $ 1,823,952 ----------- Total Banks $ 1,823,952 ----------- Diversified Financials - 1.5% 100,000 BBB/Baa2 Diversified Financial Services - 1.5% 122,307 2.84 AAA/Aaa American Tower Trust, 5.9568%, 4/15/37 $ 68,430 80,000 NR/Ba1 DSLA 2005-AR6 2A1C, Floating Rate Note, 10/19/45 50,359 124,214 2.82 AAA/Aaa Global Signal, 7.036%, 2/15/36 (144A) 52,591 179,263 AAA/NR Impac Securities Assets Corp., Floating Rate Note, 5/25/36 88,177 353,068 AAA/AAA J.P. Morgan Alternative Loan Trust, 6.0%, 3/25/36 131,437 183,847 AAA/Aaa Master Alternative Loans Trust, 6.0%, 7/25/34 275,173 155,000 NR/Ba2 Residential Funding Mortgage Securities I, 5.5%, 11/25/35 155,122 Tower 2004-2A F, 6.376%, 12/15/14 117,180 ----------- $ 938,469 ----------- 8 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Specialized Finance - 0.0% 12,410 3.07 AAA/Aaa INDX 2004-AR1 2A, Floating Rate Note, 4/25/34 $ 7,870 ----------- Total Diversified Financials $ 946,339 ----------- Real Estate - 0.0% Mortgage Real Estate Investment Trust - 0.0% 44,607 3.12 BBB/Baa3 CS First Boston Mortgage Security, Floating Rate Note, 9/25/34 $ 8,141 ----------- Total Real Estate $ 8,141 ----------- TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $3,785,621) $ 2,778,432 ----------- CORPORATE BONDS - 49.6% Energy - 5.4% Coal & Consumable Fuels - 0.6% 500,000 BB-/B2 Massey Energy Co., 6.875%, 12/15/13 $ 370,000 ----------- Oil & Gas Drilling - 0.6% 267,603 NR/NR DDI Holdings AS, 9.3%, 1/19/12 (144A) $ 133,802 66,962 NR/NR DDI Holdings AS, 9.3%, 4/23/12 (144A) 33,481 NOK 500,000 NR/NR Petromena AS, 9.75%, 5/24/12 (144A) 21,606 125,000 BBB+/Baa2 Transocean Sedco, 1.5%, 12/15/37 101,250 100,000 BBB+/Baa2 Transocean Sedco, 1.625%, 12/15/37 87,125 ----------- $ 377,264 ----------- Oil & Gas Equipment & Services - 0.3% 195,000 BB-/B2 Complete Production Service, 8.0%, 12/15/16 $ 122,850 100,000 5.78 NR/NR Sevan Marine ASA, Floating Rate Note, 5/14/13 (144A) 50,090 ----------- $ 172,940 ----------- Oil & Gas Exploration & Production - 1.8% 145,000 BBB/Baa2 Canadian Natural Resource, 5.9%, 2/1/18 $ 125,277 217,352 BBB+/NR Gazprom International SA, 7.201%, 2/1/20 158,667 170,000 CCC+/Caa1 Harvest Operations Corp., 7.875%, 10/15/11 122,400 165,000 BB-/B3 Hilcorp Energy, 7.75%, 11/1/15 (144A) 116,325 300,000 B/Caa1 Parallel Petroleum Corp., 10.25%, 8/1/14 190,500 200,000 B/B2 Quicksilver Resources, Inc., 7.125%, 4/1/16 107,000 200,000 B/B3 Sandridge Energy, Inc., 8.625%, 4/1/15 105,000 150,000 6.42 B-/B3 Sandridge Energy, Inc., Floating Rate Note, 4/1/14 79,772 175,741 BBB-/Baa3 Tengizchevroil LLP, 6.124%, 11/15/14 (144A) 133,563 ----------- $ 1,138,504 ----------- Oil & Gas Refining & Marketing - 0.4% 200,000 BBB/Baa1 Spectra Energy Capital, 6.2%, 4/15/18 $ 173,550 125,000 B-/B1 Verasun Energy Corp., 9.875%, 12/15/12 (b) (e) 75,000 ----------- $ 248,550 ----------- Oil & Gas Storage & Transportation - 1.7% 105,000 BBB/Baa2 Buckeye Partners LP, 6.05%, 1/15/18 $ 88,017 30,000 B+/B1 Copano Energy LLC, 8.125%, 3/1/16 21,750 275,000 BBB/Baa2 Kinder Morgan Energy, 5.95%, 2/15/18 (b) 234,703 215,000 BBB-/Baa3 NGPL Pipeco LLC, 6.514%, 12/15/12 (144A) 204,039 200,000 BBB-/Baa3 Plains All American Pipeline, 6.125%, 1/15/17 159,038 300,000 A-/A3 Questar Pipeline Co., 5.83%, 2/1/18 277,319 125,000 7.20 BB/Ba1 Southern Union Co., 7.2%, 11/1/66 43,125 ----------- $ 1,027,991 ----------- Total Energy $ 3,335,249 ----------- The accompanying notes are an integral part of these financial statements. 9 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Materials - 3.3% Aluminum - 0.4% 225,000 CCC+/B3 CII Carbon LLC, 11.125%, 11/15/15 $ 144,000 75,000 6.83 B-/B3 Noranda Aluminum Acquisition, Floating Rate Note, 5/15/15 25,500 140,000 B/B3 Novelis, Inc., 7.25%, 2/15/15 81,200 ----------- $ 250,700 ----------- Commodity Chemicals - 0.2% 130,000 C/Ca Basell Finance Co., 8.1%, 3/15/27 (144A) $ 2,600 420,000 CCC/Caa1 Georgia Gulf Corp, 9.5%, 10/15/14 126,000 EURO 145,000 C/Ca Nell AF Sarl, 8.375%, 8/15/15 (144A)* 6,070 ----------- $ 134,670 ----------- Construction Materials - 0.2% 170,000 6.64 BB+/NR C8 Capital SPV Ltd., Floating Rate Note, 12/31/49 $ 86,190 120,000 B-/B3 U.S. Concrete, Inc., 8.375%, 4/1/14 64,800 ----------- $ 150,990 ----------- Diversified Chemical - 0.1% EURO 225,000 CCC/Caa2 Ineos Group Holdings Plc, 7.875%, 2/15/16 (144A) $ 37,679 ----------- Diversified Metals & Mining - 0.4% 230,000 5.88 BBB-/Ba2 Freeport-McMoran Copper & Gold, Floating Rate Note, 4/1/15 $ 151,800 100,000 BBB+/Baa2 Vale Overseas, Ltd., 6.25%, 1/11/16 94,850 ----------- $ 246,650 ----------- Fertilizers & Agricultural Chemicals - 0.6% 385,000 BBB/Baa2 Agrium, Inc., 6.75%, 1/15/19 $ 368,540 ----------- Forest Products - 0.0% 38,121 B-/Caa3 Ainsworth Lumber, 11.0%, 7/29/15 (144A) $ 22,873 ----------- Metal & Glass Containers - 0.1% EURO 65,000 BB-/B1 Consol Glass, Ltd., 7.625%, 4/15/14 (144A) $ 54,425 ----------- Paper Packaging - 0.7% 415,000 CCC+/Caa1 Graham Packaging Co., 8.5%, 10/15/12 (b) $ 295,688 15,000 B-/B3 Graphic Packaging Co., 8.5%, 8/15/11 12,525 205,000 B-/B3 Graphic Packaging Co., 9.5%, 8/15/13 141,450 ----------- $ 449,663 ----------- Specialty Chemicals - 0.1% 110,000 C/Caa3 Arco Chemical Co., 9.8%, 2/1/20 $ 11,000 EURO 100,000 B/B2 Kronos International, Inc., 6.5%, 4/15/13 30,701 ----------- $ 41,701 ----------- Steel - 0.5% 225,000 BBB+/Baa2 ArcelorMittal, 6.125%, 6/1/18 $ 154,071 90,000 BBB/Baa2 Commercial Metals Co., 7.35%, 8/15/18 72,064 140,000 BB-/B1 Evraz Group SA, 8.875%, 4/24/13 (144A) 71,400 ----------- $ 297,535 ----------- Total Materials $ 2,055,426 ----------- Capital Goods - 5.2% Aerospace & Defense - 0.4% 250,000 B-/B3 Aeroflex, Inc., 11.75%, 2/15/15 (144A) $ 162,813 110,000 BB+/Ba3 BE Aerospace, Inc., 8.5%, 7/1/18 99,000 ----------- $ 261,813 ----------- 10 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Building Products - 0.2% 205,000 B-/B3 Asia Aluminum Holdings, 8.0%, 12/23/11 (144A) $ 63,550 105,000 BB+/BBB- C10 Capital SPV, Ltd, Floating Rate Note, 12/31/49 49,962 ----------- $ 113,512 ----------- Construction & Engineering - 0.4% 160,000 BB-/Ba3 Dycom Industries, 8.125%, 10/15/15 $ 112,800 205,000 B+/B1 Mastec, Inc., 7.625%, 2/1/17 154,006 ----------- $ 266,806 ----------- Construction, Farm Machinery & Heavy Trucks - 0.7% 185,000 BB-/B1 American Railcar, 7.5%, 3/1/14 $ 122,100 130,000 B/B2 Commercial Vehicle Group, 8.0%, 7/1/13 61,100 270,000 B-/B3 Greenbrier Co., Inc., 8.375%, 5/15/15 192,038 65,000 B-/Caa1 Titan Wheel International, Inc., 8.0%, 1/15/12 48,100 ----------- $ 423,338 ----------- Electrical Component & Equipment - 1.5% 311,000 BB+/Ba1 Anixter International Corp., 5.95%, 3/1/15 $ 248,800 170,000 B/B3 Baldor Electric, 8.625%, 2/15/17 126,650 210,000 BB-/Ba1 Belden CDT, Inc., 7.0%, 3/15/17 157,500 240,000 B+/B1 General Cable Corp., 1.0%, 10/15/12 149,700 330,571 NR/NR Ormat Funding Corp., 8.25%, 12/30/20 244,623 ----------- $ 927,273 ----------- Industrial Conglomerates - 0.5% 225,000 BB-/B2 Kansas City Southern, 8.0%, 6/1/15 $ 178,875 145,000 B-/B3 Park-Ohio Industries, Inc., 8.375%, 11/15/14 59,450 EURO 120,000 BB+/Ba2 Stena AB, 6.125%, 2/1/17 (144A) 70,333 ----------- $ 308,658 ----------- Industrial Machinery - 0.7% 150,000 BB-/B1 Gardner Denver, Inc., 8.0%, 5/1/13 (144A) $ 132,000 190,000 B/NR Industrias Metalurgicas Pescar, 11.25%, 10/22/14 85,500 300,000 B/B3 Mueller Water Products, 7.375%, 6/1/17 204,000 ----------- $ 421,500 ----------- Trading Companies & Distributors - 0.8% 375,000 BBB+/Baa1 GATX Financial Corp., 6.0%, 2/15/18 $ 333,380 325,000 BBB-/Baa2 Glencore Funding LLC, 6.0%, 4/15/14 (144A) 131,559 ----------- $ 464,939 ----------- Total Capital Goods $ 3,187,839 ----------- Commercial Services & Supplies - 0.5% Commercial Printing - 0.4% 330,000 B+/B2 Sheridan Acquisition Corp., 10.25%, 8/15/11 $ 231,413 ----------- Environmental & Facilities Services - 0.0% 95,000 CCC+/Caa2 Aleris International, Inc., 9.0%, 12/15/14 $ 5,700 14,000 BB-/Ba2 Clean Harbors, Inc., 11.25%, 7/15/12 (144A) 14,035 ----------- $ 19,735 ----------- Research & Consulting Services - 0.1% 50,000 BB-/Ba2 FTI Consulting, 7.75%, 10/1/16 $ 41,125 ----------- Total Commercial Services & Supplies $ 292,273 ----------- The accompanying notes are an integral part of these financial statements. 