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 811-03564 Pioneer Mid Cap Growth Fund (Exact name of registrant as specified in charter) 60 State Street, Boston, MA 02109 (Address of principal executive offices) (ZIP code) Dorothy E. Bourassa, Pioneer Investment Management, Inc., 60 State Street, Boston, MA 02109 (Name and address of agent for service) Registrant's telephone number, including area code: (617) 742-7825 Date of fiscal year end: September 30 Date of reporting period: October 1, 2008 through March 31, 2009 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO SHAREOWNERS. Pioneer Mid Cap Growth Fund - -------------------------------------------------------------------------------- Semiannual Report | March 31, 2009 - -------------------------------------------------------------------------------- Ticker Symbols: Class A PITHX Class B PBMDX Class C PCMCX Class Y PMCYX [LOGO]PIONEER Investments(R) visit us: pioneerinvestments.com Table of Contents Letter to Shareowners 2 Portfolio Management Discussion 4 Portfolio Summary 8 Prices and Distributions 9 Performance Update 10 Comparing Ongoing Fund Expenses 14 Schedule of Investments 16 Financial Statements 25 Notes to Financial Statements 33 Trustees, Officers and Service Providers 40 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 1 President's Letter Dear Shareowner, Stock and bond markets around the globe have been experiencing one of their most tumultuous periods in history. Investors have witnessed volatility of a magnitude that many have never before seen. Distance often provides the best vantage point for perspective. Still, we believe that the benefits of basic investment principles that have stood the test of time -- even in the midst of market turmoil -- cannot be underestimated. First, invest for the long term. The founder of Pioneer Investments, Philip L. Carret, began his investment career during the 1920s. One lesson he learned is that while great prosperity affords an advantageous time for selling stocks, extreme economic slumps can create opportunities for purchase. Indeed, many of our portfolio managers, who follow the value-conscious investing approach of our founder, are looking at recent market conditions as an opportunity to buy companies whose shares we believe have been unjustifiably beaten down by indiscriminate selling, but that we have identified as having strong prospects over time. While investors may be facing a sustained market downturn, we continue to believe that patience, along with staying invested in the market, are important considerations for long-term investors. A second principle is to stay diversified across different types of investments. The global scope of the current market weakness poses challenges for this basic investment axiom. But the turbulence makes now a good time to reassess your portfolio and make sure that your investments continue to meet your needs. We believe you should work closely with your financial advisor to find the mix of stocks, bonds and money market assets that is best aligned to your particular risk tolerance and investment objective. As the investment markets sort through the continuing crisis in the financial industry, we are staying focused on the fundamentals and risk management. With more than 80 years of experience behind us, we have learned how to navigate turbulent markets. At Pioneer Investments, risk management has always been a critical part of our culture -- not just during periods of extraordinary volatility. Our investment process is based on fundamental research, quantitative analysis and active portfolio management. This three-pillared process, which we apply to each of our portfolios, is supported by an integrated team approach and is designed to carefully balance risk and reward. While we see potential chances for making money in many corners of the market, it takes 2 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 research and experience to separate solid investment opportunities from speculation. We invite you to learn more about Pioneer and our time-tested approach to investing by consulting with your financial advisor or visiting us online at www.pioneerinvestments.com. Thank you for investing with Pioneer. Respectfully, /s/Daniel K. Kingsbury Daniel K. Kingsbury President and CEO Pioneer Investment Management USA, Inc. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 3 Portfolio Management Discussion | 3/31/09 Recession woes battered investor confidence throughout the fall of 2008 and the winter of 2008 - 2009. Hints of stabilization then triggered a vigorous market rally in March 2009 that recaptured a portion of the ground lost earlier. In the following discussion, comanagers Andrew Acheson and Ken Winston describe the volatile market background during the six months ended March 31, 2009, and offer their assessment of what may lie ahead. Q Can you describe market conditions over the six months ended March 31, 2009? A A drumbeat of grim economic news pressured stock and bond markets throughout the period. Consumer confidence sagged under the weight of falling home values, foreclosures and fast-rising unemployment. Cautious households began saving money at rates not seen in years. As a result, consumer spending, the bulwark of the American economy, contracted sharply. Investors fled securities, regardless of quality, and poured money into U.S. Treasury obligations, despite yields that hovered at around zero percent. Q How did the Fund perform in that environment over the six months ended March 31, 2009? A Pioneer Mid Cap Growth Fund's Class A shares returned -26.69% at net asset value during the six months ended March 31, 2009, while the Fund's benchmark, the Russell Mid Cap Growth Index (the Russell Index), returned -29.81%. During the same six-month period, the average return of the 574 funds in Lipper's Mid Cap Growth category was -29.87%. The Fund's performance placed it in the 18th percentile of all Lipper Mid Cap Growth peer funds over the six-month period ended March 31, 2009. Q Which sectors or stocks contributed favorably to the Fund's performance despite the overwhelmingly bad news seen during the six-month period ended March 31, 2009? A Although performance results were disappointing in absolute terms, successful stock selection in eight