11 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Transportation - 1.3% Air Freight & Couriers - 0.3% 75,000 B-/B3 Ceva Group Plc, 10.0%, 9/1/14 (144A) $ 55,594 EURO 210,000 B-/B3 Ceva Group Plc, 8.5%, 12/1/14 (144A) 108,430 ----------- $ 164,024 ----------- Airlines - 0.2% 126,156 B+/NR Delta Airlines, 7.779%, 1/2/12 $ 109,125 ----------- Marine - 0.1% 85,000 BB-/NR CMA CGM SA, 7.25%, 2/1/13 (144A) $ 38,250 ----------- Railroads - 0.7% 140,000 BBB/Baa1 Burlington Northern Santa Fe Corp., 5.75%, 3/15/08 $ 134,957 220,000 BB-/B1 Kansas City Southern de Mexico, 7.375%, 6/1/14 180,004 95,000 BB-/B1 Kansas City Southern de Mexico, 7.625%, 12/1/13 77,900 65,000 BBB/Baa2 Union Pacific Corp., 7.875%, 1/15/19 74,258 ----------- $ 467,119 ----------- Total Transportation $ 778,518 ----------- Automobiles & Components - 0.7% Auto Parts & Equipment - 0.6% 155,000 B-/Caa1 Allison Transmission, 11.0%, 11/1/15 (144A) (b) $ 75,950 370,000 B-/B3 Lear Corp., 8.75%, 12/1/16 107,300 190,000 B/B3 Tenneco Automotive, Inc., 8.625%, 11/15/14 (b) 72,200 305,000 BB/B2 TRW Automotive, Inc., 7.25%, 3/15/17 155,550 ----------- $ 411,000 ----------- Tires & Rubber - 0.1% 155,000 C/Caa1 Cooper Standard Auto, 7.0%, 12/15/12 $ 46,500 ----------- Total Automobiles & Components $ 457,500 ----------- Consumer Durables & Apparel - 1.2% Homebuilding - 0.4% 318,000 BB-/B1 Meritage Homes Corp., 6.25%, 3/15/15 $ 168,540 90,000 BB-/Ba3 Urbi Desarrollos Urbanos, 8.5%, 4/19/16 (144A) 66,600 ----------- $ 235,140 ----------- Household Appliances - 0.4% 280,000 BBB/Baa2 Whirlpool Corp., 5.5%, 3/1/13 $ 221,531 ----------- Housewares & Specialties - 0.4% 360,000 B+/B2 Oceanografia SA DE CV, 11.25%, 7/15/15 $ 187,200 200,000 CCC+/Caa1 Yankee Acquisition Corp., 9.75%, 2/15/17 (b) 84,000 ----------- $ 271,200 ----------- Total Consumer Durables & Apparel $ 727,871 ----------- Consumer Services - 1.3% Casinos & Gaming - 1.0% EURO 310,000 B+/B2 Codere Finance SA, 8.25%, 6/15/15 (144A) $ 209,813 EURO 325,000 8.25 BB/Ba3 Lottomatica S.p.A., Floating Rate Note, 3/31/66 (144A) 272,123 105,000 BB-/B1 Manshantucket Pequot Tribe, 8.5%, 11/15/15 (144A) 41,213 EURO 115,000 B/B3 Peermont Global, Ltd., 7.75%, 4/30/14 (144A) 81,846 225,000 C/Ca Station Casinos, Inc., 6.625%, 3/15/18* 12,938 ----------- $ 617,933 ----------- 12 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Education Services - 0.2% 160,000 AAA/Aaa President & Fellows of Harvard, 3.7%, 4/1/13 $ 157,832 ----------- Leisure Facilities - 0.1% 75,000 B/B3 Firekeepers Development Authority, 13.875%, 5/1/15 (144A) $ 46,500 ----------- Total Consumer Services $ 822,265 ----------- Media - 1.6% Broadcasting - 1.5% 195,000 BBB+/Baa1 Grupo Televisa SA, 6.0%, 5/15/18 $ 163,976 450,000 BB-/B3 Intelsat Sub Holding, 8.5%, 1/15/13 (144A) 416,250 310,000 B-/B2 Kabel Deutschland GMBH, 10.625%, 7/1/14 275,900 75,000 B-/Caa1 Telesat Canada, 12.5%, 11/1/17 45,000 340,000 CCC/Caa2 Univision Communications, 9.75%, 3/15/15 (144A) 42,500 ----------- $ 943,626 ----------- Cable & Satellite - 0.1% 35,000 BBB+/Baa2 Time Warner Cable, Inc., 8.75, 2/14/19 $ 38,057 ----------- Total Media $ 981,683 ----------- Retailing - 0.7% Apparel Retail - 0.3% 140,000 B+/B1 Brown Shoe Co., Inc., 8.75%, 5/1/12 $ 103,600 EURO 135,000 8.21 BB-/B2 Edcon Proprietary, Ltd., Floating Rate Note, 6/15/14 (144A) 75,357 ----------- $ 178,957 ----------- Internet Retail - 0.2% 205,000 BB/Ba3 Ticketmaster, 10.75%, 8/1/16 $ 110,700 ----------- Specialty Stores - 0.2% 135,000 B/B3 Sally Holdings, 9.25%, 11/15/14 (144A) (b) $ 116,100 ----------- Total Retailing $ 405,757 ----------- Food & Drug Retailing - 0.1% Food Distributors - 0.1% 105,000 B/B2 Independencia International, 9.875%, 5/15/15 (144A) $ 57,750 ----------- Total Food & Drug Retailing $ 57,750 ----------- Food, Beverage & Tobacco - 1.7% Agricultural Products - 0.5% 70,000 B-/B3 American Rock Salt Co., LLC, 9.5%, 3/15/14 $ 63,350 175,000 A/A2 Cargill, Inc., 5.2%, 1/22/13 (144A) 160,317 130,000 BB-/Ba3 Cosan Finance, Ltd., 7.0%, 2/1/17 (144A) 85,800 ----------- $ 309,467 ----------- Brewers - 0.6% 68,000 B+/Ba3 Cerveceria Nacio, 8.0%, 3/27/14 (144A) $ 54,400 80,000 BBB/Baa1 Cia Brasileira de Bebida, 10.5%, 12/15/11 87,800 220,000 BBB/Baa1 Cia Brasileira de Bebida, 8.75%, 9/15/13 231,000 ----------- $ 373,200 ----------- Distillers & Vintners - 0.5% 290,000 BB-/Ba3 Constellation Brands, Inc., 8.375%, 12/15/14 $ 275,500 ----------- The accompanying notes are an integral part of these financial statements. 13 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Tobacco - 0.1% 70,000 B+/B2 Alliance One International, Inc., 11.0%, 5/15/12 $ 58,100 30,000 B+/B2 Alliance One International, Inc., 8.5%, 5/15/12 22,050 ----------- $ 80,150 ----------- Total Food, Beverage & Tobacco $ 1,038,317 ----------- Household & Personal Products - 0.1% Household Products - 0.1% 130,000 CCC+/Caa1 Central Garden, 9.125%, 2/1/13 (b) $ 76,700 ----------- Total Household & Personal Products $ 76,700 ----------- Health Care Equipment & Services - 1.1% Health Care Facilities - 0.3% 265,000 BB-/B2 HCA Inc., 9.625%, 11/15/16 $ 206,700 ----------- Health Care Services - 0.2% 165,000 B-/B2 Rural/Metro Corp., 9.875%, 3/15/15 $ 132,000 ----------- Health Care Supplies - 0.4% 290,000 B-/B3 Biomet, Inc., 10.375%, 10/15/17 $ 229,100 ----------- Managed Health Care - 0.2% 150,000 A-/Baa1 United Health Group, 4.875%, 2/15/13 $ 140,044 ----------- Total Health Care Equipment & Services $ 707,844 ----------- Pharmaceuticals & Biotechnology - 1.0% Biotechnology - 0.7% 370,000 BBB+/Baa3 Biogen Idec, Inc., 6.0%, 3/1/13 $ 365,962 116,000 B-/B3 Warner Chilcott Corp., 8.75%, 2/1/15 103,240 ----------- $ 469,202 ----------- Pharmaceuticals - 0.3% 135,000 C/C Angiotech Pharmaceutical, 7.75%, 4/1/14 $ 29,025 160,000 B/B2 Phibro Animal Health Corp., 10.0%, 8/1/13 (144A) 128,000 ----------- $ 157,025 ----------- Total Pharmaceuticals & Biotechnology $ 626,227 ----------- Banks - 4.3% Diversified Banks - 2.1% 100,000 NR/Ba2 ALB Finance BV, 9.25%, 9/25/13 (144A) $ 39,000 192,000 4.68 BBB-/Ba1 Alfa Div Pymt Rights Fin, Floating Rate Note, 12/15/11 (144A) 124,800 160,000 NR/Baa2 ATF Bank JSC, 9.25%, 4/12/12 (144A)+ 109,571 100,000 NR/Baa2 ATF Capital BV, 9.25%, 2/21/14 (144A) 65,000 100,000 9.54 NR/Ba1 Banco Macro SA, Floating Rate Note, 6/7/12 29,000 135,000 BB/Ba1 Kazkommerts International BV, 8.0%, 11/3/15 63,450 150,000 B+/Ba2 Russian Stand Bank, 7.5%, 10/7/10 (144A) 54,750 300,000 NR/Ba3 Sibacademfinance Plc, 9.0%, 5/12/09 (144A) (b) 301,722 175,000 BB/Ba1 Turanalem Finance BV, 8.5%, 2/10/15 (144A) (b) 75,250 230,000 A+/A1 Wachovia Corp., 5.75%, 6/15/17 228,928 215,000 AA/Aa1 Wells Fargo Co., 4.375%, 1/31/13 210,531 ----------- $ 1,302,002 ----------- 14 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Regional Banks - 2.2% 250,000 A/A1 American Express Bank FSB, 5.5%, 4/16/13 $ 236,810 70,000 A-/A2 Keycorp, 6.5%, 5/14/13 64,532 160,000 A+/Aa3 Mellon Funding Corp., 5.5%, 11/15/18 137,927 250,000 A+/A1 PNC Bank NA, 6.0%, 12/7/17 248,454 260,000 8.25 A-/A3 PNC Funding Corp., Floating Rate Note, 5/29/49 209,506 230,000 A+/Aa3 Wachovia Bank NA, 6.0%, 11/15/17 222,025 100,000 A+/Aa2 Wells Fargo Capital, 9.75%, 12/29/49 101,000 65,000 BBB/NR Zions Bancorporation, 5.5%, 11/16/15 45,969 100,000 BBB/Baa1 Zions Bancorporation, 6.0%, 9/15/15 74,366 ----------- $ 1,340,589 ----------- Thrifts & Mortgage Finance - 0.0% DKK 12,764 AAA/Aaa Realkredit Danmark, 7.0%, 10/1/32 $ 2,489 ----------- Total Banks $ 2,645,080 ----------- Diversified Financials - 6.8% Consumer Finance - 1.4% 355,000 BBB/Baa1 American General Finance, 6.9%, 12/15/17 $ 153,634 340,000 A+/Aa3 American Honda Finance, 6.7%, 10/1/13 (144A) 342,723 235,000 CCC+/Caa1 Ford Motor Credit Co., 5.7%, 1/15/10 199,710 35,000 CCC+/Caa1 Ford Motor Credit Co., 5.8%, 1/12/09 34,901 320,000 4.00 BBB-/Baa2 SLM Corp., Floating Rate Note, 7/25/14 161,354 ----------- $ 892,322 ----------- Diversified Financial Services - 1.9% 250,000 7.1925 BB/NR Australis, Ltd., Floating Rate Note, 2/3/09 $ 247,575 125,000 8.4 BBB/Baa2 Citi, Floating Rate Note, Perpetual 82,536 400,000 A-/A1 JPMorgan Chase & Co. 7.9%, 4/29/49 332,732 133,750 A-/Baa1 PF Export Receivable Master Trust, 6.436%, 6/1/15 (144A) 132,411 150,546 BBB/Baa2 Power Receivables Finance LLC, 6.29%, 1/1/12 (144A) 147,471 100,000 BB/Baa2 TNK-BP Finance SA, 6.625%, 3/20/17 (144A) 48,000 240,000 BB/Baa2 TNK-BP Finance SA, 7.5%, 7/18/16 (144A) 124,800 100,000 BB/Baa2 TNK-BP Finance SA, 7.875%, 3/13/18 (144A) 50,000 ----------- $ 1,165,525 ----------- Investment Banking & Brokerage - 1.3% 840,000 5.79 BBB/A3 Goldman Sachs Capital, Floating Rate Note, 12/29/49 $ 322,915 220,000 A/A2 Merrill Lynch & Co., 5.45%, 2/5/13 211,474 335,000 A/A2 Morgan Stanley Dean Witter, Floating Rate Note, 4/1/18 293,892 ----------- $ 828,281 ----------- Specialized Finance - 2.2% 390,000 BBB+/Baa1 CIT Group, Inc., 7.625%, 11/30/12 $ 329,226 421,429 NR/Baa3 Coso Geothermal Power, 7.0%, 7/15/26 (144A) 351,893 20,000 A-/Baa1 International Lease, 6.625%, 11/15/13 13,476 170,000 A-/Baa1 International Lease Finance Corp., 6.375%, 3/25/13 115,480 225,000 A+/A1 National Rural Utilities Corp., 10.375%, 11/1/18 263,342 500,000 7.68 CCC+/B3 NCO Group, Inc., Floating Rate Note, 11/15/13 250,000 ----------- $ 1,323,417 ----------- Total Diversified Financials $ 4,209,545 ----------- The accompanying notes are an integral part of these financial statements. 15 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Insurance - 3.0% Insurance Brokers - 0.1% 100,000 6.68 CCC/B3 USI Holdings Corp., Floating Rate Note, 11/15/14 $ 40,625 ----------- Life & Health Insurance - 0.8% 330,000 B+/B1 Presidential Life Corp., 7.875%, 2/15/09 $ 310,613 210,000 A+/A3 Prudential Financial, 5.15%, 1/15/13 170,573 ----------- $ 481,186 ----------- Multi-Line Insurance - 0.4% 370,000 BB/Baa3 Liberty Mutual Group, 7.0%, 3/15/37 (144A) $ 176,446 80,000 BBB-/Baa2 Liberty Mutual Group, 7.3%, 6/15/14 (144A) 74,909 65,000 10.75 BB/Baa3 Liberty Mutual Group, Floating Rate Note, 6/15/58 (144A) 35,750 ----------- $ 287,105 ----------- Property & Casualty Insurance - 0.9% 350,000 BBB-/Baa3 Hanover Insurance Group, 7.625%, 10/15/25 $ 210,000 285,000 BB/NR Kingsway America, Inc., 7.5%, 2/1/14 237,447 265,000 14.00 A/Baa3 MBIA, Inc., Floating Rate Note, 1/15/33 (144A) (b) 135,150 ----------- $ 582,597 ----------- Reinsurance - 0.8% 250,000 BB+/NR Fhu-Jin Ltd., Floating Rate Note, 8/10/11 (144A) $ 241,425 365,000 BBB+/NR Platinum Underwriters Holding, 7.5%, 6/1/17 236,936 ----------- $ 478,361 ----------- Total Insurance $ 1,869,874 ----------- Real Estate - 1.5% Diversified Real Estate Activities - 0.3% 300,000 A-/A2 WEA Finance LLC, 7.125%, 4/15/18 $ 212,817 ----------- Real Estate Operating Companies - 0.3% 50,000 9.76 B-/NR Alto Palermo SA, Floating Rate Note, 6/11/12 (144A) $ 21,030 375,000 B+/B1 Forest City Enterprises, 7.625%, 6/1/15 131,250 ----------- $ 152,280 ----------- Retail Real Estate Investment Trusts - 0.8% 120,000 BB-/Ba3 BF Saul Real Estate Investment Trust, 7.5%, 3/1/14 $ 108,600 370,000 AAA/Aaa Trustreet Properties, Inc., 7.5%, 4/1/15 401,470 ----------- $ 510,070 ----------- Specialized Real Estate Investment Trust - 0.1% 90,000 BBB-/Ba1 Ventas Realty Capital Corp., 7.125%, 6/1/15 (144A) $ 70,425 ----------- Total Real Estate $ 945,592 ----------- Software & Services - 0.8% Data Processing & Outsourced Services - 0.5% 475,000 B/B3 First Data Corp., 9.875%, 9/24/15 (144A) $ 287,375 ----------- IT Consulting & Other Services - 0.3% 325,000 B-/Caa1 Sungard Data Systems, Inc., 10.25%, 8/15/15 $ 214,500 ----------- Total Software & Services $ 501,875 ----------- Technology Hardware & Equipment - 0.1% Electronic Manufacturing Services - 0.1% 60,000 BB-/Ba2 Flextronics International, Ltd., 6.5%, 5/15/13 $ 47,400 ----------- Total Technology Hardware & Equipment $ 47,400 ----------- 16 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Semiconductors - 0.4% Semiconductor Equipment - 0.4% 160,000 B-/B2 Freescale Semiconductor, 9.125%, 12/15/14 $ 36,800 90,000 6.65 B-/B2 Freescale Semiconductor, Floating Rate Note, 12/15/14 30,600 230,000 BBB/Baa1 KLA Instruments Corp., 6.9%, 5/1/18 173,956 ----------- $ 241,356 ----------- Total Semiconductors $ 241,356 ----------- Telecommunication Services - 2.9% Integrated Telecommunication Services - 2.4% 360,000 NR/B2 Digicel, Ltd., 9.25%, 9/1/12 (144A) $ 306,000 175,000 BBB-/Baa3 Embarq Corp., 7.082%, 6/1/16 134,750 300,000 B-/B2 GC Impsat Holdings I Plc, 9.872%, 2/15/17 (144A) 210,000 150,000 B/B3 GCI, Inc., 7.25%, 2/15/14 117,000 EUR 175,000 10.46 B+/B2 Nordic Telephone Co., Floating Rate Note, 5/1/16 (144A) 164,842 280,000 CCC+/Caa1 Paetec Holdings, 9.5%, 7/15/15 166,600 175,000 A/A3 Verizon Communications, Inc., 8.75%, 11/1/18 205,314 225,000 BB/Ba3 Windstream Corp., 8.625%, 8/1/16 199,125 ----------- $ 1,503,631 ----------- Wireless Telecommunication Services - 0.5% 140,000 B/B1 Hughes Network System, 9.5%, 4/15/14 $ 113,750 290,000 B-/B2 True Move Co., Ltd., 10.75%, 12/16/13 (144A) 107,300 140,000 BB+/Ba2 Vip Fin, 9.125%, 4/30/18 (144A) 75,600 ----------- $ 296,650 ----------- Total Telecommunication Services $ 1,800,281 ----------- Utilities - 4.6% Electric Utilities - 2.0% 245,000 NR/B3 Caiua Serv Electricidad, 11.125%, 4/2/49 (144A) $ 105,350 163,505 BB-/Ba2 FPL Energy Wind Funding, 6.876%, 6/27/17 (144A) 153,490 200,000 BBB+/Baa2 Israel Electric Corp., Ltd., 7.25%, 1/15/19 (144A) 186,530 200,000 1.33 NR/NR Power Contract Financing LLC, Floating Rate Note, 2/5/10 (144A) 162,000 75,000 BB+/Baa3 Public Service of New Mexico, 7.95%, 5/15/18 61,032 40,000 A/A2 Southern California Edison Co., 5.75%, 3/15/14 41,918 310,000 CCC/B3 TXU Energy Co., 10.25%, 11/1/15 220,100 250,000 BBB+/Baa2 West Penn Power Co., 5.95%, 12/15/17 210,613 100,000 NR/NR White Pine Hydro Portfolio, 7.26%, 7/20/15 91,717 ----------- $ 1,232,750 ----------- Gas Utilities - 0.7% 95,000 B+/B1 Inergy LP, 8.25%, 3/1/16 $ 74,100 110,000 A+/Aa2 Nakilat, Inc., 6.067%, 12/31/33 (144A) 73,724 260,000 A/Aa3 Nakilat, Inc., 6.267%, 12/31/33 (144A) 174,223 260,000 B+/B2 Transport De Gas Del Sur, 7.875%, 5/14/17 (144A) 135,200 ----------- $ 457,247 ----------- Independent Power Producer & Energy Traders - 1.5% 330,000 BB-/Ba3 Intergen NV, 9.0%, 6/30/17 $ 270,600 195,329 NR/Ba1 Juniper Generation, 6.79%, 12/31/14 (144A) 211,309 250,000 BBB-/Baa3 Kiowa Power Partners LLC, 5.737%, 3/30/21 (144A) 191,340 170,000 BBB-/Baa3 Panoche Energy Center, 6.885%, 7/31/29 (144A) 143,928 165,962 BB/Ba2 Tenaska Alabama, 7.0%, 6/30/21 (144A) 130,170 ----------- $ 947,347 ----------- The accompanying notes are an integral part of these financial statements. 17 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Multi-Utilities - 0.4% 180,000 BB/Ba2 NSG Holdings LLC, 7.75%, 12/15/25 (144A) $ 140,400 100,000 BB-/Ba2 Public Service of New Mexico, 9.25%, 5/15/15 79,500 ----------- $ 219,900 ----------- Total Utilities $ 2,857,244 ----------- TOTAL CORPORATE BONDS (Cost $42,772,011) $30,669,466 ----------- U.S. GOVERNMENT & AGENCY OBLIGATIONS - 21.4% 876,330 AAA/Aaa Federal Home Loan Mortgage Corp., 4.5%, 4/1/20 - 7/1/20 $ 898,355 132,226 AAA/Aaa Federal Home Loan Mortgage Corp., 5.0%, 5/1/34 - 6/1/35 135,320 92,555 AAA/Aaa Federal Home Loan Mortgage Corp., 5.5%, 10/1/16 - 1/1/35 95,223 149,607 AAA/Aaa Federal Home Loan Mortgage Corp., 6.0%, 6/1/17 - 1/1/33 154,860 225,008 AAA/Aaa Federal National Mortgage Association, 4.0%, 7/1/18 230,874 978,444 AAA/Aaa Federal National Mortgage Association, 4.5%, 5/1/20 - 9/1/35 996,829 2,874,353 AAA/Aaa Federal National Mortgage Association, 5.0%, 2/1/20 - 3/1/37 2,955,186 293,595 AAA/Aaa Federal National Mortgage Association, 5.5%, 3/1/18 - 5/1/34 302,425 34,448 AAA/Aaa Federal National Mortgage Association, 5.575%, 1/1/37 35,078 1,113,181 AAA/Aaa Federal National Mortgage Association, 6.0% 11/1/32 1,147,311 9,414 AAA/Aaa Federal National Mortgage Association, 6.5%, 7/1/31 - 2/1/32 9,852 816 AAA/Aaa Federal National Mortgage Association, 7.0%, 9/1/29 863 777,184 AAA/Aaa Government National Mortgage Association, 4.5%, 9/15/33 - 4/15/35 794,256 609,580 AAA/Aaa Government National Mortgage Association, 5.0%, 12/1/21 - 4/15/35 626,979 1,560,284 AAA/Aaa Government National Mortgage Association, 5.5%, 10/15/19 - 11/15/35 1,615,080 1,238,569 AAA/Aaa Government National Mortgage Association, 6.0%, 5/15/17 - 4/15/38 1,282,620 59,520 AAA/Aaa Government National Mortgage Association, 6.5%, 3/15/29 - 11/15/32 62,613 322 AAA/Aaa Government National Mortgage Association, 7.0%, 3/15/31 341 8,239 AAA/Aaa Government National Mortgage Association, 7.5%, 5/15/23 8,744 1,682 AAA/Aaa Government National Mortgage Association I, 7.0%, 3/15/31 1,778 83,997 AAA/Aaa Government National Mortgage Association II, 5.5%, 3/20/34 86,518 153,138 AAA/Aaa Government National Mortgage Association II, 6.0%, 11/20/33 158,079 788,000 AAA/Aaa U.S. Treasury Bonds, 4.375%, 2/15/38 1,055,428 62,000 AAA/Aaa U.S. Treasury Bonds, 5.0%, 5/15/37 89,832 130,000 AAA/Aaa U.S. Treasury Bonds, 6.25%, 8/15/23 177,308 215,000 AAA/Aaa U.S. Treasury Bonds, 8.75%, 5/15/17 316,386 5,371 AAA/Aaa U.S. Treasury Inflation Notes, 2.375%, 1/15/17 5,329 ----------- $13,243,467 ----------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $12,435,870) $13,243,467 ----------- FOREIGN GOVERNMENT BONDS - 6.9% ITL 195,000,000 BBB-/Baa3 Banco Nac De Desen Econo, 8.0%, 4/28/10 $ 138,431 SEK 3,445,000 AAA/Aaa Government of Sweden, 5.25%, 3/15/11 474,340 SEK 2,955,000 AAA/Aaa Government of Sweden, 5.5%, 10/8/12 426,907 EURO 810,000 AAA/Aaa Government of France, 3.75%, 4/25/17 1,168,278 JPY 81,863,200 AA/Aa3 Japan Government, 1.1%, 12/10/16 782,609 100,000 A/Aa3 Korea Development Bank, 5.3%, 1/17/13 91,040 NOK 1,320,000 AAA/Aaa Norwegian Government, 6.0%, 5/16/11 203,633 NOK 1,500,000 AAA/Aaa Norwegian Government, 5.5%, 5/15/09 218,091 AUD 532,000 AA/Aa1 Ontario Province, 5.5%, 4/23/13 397,930 18 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value FOREIGN GOVERNMENT BONDS - (continued) AUD 207,000 