of ten sectors allowed the Fund to outperform the Russell Index in each of the last two quarters. Sector allocations overall had a minor negative impact on the Fund's returns. Results benefited from an overweight stance in technology, a sector that was more resilient than most. But above-benchmark exposure to the weaker health care sector offset the Fund's edge gained in technology. Individual Fund holdings in the technology and consumer discretionary sectors provided the six-month period's most favorable impacts on 4 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 performance. Riverbed Technology, which facilitates delivery of applications over corporate networks, met earnings projections and maintained a favorable outlook for growth in this nascent market. Akamai Technology also delivered good earnings. Akamai is a core Internet company, delivering content from providers to users of the Worldwide Web. Riverbed and Akamai are among the Fund's larger holdings. We made a series of opportunistic additions to the Fund during the six months ended March 31, 2009, including Darden Restaurants, a leader in casual dining and owners of the Red Lobster, Olive Garden and Longhorn Steakhouse chains. Consumers have cut back on restaurant dining, but Darden's share-price decline seemed excessive given our assessment of its earnings potential. The company's shares recovered when earnings beat market expectations. ITT Educational Services, a for-profit educational company, also aided the Fund's performance results during the six-month period. Difficult economic times and rising unemployment have prodded working adults to seek specialized training or full degree programs in technology and other disciplines. Expanded limits on Stafford Education loans helped boost enrollment at ITT and at DeVry University, a similar company that also contributed positively to the Fund's performance over the six-month period. We also added children's retailer Gymboree to the Fund during the period. A lead paint recall had forced the company to liquidate inventory and had driven its share price sharply lower. Our belief was that the damage was temporary, and we have in fact witnessed a brisk recovery in the company's stock price since adding it to the Fund. Q What were some of the worst disappointments for the Fund during the six months ended March 31, 2009? A The period's worst performer for the Fund was Charles River Labs, which provides research and support for drug discovery programs outsourced by pharmaceutical and biotech firms. Shares of Charles River fell in anticipation of lower earnings, as industry mergers have reduced overall drug development budgets. However, we believe the selling has been overdone. Longtime Fund holding Freeport-McMoRan, a leading copper and gold mining company, fell on faltering metals demand amid the global economic slowdown. While it was one of the Fund's disappointing performers over the entire six months ended March 31, the company's shares did rebound significantly late in the period in response to a stimulus program in China, where consumption of metals tracks the fast-growing economy. We eliminated Coventry Health, a managed care provider, from the Fund. Coventry's shares fell on market fears that new health care initiatives would Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 5 mean cuts in the Medicare and Medicaid reimbursement rates on which the company relies. Insulet, which makes advanced insulin delivery systems for diabetics, faced credit constraints that hindered its marketing and production. Investors fled the stock, which later rebounded when financing was secured. We continue to hold a small Fund position in the company. In energy, we eliminated the Fund's position in Helmerich and Payne, which saw demand slashed for its highly sophisticated oil drilling technology. Lower oil prices have taken the profit out of some forms of drilling, causing exploration companies to idle many rigs. Also in energy, Weatherford International, which supplies an array of well-based services to international oil companies, saw its share price fall during the six-month period. Q What is your outlook for the economy and for mid-cap stocks in the months ahead? A We expect economic stress to persist for a while, but all recessions eventually come to an end. Global governments are addressing the crisis aggressively and the U.S. banking system showed some signs of stabilizing as the semiannual period came to a close. The pace of economic decline has slowed, suggesting that a gradual recovery is possible late this year or early in 2010. Historically, mid-cap stocks have performed well coming out of recessions. Over the past few months, we have expanded the number of stocks held by the Fund, as we've been seeking to invest in companies (at attractive prices) that are well-positioned to be leaders in their business segments. Many such stocks currently appear cheap when measured against their earnings potential in a normalized economic environment. In the meantime, market volatility is likely to continue as earnings struggle to recover. However, while the Obama administration's programs may help restart the economy, the resulting huge budget deficits can pose their own problems in the months and years ahead. Please refer to the Schedule of Investments on pages 16-24 for a full listing of Fund securities. At times, the Fund's investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political or regulatory developments or other risks affecting these industries or sectors. Investing in mid-sized companies may offer the potential for higher returns, but is also subject to greater short-term price fluctuations than larger, more-established companies. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. 