AAA/Aaa Queensland Treasury, 6.0%, 8/14/13 $ 154,586 184,536 BBB-/Ba1 Republic of Columbia, 9.75%, 4/9/11 190,995 ----------- $ 4,246,840 ----------- TOTAL FOREIGN GOVERNMENT BONDS (Cost $4,035,037) $ 4,246,840 ----------- MUNICIPAL BONDS - 1.4% Muni Airport - 0.2% 175,000 B/B3 New Jersey Economic Development Authority Special Facility Revenue, 7.0%, 11/15/30 $ 92,416 50,000 B/B3 New Jersey Economic Development Authority, 6.25%, 9/15/29 26,013 ----------- $ 118,429 ----------- Municipal Higher Education - 1.2% 295,000 AAA/Aa3 California State University Revenue, 5.0%, 11/1/39 $ 271,677 300,000 AAA/Aaa Connecticut State Health & Education, 5.0%, 7/1/42 296,157 175,000 AAA/Aaa New York State Dormitory Authority, 5.0%, 7/1/38 173,401 ----------- $ 741,235 ----------- TOTAL MUNICIPAL BONDS (Cost $917,726) $ 859,664 ----------- SENIOR FLOATING RATE LOAN INTERESTS - 5.5%** Energy - 0.5% Integrated Oil & Gas - 0.2% 159,600 8.0000 NR/Ba3 Hudson Products Holdings, Inc., Term Loan, 8/24/15 $ 126,084 ----------- Oil & Gas Exploration & Production - 0.3% 226,559 4.3350 B+/B2 Calpine Corp., First Priority Term Loan, 3/31/14 $ 168,058 ----------- Total Energy $ 294,142 ----------- Materials - 0.4% Steel - 0.4% 233,251 4.4200 BB-/B3 Essar Steel Algoma, Inc., Term Loan, 6/20/13 $ 144,616 197,000 5.4613 B/B3 Niagara Corp., Term Loan, 6/29/14 90,620 ----------- $ 235,236 ----------- Total Materials $ 235,236 ----------- Capital Goods - 0.4% Aerospace & Defense - 0.3% 281,935 5.4375 B+/Ba3 Aeroflex, Inc., Tranche B-1 Term Loan, 8/15/14 $ 177,619 ----------- Construction & Engineering - 0.1% 34,524 8.0000 NR/NR Custom Building Products, Term Loan, 10/20/11 $ 23,764 79,555 5.7263 BB+/Ba1 URS Corp., Tranche B Term Loan, 5/15/13 69,213 ----------- $ 92,977 ----------- Total Capital Goods $ 270,596 ----------- Commercial Services & Supplies - 0.1% Diversified Commercial Services - 0.1% 250,000 3.7088 CCC+/Caa1 J.G. Wentworth, First Lien Loan, 3/1/14 $ 75,833 ----------- Total Commercial Services & Supplies $ 75,833 ----------- The accompanying notes are an integral part of these financial statements. 19 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Transportation - 0.1% Air Freight & Couriers - 0.1% 16,866 3.1000 B/Ba2 TNT Logistics, Additional Pre-Term Loan, 11/4/13 $ 10,457 45,367 5.0463 NR/Ba2 TNT Logistics, U.S. Term Loan, 11/4/13 28,128 ----------- $ 38,585 ----------- Total Transportation $ 38,585 ----------- Automobiles & Components - 0.2% Tires & Rubber - 0.2% 230,000 2.2200 BB/Ba1 Goodyear Tire & Rubber Co., Second Term Loan, 4/30/14 $ 147,775 ----------- Total Automobiles & Components $ 147,775 ----------- Consumer Durables & Apparel - 0.3% Homebuilding - 0.1% 232,318 8.2500 B+/B2 LandSource Communities, Roll Up Facility Loan, 6/1/09 $ 53,433 ----------- Housewares & Specialties - 0.2% 147,750 3.9588 BB-/Ba3 Jarden Corp., Term Loan B3, 1/24/12 $ 115,393 ----------- Total Consumer Durables & Apparel $ 168,826 ----------- Consumer Services - 0.3% Casinos & Gaming - 0.3% 58,333 6.5525 BB-/Ba3 Gateway Casinos & Entertainment, Delayed Draw Loan, 9/30/14 $ 25,958 288,750 6.5525 BB-/Ba3 Gateway Casinos & Entertainment, Term Advance Loan, 9/30/14 128,494 ----------- $ 154,452 ----------- Total Consumer Services $ 154,452 ----------- Media - 0.1% Cable & Satellite - 0.1% 99,250 8.5000 B+/B1 Charter Communications, Incremental Term Loan, 3/6/14 $ 79,152 ----------- Total Media $ 79,152 ----------- Retailing - 0.3% Specialty Stores - 0.3% 244,987 3.8733 BB-/B2 Sally Holdings LLC, Term B Loan, 11/16/13 $ 175,574 ----------- Total Retailing $ 175,574 ----------- Health Care Equipment & Services - 0.9% Health Care Equipment - 0.5% 305,888 5.6416 B+/B2 Talecris Biotherapeutics, Inc., First Term Loan, 12/6/13 $ 268,416 ----------- Health Care Facilities - 0.4% 116,064 4.4454 BB/Ba3 CHS/Community Health Systems, Inc., Funded Term Loan, 7/25/14 $ 90,936 1,979 1.8013 BB/Ba3 CHS/Community Health Systems, Inc., Delayed Draw Loan, 7/25/14 1,550 177,246 4.8234 B+/Ba2 Sun Healthcare Group, Inc., Term Loan, 4/19/14 122,299 40,230 1.3588 B+/Ba2 Sun Healthcare Group, Inc., Synthetic LC Loan, 4/19/15 27,759 23,852 3.7443 B+/Ba2 Sun Healthcare Group, Inc., Delayed Draw Loan, 4/19/16 16,458 ----------- $ 259,002 ----------- Total Health Care Equipment & Services $ 527,418 ----------- Insurance - 0.2% Insurance Brokers - 0.2% 246,875 4.4588 B-/B3 Alliant Holdings I, Inc., Term Loan, 8/21/14 $ 148,125 ----------- Total Insurance $ 148,125 ----------- 20 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Technology Hardware & Equipment - 0.5% Electronic Equipment & Instruments - 0.5% 96,822 6.7013 BB/Ba2 Huawei-3Com Co., Ltd., Tranche B Term Loan, 9/28/12 $ 79,878 79,000 7.4994 BB+/Ba3 L-1 Identity Solutions, Inc., Term Loan, 8/15/13 69,718 195,073 4.7200 B/B3 Scitor Corp., Term Loan, 9/26/14 172,639 ----------- $ 322,235 ----------- Total Technology Hardware & Equipment $ 322,235 ----------- Semiconductors - 0.4% Semiconductor Equipment - 0.3% 77,148 7.0688 BB-/Ba1 Flextronics Semiconductor, A-1-A Delayed Loan, 10/1/14 $ 49,632 268,476 6.1554 BB-/Ba1 Flextronics Semiconductor, A Closing Date Loan, 10/1/14 172,720 ----------- $ 222,352 ----------- Semiconductors - 0.1% 98,000 3.9313 BB/NR Freescale Semiconductor, Term Loan, 11/29/13 $ 57,384 ----------- Total Semiconductors $ 279,736 ----------- Telecommunication Services - 0.6% Integrated Telecommunication Services - 0.3% 21,150 4.4600 B+/B2 Telesat Canada, U.S. Term II Loan, 10/31/14 $ 14,616 246,253 6.1043 B+/B2 Telesat Canada, U.S. Term I Loan, 10/31/14 170,178 ----------- $ 184,794 ----------- Wireless Telecommunication Services - 0.3% 237,374 3.9517 BB-/Ba2 Stratos Global Corp., Term B Facility Loan, 2/13/12 $ 197,614 ----------- Total Telecommunication Services $ 382,408 ----------- Utilities - 0.2% Independent Power Producer & Energy Traders - 0.2% 83,639 2.6750 BB/Ba1 NRG Energy, Inc., Term Loan, 2/1/13 $ 72,954 41,213 1.3588 BB/Ba1 NRG Energy, Inc., Credit-Linked Loan, 2/1/13 35,948 ----------- $ 108,902 ----------- Total Utilities $ 108,902 ----------- TOTAL SENIOR FLOATING RATE LOAN INTERESTS (Cost $5,051,968) $ 3,408,995 ----------- Shares PREFERRED STOCK - 0.5% Diversified Financials - 0.5% Diversified Finance Services - 0.5% 495 Bank of America Corp. 7.25%, 12/31/49 $ 321,750 ----------- Total Diversified Financials $ 321,750 ----------- TOTAL PREFERRED STOCK (Cost $382,961) $ 321,750 ----------- COMMON STOCK - 0.1% Materials - 0.0% Forest Products - 0.0% 11,450 Ainsworth Lumber Co., Ltd.* $ 9,336 ----------- Total Materials $ 9,336 ----------- The accompanying notes are an integral part of these financial statements. 21 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- Floating S&P/Moody's Rate (c) Ratings Shares (unaudited) (unaudited) Value Transportation - 0.1% Airlines - 0.1% 3,201 Delta Air Lines Inc.* $ 36,683 ----------- Total Transportation $ 36,683 ----------- TOTAL COMMON STOCK (Cost $153,643) $ 46,019 ----------- Principal Amount ($) TEMPORARY CASH INVESTMENTS - 2.4% Securities Lending Collateral - 2.4% (d) Certificates of Deposit: 33,885 Abbey National Plc, 3.15%, 8/13/09 $ 33,885 33,880 Bank of Nova Scotia, 3.21%, 5/5/09 33,880 54,151 Bank of Scotland NY, 2.92%, 6/5/09 54,151 60,993 Barclays Bank, 1.5%, 5/27/09 60,993 10,773 Calyon NY, 4.62%, 1/16/09 10,773 67,770 CBA, 4.87%, 7/16/09 67,770 60,993 DNB NOR Bank ASA NY, 3.04%, 6/5/09 60,993 62,077 Intesa SanPaolo S.p.A., 1.44%, 5/22/09 62,077 3,925 NORDEA NY, 4.13%, 4/9/09 3,925 50,827 Royal Bank of Canada NY, 2.7%, 8/7/09 50,827 33,885 Royal Bank of Scotland, 3.06%, 3/5/09 33,885 6,774 Skandinavian Enskilda Bank NY, 3.06%, 2/13/09 6,774 67,770 Societe Generale, 3.29%, 9/4/09 67,770 60,993 Svenska Bank NY, 4.61%, 7/8/09 60,993 67,770 U.S. Bank NA, 2.25%, 8/24/09 67,770 ----------- $ 676,466 ----------- Commercial Paper: 6,458 BBVA U.S., 2.83%, 3/12/09 $ 6,458 67,770 Monumental Global Funding, Ltd., 2.5%, 8/17/09 67,770 33,885 CME Group, Inc., 2.9%, 8/6/09 33,885 33,881 General Electric Capital Corp., 2.86%, 3/16/09 33,881 66,550 American Honda Finance Corp., 4.95%, 7/14/09 66,550 67,770 HSBC Bank, Inc., 2.5%, 8/14/09 67,770 33,885 IBM, 2.39%, 9/25/09 33,885 60,993 Met Life Global Funding, 3.19%, 6/12/09 60,993 60,993 New York Life Global, 2.13%, 9/4/09 60,993 57,604 Westpac Banking Corp., 2.34%, 6/1/09 57,604 ----------- $ 489,788 ----------- Tri-party Repurchase Agreements: 149,094 Deutsche Bank, 0.25%, 1/2/09 $ 149,094 11,513 Barclays Capital Markets, 0.5%, 1/2/09 11,513 ----------- $ 160,606 ----------- Time Deposit: 67,770 BNP Paribas, 0.01%, 1/2/09 $ 67,770 ----------- 22 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Floating S&P/Moody's Amount ($) Rate (c) Ratings (unaudited) (unaudited) Value Money Market Mutual Funds: 16,942 Columbia Government Reserves Fund $ 16,942 50,827 JP Morgan, U.S. Government Money Market Fund 50,827 ----------- $ 67,770 ----------- Total Securities Lending Collateral $ 1,462,400 ----------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $1,462,400) $ 1,462,400 ----------- TOTAL INVESTMENT IN SECURITIES - 99.0% (Cost $75,852,273)(a) $61,187,711 ----------- OTHER ASSETS AND LIABILITIES - 1.0% $ 622,455 ----------- TOTAL NET ASSETS - 100.0% $61,810,166 =========== * Non-income producing security. + Investment deemed to be an affiliate of the Fund. NR Not rated by either S&P or Moody's. (144A) Security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers in a transaction exempt from registration. At December 31, 2008, the value of these securities amounted to $9,631,850 or 15.6% of total net assets. ** Senior floating rate loan interests in which the Portfolio invests generally pay interest at rates that are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as LIBOR (London InterBank Offered Rate), (ii) the prime rate offered by one or more major United States banks, (iii) the certificate of deposit or (iv) other base lending rates used by commercial lenders. The rate shown is the coupon rate at period end. (a) At December 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $75,858,933 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 1,407,443 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (16,078,665) ------------ Net unrealized loss $(14,671,222) ============ (b) At December 31, 2008, the following securities were out on loan: Principal Amount ($) Description Value 150,000 Allison Transmission, 11.0%, 11/1/15 (144A) $ 73,500 128,000 Central Garden, 9.125%, 2/1/13 75,520 400,000 Graham Packaging Co., 8.5%, 10/15/12 285,000 270,000 Kinder Morgan Energy, 5.95%, 2/15/18 230,436 260,000 MBIA, Inc., Floating Rate Note, 1/15/33 (144A) 132,600 133,000 Sally Holdings, 9.25%, 11/15/14 (144A) 114,380 273,000 Sibacademfinance Plc, 9.0%, 5/12/09 (144A) 274,567 38,000 Tenneco Automotive, Inc., 8.625%, 11/15/14 14,440 100,000 Turanalem Finance BV, 8.5%, 2/10/15 (144A) 43,000 120,000 Verasun Energy Corp., 9.875%, 12/15/12 72,000 190,000 Yankee Acquisition Corp., 9.75%, 2/15/17 79,800 ---------- Total $1,395,243 ========== (c) Debt obligation with a variable interest rate. Rate shown is rate at period end. (d) Security lending collateral is managed by Credit Suisse, New York Branch. (e) Security is in default and is non-income producing. The accompanying notes are an integral part of these financial statements. 23 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- NOTE: Principal amounts are denominated in U.S. Dollars unless otherwise denoted: AUD Australian Dollar DKK Danish Kroner EURO Euro ITL Italian Lira JPY Japanese Yen NOK Norwegian Krone SEK Swedish Krone Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2008 were as follows: Purchases Sales Long-term U.S. Government $14,412,187 $40,286,374 Other Long-Term Securities $34,020,691 $ 8,118,303 Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in the three broad levels listed below. Highest priority is given to Level 1 inputs and lowest priority is given to Level 3. Level 1 - quoted prices in active markets for identical securities Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) Level 3 - significant unobservable inputs (including the Portfolio's own assumptions in determining fair value of investments) The following is a summary of the inputs used as of December 31, 2008, in valuing the Portfolio's assets: Investments in Other Financial Valuation Inputs Securities Instruments - ------------------------------------------------------------------------------------- Level 1 - Quoted Prices $ 367,769 $ - Level 2 - Other Significant Observable Inputs 60,819,942 18,367 Level 3 - Significant Unobservable Inputs - - ----------- ------- Total $61,187,711 $18,367 =========== ======= 24 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended Class I 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 10.83 $ 10.80 $ 10.76 $ 11.26 $ 11.01 ---------- ---------- ---------- ---------- ---------- Increase (decrease) from investment operations: Net investment income $ 0.68 $ 0.58 $ 0.55 $ 0.61 $ 0.60 Net realized and unrealized gain (loss) on investments and foreign currency transactions (1.86) 0.09 0.12 (0.31) 0.47 ---------- ---------- ---------- ---------- ---------- Net increase (decrease) from investment operations $ (1.18) $ 0.67 $ 0.67 $ 0.30 $ 1.07 Distributions to shareowners: Net investment income (0.72) (0.58) (0.58) (0.64) (0.66) Net realized gain (0.02) (0.06) (0.05) (0.16) (0.16) ---------- ---------- ---------- ---------- ---------- Net increase (decrease) in net asset value $ (1.92) $ 0.03 $ 0.04 $ (0.50) $ 0.25 ---------- ---------- ---------- ---------- ---------- Net asset value, end of period $ 8.91 $ 10.83 $ 10.80 $ 10.76 $ 11.26 ========== ========== ========== ========== ========== Total return* (11.57)% 6.43% 6.48% 2.74% 10.25% Ratio of net expenses to average net assets+ 0.89% 0.84% 0.83% 0.89% 1.03% Ratio of net investment income to average net assets+ 6.49% 5.26% 5.13% 5.57% 5.52% Portfolio turnover rate 66% 64% 44% 46% 53% Net assets, end of period (in thousands) $ 12,822 $ 17,665 $ 18,989 $ 20,662 $ 20,814 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 0.89% 0.84% 0.83% 0.89% 1.03% Net investment income 6.49% 5.26% 5.13% 5.57% 5.52% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, and sales charges. The accompanying notes are an integral part of these financial statements. 25 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended Class II 12/31/08 12/31/07 12/31/06 12/31/05 12/31/04 Net asset value, beginning of period $ 10.83 $ 10.80 $ 10.76 $ 11.26 $ 11.01 ---------- ---------- ---------- ---------- ---------- Increase from investment operations: Net investment income $ 0.64 $ 0.53 $ 0.51 $ 0.55 $ 0.55 Net realized and unrealized gain (loss) on investments and foreign currency transactions (1.84) 0.12 0.14 (0.28) 0.49 ---------- ---------- ---------- ---------- ---------- Net increase from investment operations $ (1.20) $ 0.65 $ 0.65 $ 0.27 $ 1.04 Distributions to shareowners: Net investment income (0.69) (0.56) (0.56) (0.61) (0.63) Net realized gain (0.02) (0.06) (0.05) (0.16) (0.16) ---------- ---------- ---------- ---------- ---------- Net increase (decrease) in net asset value $ (1.91) $ 0.03 $ 0.04 $ (0.50) $ 0.25 ---------- ---------- ---------- ---------- ---------- Net asset value, end of period $ 8.92 $ 10.83 $ 10.80 $ 10.76 $ 11.26 ========== ========== ========== ========== ========== Total return* (11.69)% 6.17% 6.24% 2.49% 9.95% Ratio of net expenses to average net assets+ 1.14% 1.08% 1.07% 1.14% 1.29% Ratio of net investment income to average net assets+ 6.27% 5.03% 4.88% 5.30% 5.49% Portfolio turnover rate 66% 64% 44% 46% 53% Net assets, end of period (in thousands) $ 48,988 $ 59,543 $ 48,052 $ 40,045 $ 25,027 Ratios with no waiver of management fees and assumption of expenses by PIM and no reduction for fees paid indirectly: Net expenses 1.14% 1.08% 1.07% 1.14% 1.29% Net investment income 6.27% 5.03% 4.88% 5.30% 5.49% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. Note: The above financial highlights do not reflect the deduction of non-fund expenses associated with variable insurance products, such as mortality and expense risk charges, and sales charges. 26 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/08 - -------------------------------------------------------------------------------- ASSETS: Investment in securities of unaffiliated issuers, at value (including securities loaned of $1,395,243) (cost $75,693,618) $ 61,078,140 Investment in securities of affiliated issuers, at value (cost $158,655) 109,571 Total Investments in securities, at value (cost $75,852,273) $ 61,187,711 Cash 724,530 Foreign currencies, at value (cost $46,784) 42,553 Receivables -- Investment securities sold 51 Portfolio shares sold 268,577 Dividends and interest 1,104,049 Forward foreign currency portfolio hedge contracts, open-net 18,367 ------------- Total assets $ 63,345,838 ------------- LIABILITIES: Payables -- Portfolio shares repurchased $ 14,276 Dividends 132 Upon return of securities loaned 1,462,400 Due to affiliates 1,540 Unrealized depreciation on unfunded corporate loans 857 Accrued expenses 56,467 ------------- Total liabilities $ 1,535,672 ------------- NET ASSETS: Paid-in capital $ 74,004,856 Undistributed net investment income 1,162,333 Accumulated net realized gain on investments and foreign currency transactions 1,304,833 Net unrealized loss on investments (14,665,419) Net unrealized gain on forward foreign currency contracts and other assets and liabilities denominated in foreign currencies 3,563 ------------- Total net assets $ 61,810,166 ------------- NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class 1 (based on $12,821,836/1,438,519 shares) $ 8.91 ------------- Class 2 (based on $48,988,330/5,492,928 shares) $ 8.92 ------------- The accompanying notes are an integral part of these financial statements. 27 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/08 INVESTMENT INCOME: Dividends $ 13,322 Interest (net of foreign taxes withheld of $2,727) (including income from affiliates of $14,800) 5,500,518 Income from securities loaned, net 19,138 ------------- Total investment income $ 5,532,978 ------------- EXPENSES: Management fees $ 486,372 Transfer agent fees Class I 1,188 Class II 1,188 Distribution fees (Class II) 146,059 Administrative fees 22,440 Custodian fees 38,809 Professional fees 49,081 Printing expense 19,720 Fees and expenses of nonaffiliated trustees 6,186 Miscellaneous 40,138 ------------- Total expenses $ 811,181 ------------- Net investment income $ 4,721,797 ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized gain on: Investments $ 1,298,712 Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies 683,058 $ 1,981,770 ------------- ------------- Change in net unrealized gain (loss) on: Investments $ (15,530,006) Unfunded corporate loans (384) Forward foreign currency contracts and other assets and liabilities denominated in foreign currencies (205,011) $ (15,735,401) ------------- ------------- Net loss on investments and foreign currency transactions $ (13,753,631) ------------- Net decrease in net assets resulting from operations $ (9,031,834) ------------- 28 The accompanying notes are an integral part of these financial statements. PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/08 and 12/31/07, respectively Year Ended Year Ended 12/31/08 12/31/07 FROM OPERATIONS: Net investment income $ 4,721,797 $ 3,664,717 Net realized gain on investments and foreign currency transactions 1,981,770 515,048 Change in net unrealized gain (loss) on investments and foreign currency transactions (15,735,401) 219,121 ------------- ------------- Net increase (decrease) in net assets resulting from operations $ (9,031,834) $ 4,398,886 ------------- ------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class I ($0.72 and $0.58 per share, respectively) $ (1,143,226) $ (964,681) Class II ($0.69 and $0.56 per share, respectively) (3,939,576) (2,801,756) Net realized gain: Class I ($0.02 and $0.06 per share, respectively) (25,046) (97,901) Class II ($0.02 and $0.06 per share, respectively) (88,896) (289,780) ------------- ------------- Total distributions to shareowners $ (5,196,744) $ (4,154,118) ------------- ------------- FROM PORTFOLIO SHARE TRANSACTIONS: Net proceeds from sale of shares $ 23,423,302 $ 25,658,519 Reinvestment of distributions 5,196,736 4,146,944 Cost of shares repurchased (29,789,099) (19,883,006) ------------- ------------- Net increase (decrease) in net assets resulting from Portfolio share transactions $ (1,169,061) $ 9,922,457 ------------- ------------- Net increase (decrease) in net assets $ (15,397,639) $ 10,167,225 NET ASSETS: Beginning of year 77,207,805 67,040,580 ------------- ------------- End of year $ 61,810,166 $ 77,207,805 ============= ============= Undistributed net investment income, end of period $ 1,162,333 $ 894,454 ============= ============= '08 Shares '08 Amount '07 Shares '07 Amount CLASS I Shares sold 203,690 $ 2,070,181 218,594 $ 2,353,237 Reinvestment of distributions 114,641 1,168,264 97,928 1,055,408 Less shares repurchased (510,910) (5,037,442) (442,830) (4,775,644) ---------- ------------- ---------- ------------- Net decrease (192,579) $ (1,798,997) (126,308) $ (1,366,999) ========== ============= ========== ============= CLASS II Shares sold 2,036,958 $ 21,353,121 2,161,498 $ 23,305,282 Reinvestment of distributions 396,075 4,028,472 286,906 3,091,536 Less shares repurchased (2,438,095) (24,751,657) (1,397,871) (15,107,362) ---------- ------------- ---------- ------------- Net increase (decrease) (5,062) $ 629,936 1,050,533 $ 11,289,456 ========== ============= ========== ============= The accompanying notes are an integral part of these financial statements. 29 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies The Pioneer Strategic Income VCT Portfolio (the Portfolio) is one of 19 portfolios comprising Pioneer Variable Contracts Trust (the Trust) 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 Portfolio is to produce a high level of current income. The Portfolio offers two classes of shares designated as Class I and Class II shares. Each class of shares represents an interest in the same portfolio of investments of the Portfolio and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends by each class. The Amended and Restated Declaration of Trust of the Portfolio gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Portfolio is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Share classes have exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class I shares. Portfolio shares may be purchased only by either insurance companies for the purpose of funding variable annuity and variable life insurance contracts, or by qualified pension and retirement plans. The Portfolio's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Portfolio 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, gains and losses during the reporting year. Actual results could differ from those estimates. When interest rates rise, the prices of fixed income securities in the Portfolio will generally fall. Conversely, when interest rates fall, the prices of fixed income securities in the Portfolio will generally rise. Investments in the Portfolio are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Prepayment risk is the chance that mortgage-backed bonds will be paid off early if falling interest rates prompt homeowners to refinance their mortgages. The Portfolio's prospectuses contain unaudited information regarding the Portfolio's principal risks. Please refer to those documents when considering the Portfolio's risks. The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements, which are consistent with those generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Portfolio 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. Fixed income securities are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. Valuations may be supplemented by dealers and other sources, as required. 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 prices and/or quotations are not readily available are valued using fair value methods pursuant to procedures adopted by the Board of Trustees. Trading in foreign equity securities is substantially completed each day at various times prior to the close of the NYSE. The value of such securities used in computing the net asset value of the Portfolio's shares is based on the last sale price on the principal exchange where they traded. The Portfolio may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of the security. At December 31, 2008 there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). 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 Portfolio becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Discounts and premiums on fixed income securities are accreted and amortized, respectively, on a yield-to-maturity basis and are included in interest income. Dividend and interest income from foreign 30 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- securities are reported net of unrecoverable foreign taxes withheld at the applicable country rates. Gains and losses from sales on investments are calculated on the identified cost method for both financial reporting and federal income tax purposes, and, if applicable, are reported net of foreign taxes on capital gains at the applicable country rates. B. Foreign Currency Translation The books and records of the Portfolio 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 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. C. Forward Foreign Currency Contracts The Portfolio 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 Portfolio's financial statements. The Portfolio 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. (See Note 5) D. Federal Income Taxes It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years remain subject to examination by tax authorities. In addition to the requirements of the Internal Revenue Code, the Portfolio may also be required to pay local taxes on the recognition of capital gains and/or the repatriation of foreign currencies in certain countries. During the year ended December 31, 2008, no such taxes were paid. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the source of the Portfolio'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. At December 31, 2008, the Portfolio has reclassified $628,884 to increase undistributed net investment income and $628,884 to decrease accumulated net realized gain on investments and foreign currency transactions to reflect permanent book/tax differences. The reclassification has no impact on the net asset value of the Portfolio and is designed to present the Portfolio's capital accounts on a tax basis. The tax character of distributions paid during the fiscal years ended December 31, 2008 and December 31, 2007 and the components of distributable earnings (accumulated losses) on a federal income tax basis at December 31, 2008, was as follows: 31 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2008 2007 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 5,196,744 $3,866,467 Long-term capital gain - 287,651 ----------- ---------- Total distributions $ 5,196,744 $4,154,118 =========== ========== Distributable Earnings: Undistributed ordinary income $ 2,012,134 Undistributed long-term gain 480,059 Unrealized depreciation (14,686,883) ----------- Total (12,194,690) =========== - -------------------------------------------------------------------------------- The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax basis adjustments on defaulted bonds and the tax treatment of mark-to-market of foreign currency contracts. E. Portfolio Shares The Portfolio records sales and repurchases of its shares as of trade date. Certain insurance companies paid Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), $633,101 in commissions on the sale of Trust shares for the year ended December 31, 2008. Distribution fees for Class II shares are calculated based on the average daily net asset values attributable to Class II shares of the Portfolio. Shareowners of each class share 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). Income, common expenses (excluding transfer agent and distribution fees) and realized and unrealized gains and losses are calculated at the Portfolio level and allocated daily to each class of shares based on the respective percentage of the adjusted net assets at the beginning of the day. The Portfolio declares as daily dividends substantially all of its respective net investment income. All dividends are paid on a monthly basis. Short-term capital gain distributions, if any, may be declared with the daily dividends. Distributions paid by the Portfolio 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 I and Class II shares can bear different transfer agent and distribution fees. Dividends and distributions to shareowners are recorded on the ex-dividend date. F. Securities Lending The Portfolio lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Portfolio typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Portfolio's security lending agent, manages the Portfolio's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Portfolio. The Portfolio also continues to receive payments in lieu of dividends and interest on the securities loaned. Gain or loss on the value of the loaned securities that may occur during the term of the loan will be for the account of the Portfolio. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Portfolio has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Portfolio will be required to return the cash collateral to the borrower and could suffer a loss if the value of the collateral, as invested, has declined. G. Repurchase Agreements With respect to repurchase agreements entered into by the Portfolio, the value of the underlying securities (collateral), including accrued interest, is required to be at least equal to or in excess of the value of the repurchase agreement. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Portfolio's custodian or subcustodian. The Trust'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. 32 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit manages the Portfolio. Management fees are calculated daily at the annual rate of 0.65% of the Portfolio's average daily net assets. In addition, under the management and administration agreement, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Portfolio. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $1,124 in management fees, administrative costs and certain other fees payable to PIM at December 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $90 in transfer agent fees payable to PIMSS at December 31, 2008. 4. Distribution Plan The Portfolio has adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to Class II Shares. Pursuant to the Plan, the Portfolio pays PFD a distribution fee of 0.25% of the average daily net assets attributable to Class II shares to compensate PFD for (1) distribution services and (2) personal and account maintenance services performed and expenses incurred by PFD in connection with the Portfolio's Class II shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $326 in distribution fees payable to PFD at December 31, 2008. 5. Forward Foreign Currency Contracts During the year ended December 31, 2008, the Portfolio had entered into various contracts that obligate the Portfolio to deliver currencies at specified future dates. At the maturity of a contract, the Portfolio must make delivery of the foreign currency. Alternatively, prior to the settlement date of a portfolio hedge, the Portfolio may close out such contracts by entering into an offsetting hedge contract. As of December 31, 2008, outstanding forward Portfolio hedge contracts were as follows: - --------------------------------------------------------------------------------------------------- Net Contracts to In Exchange Settlement Unrealized Currency Deliver For Date Value Gain (Loss) - --------------------------------------------------------------------------------------------------- AUD (Australian Dollar) (670,000) $ 446,676 1/12/09 $ (474,859) (28,183) EURO (European Dollar) (1,665,000) 2,362,618 1/30/09 (2,320,702) 41,916 JPY (Japanese Yen) (54,310,000) 602,333 2/5/09 (597,356) 4,977 NOK (Norwegian Krone (255,000) 36,249 1/30/09 (36,592) (343) - --------------------------------------------------------------------------------------------------- 6. Unfunded Loan Commitments As of December 31, 2008, the Portfolio had unfunded loan commitments of approximately $3,957 (excluding unrealized depreciation on those commitments of $857 as of December 31, 2008) which could be extended at the option of the borrower, pursuant to the following loan agreements: - -------------------------------------------------------------------------------- Borrower Unfunded Commitment - -------------------------------------------------------------------------------- CHS/Community Health $ 3,957 - -------------------------------------------------------------------------------- 7. Affiliated Companies The Portfolio's investments in securities managed by PIM are deemed affiliates of the Fund for financial reporting purposes. The following summarizes transactions with affiliates of the Portfolio for the year ended December 31, 2008: - -------------------------------------------------------------------------------------------------------------- Principal Purchases Sales Principal Net Amount (principal (principal Amount Interest Realized Affiliates 12/31/07 amount) amount) 12/31/08 Income (Loss) Gain Value - -------------------------------------------------------------------------------------------------------------- ATF Bank JSC, 9.25%, 4/12/12 (144A) $160,000 $- $- $160,000 $14,800 $- $109,571 - -------------------------------------------------------------------------------------------------------------- 33 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/08 (continued) - -------------------------------------------------------------------------------- 8. New Pronouncement 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 Portfolio's financial statement disclosures. 34 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees of Pioneer Variable Contracts Trust and the Shareowners of Pioneer Strategic Income VCT Portfolio: We have audited the accompanying statement of assets and liabilities of Pioneer Strategic Income VCT Portfolio, one of the portfolios constituting the Pioneer Variable Contracts Trust (the "Trust"), including the schedule of investments, as of December 31, 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 five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust'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 Trust'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 Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian, brokers and agent banks. 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 Strategic Income VCT Portfolio at December 31, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /S/ Ernst & Young Boston, Massachusetts February 6, 2009 35 PIONEER VARIABLE CONTRACTS TRUST Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (unaudited) The percentage of the Portfolio's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income was 65.76%. 36 - -------------------------------------------------------------------------------- Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- 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 Portfolio's affairs. The officers of the Trust are responsible for the Trustss 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 Trust within the meaning of the 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Trust are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE John F. Cogan, Jr. (82)* Chairman of the Trustee since 1994. Serves Deputy Chairman and a Director None Board, Trustee until a successor trustee is of Pioneer Global Asset and President elected or earlier Management S.p.A. ("PGAM"); retirement or removal. Non-Executive Chairman and a Director 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 Investment 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 Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ------------------------------------------------------------------------------------------------------------------------------------ Daniel K. Kingsbury Trustee and Trustee since 2008. Serves Director, CEO and President of None (50)* Executive Vice until a successor trustee is Pioneer Investment Management President elected or earlier USA Inc. (since February 2007); retirement or removal. 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 Portfolio's investment adviser and certain of its affiliates. 37 - -------------------------------------------------------------------------------- Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS TRUSTEE David R. Bock (65) Trustee Trustee since 2005. Serves Executive Vice President and Director of until a successor trustee is Chief Financial Officer, I-trax, Enterprise Community elected or earlier Inc. (publicly traded health Investment, Inc. retirement or removal. care services company) (2004 - (privately-held 2007); Partner, Federal City affordable housing Capital Advisors (boutique finance company); merchant bank) (1997 to 2004 and and Director of New 2008 - present); and Executive York Mortgage Trust Vice President and Chief (publicly traded Financial Officer, Pedestal Inc. mortgage REIT) (internet-based mortgage trading company) (2000 - 2002) - ------------------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (60) Trustee Trustee since 2000. Serves President, Bush International, Director of Marriott until a successor trustee is LLC (international financial International, Inc., elected or earlier Advisory firm) Director of Discover retirement or removal. 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 security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman Trustee Trustee since 2008. Serves Professor, Harvard University Trustee, Mellon (64) until a successor trustee is Institutional Funds elected or earlier Investment Trust and retirement or removal Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham Trustee Trustee since 2000. Serves Founding Director, Vice None (61) until a successor trustee is President and Corporate elected or earlier Secretary, The Winthrop Group, retirement or removal. Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (58) Trustee Trustee since 2006. Serves Chief Executive Officer, None until a successor trustee is Quadriserv, Inc. (technology elected or earlier products for securities lending retirement or removal. industry) (2008 - present); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (60) Trustee Trustee since 1995. Serves President and Chief Executive Director of New until a successor trustee is Officer, Newbury, Piret & America High Income elected or earlier Company, Inc. (investment Fund, Inc. retirement or removal. banking firm) (closed-end investment company) - ------------------------------------------------------------------------------------------------------------------------------------ Stephen K. West (80) Trustee Trustee since 2008. Serves Senior Counsel, Sullivan & Director, The Swiss until a successor trustee is Cromwell LLP (law firm) Helvetia Fund, Inc. elected or earlier (closed-end retirement or removal. investment company) - ------------------------------------------------------------------------------------------------------------------------------------ 38 - -------------------------------------------------------------------------------- Pioneer Strategic Income VCT Portfolio - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS (continued) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- POSITION HELD LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DIRECTORSHIPS NAME AND AGE WITH THE TRUST AND TERM OF OFFICE DURING PAST FIVE YEARS HELD BY THIS OFFICER Dorothy E. Bourassa (60) Secretary Since 2000. Serves at the Secretary of PIM-USA; Senior None discretion of the Board Vice President - Legal of Pioneer; 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 (44) Assistant Since 2003. Serves at the Associate General Counsel of None Secretary discretion of the Board Pioneer since January 2008 and 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 (49) Treasurer Since 2008. Serves at the Vice President - Fund None discretion of the Board Accounting, Administration and Controllership 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 Since 2000. Serves at the Assistant Vice President - Fund None Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (50) Assistant Since 2002. Serves at the Fund Accounting Manager - Fund Treasurer discretion of the Board Accounting, Administration and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ------------------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan Assistant Since 2003. Serves at the Fund Administration Manager - None (35) Treasurer discretion of the Board Fund Accounting, Administration and Controllership Services since June 2003 and Assistant Treasurer of all of the Pioneer Funds since September 2003; Assistant 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 Since 2007. Serves at the Chief Compliance Officer of None Compliance discretion of the Board Pioneer since December 2006 and Officer of 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) - ------------------------------------------------------------------------------------------------------------------------------------ 39 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 40 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 41 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 42 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 43 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 44 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- This page for your notes. 45 [LOGO]PIONEER Investments(R) Proxy Voting Policies and Procedures of the Portfolio are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Portfolio voted proxies relating to Portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 20364-02-0209 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 Trust's 19 portfolios, including fees associated with routine and non routine filings of its Form N-1A, totaled approximately $617,700 in 2008 and $567,425 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 and Other Fees There were no audit-related and other services provided to the Trust during the fiscal years ended December 31, 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 return totaled $157,510 in 2008 and $148,580 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. N/A (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. Non-Audit Services Beginning with non-audit service contracts entered into on or after May 6, 2003, the effective date of the new SEC pre- approval rules, the Trust'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 Trust. For the years ended December 31, 2008 and 2007, there were no services provided to an affiliate that required the Trust'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 Trust and affiliates, as previously defined, totaled $157,510 in 2008 and $148,580 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 Variable Contracts Trust By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr, President Date February 27, 2009 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr., President Date February 27, 2009 By (Signature and Title)* /s/ Mark Bradley Mark Bradley, Treasurer Date February 27, 2009 * Print the name and title of each signing officer under his or her signature.