6 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 7 Portfolio Summary | 3/31/09 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 81.0% Temporary Cash Investments 17.1% Depositary Receipts for International Stocks 1.9% Sector Distribution - -------------------------------------------------------------------------------- (As a percentage of equity holdings) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.] Information Technology 30.6% Industrials 14.9% Health Care 11.8% Energy 11.7% Consumer Discretionary 11.6% Financials 6.8% Consumer Staples 5.0% Materials 4.9% Utilities 2.7% 10 Largest Holdings - -------------------------------------------------------------------------------- (As a percentage of equity holdings)* 1. Noble Affiliates, Inc. 2.97% 2. MasterCard, Inc. 2.59 3. IntercontinentalExchange, Inc. 2.43 4. Akamai Technologies, Inc. 2.37 5. Google, Inc. 2.27 6. Nuance Communications, Inc. 2.21 7. Riverbed Technology, Inc. 2.03 8. SPX Corp. 1.82 9. LKQ Corp. 1.78 10. Liberty Entertainment Group 1.77 * This list excludes temporary cash and derivative instruments. The portfolio is actively managed, and current holdings may be different. The holdings listed should not be considered recommendations to buy or sell any security listed. 8 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Prices and Distributions | 3/31/09 Net Asset Value per Share - -------------------------------------------------------------------------------- Class 3/31/09 9/30/08 A $ 8.46 $ 11.54 - -------------------------------------- B $ 6.77 $ 9.33 - -------------------------------------- C $ 7.11 $ 9.77 - -------------------------------------- Y $ 8.62 $ 11.72 - -------------------------------------- Distributions per Share: 10/1/08-3/31/09 - -------------------------------------------------------------------------------- Net Investment Short-Term Long-Term Class Income Capital Gains Capital Gains A $ -- $ -- $ -- - -------------------------------------------------------- B $ -- $ -- $ -- - -------------------------------------------------------- C $ -- $ -- $ -- - -------------------------------------------------------- Y $ -- $ -- $ -- - -------------------------------------------------------- Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 9 Performance Update | 3/31/09 Class A Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Growth Fund at public offering price, compared to that of the Russell Midcap Growth Index. Average Annual Total Returns (As of March 31, 2009) - ----------------------------------------------------------------------- Net Asset Public Offering Period Value (NAV) Price (POP) - ----------------------------------------------------------------------- 10 Years -2.66% -3.24% 5 Years -7.64 -8.72 1 Year -39.79 -43.26 - ----------------------------------------------------------------------- Expense Ratio (Per prospectus dated February 1, 2009) - ----------------------------------------------------------------------- Gross Net - ----------------------------------------------------------------------- 1.00% 1.00% - ----------------------------------------------------------------------- [THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Pioneer Mid Cap Russell Midcap Growth Fund Growth Index 3/99 $ 9,425 $10,000 $14,525 $17,720 3/01 $ 9,769 $ 9,672 $10,295 $10,127 3/03 $ 7,416 $ 7,483 $10,704 $11,197 3/05 $10,770 $12,127 $12,222 $14,878 3/07 $12,808 $15,905 $11,951 $15,181 3/09 $ 7,196 $ 9,172 Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. NAV results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. POP returns reflect deduction of maximum 5.75% sales charge. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Growth Index measures the performance of U.S. mid-cap growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. 10 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Performance Update | 3/31/09 Class B Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Growth Fund, compared to that of the Russell Midcap Growth Index. Average Annual Total Returns (As of March 31, 2009) - ------------------------------------------------------------------- If If Period Held Redeemed - ------------------------------------------------------------------- 10 Years -3.91% -3.91% 5 Years -8.87 -8.87 1 Year -40.77 -43.14 - ------------------------------------------------------------------- Expense Ratio (Per prospectus dated February 1, 2009) - ------------------------------------------------------------------- Gross Net - ------------------------------------------------------------------- 2.23% 2.23% - ------------------------------------------------------------------- [THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Pioneer Mid Cap Russell Midcap Growth Fund Growth Index 3/99 $10,000 $10,000 $15,253 $17,720 3/01 $10,134 $ 9,672 $10,539 $10,127 3/03 $ 7,489 $ 7,483 $10,671 $11,197 3/05 $10,597 $12,127 $11,873 $14,878 3/07 $12,277 $15,905 $11,325 $15,181 3/09 $ 6,708 $ 9,172 Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. "If Redeemed" returns reflect the deduction of applicable contingent deferred sales charge (CDSC). Effective December 1, 2004, the period during which a CDSC is applied to withdrawals was shortened to 5 years. The maximum CDSC for Class B shares continues to be 4%. For more complete information, please see the prospectus. Note: Shares purchased prior to December 1, 2004 remain subject to the CDSC in effect at the time you purchased those shares. For performance information for shares purchased prior to December 1, 2004, please visit www.pioneerinvestments.com. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Growth Index measures the performance of U.S. mid-cap growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 11 Performance Update | 3/31/09 Class C Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Growth Fund, compared to that of the Russell Midcap Growth Index. Average Annual Total Returns (As of March 31, 2009) - ------------------------------------------------------------------- If If Period Held Redeemed - ------------------------------------------------------------------- 10 Years -3.84% -3.84% 5 Years -8.70 -8.70 1 Year -40.55 -40.55 - ------------------------------------------------------------------- Expense Ratio (Per prospectus dated February 1, 2009) - ------------------------------------------------------------------- Gross Net - ------------------------------------------------------------------- 2.08% 2.08% - ------------------------------------------------------------------- [THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Pioneer Mid Cap Russell Midcap Growth Fund Growth Index 3/99 $10,000 $10,000 $15,280 $17,720 3/01 $10,164 $ 9,672 $10,532 $10,127 3/03 $ 7,479 $ 7,483 $10,660 $11,197 3/05 $10,596 $12,127 $11,894 $14,878 3/07 $12,318 $15,905 $11,374 $15,181 3/09 $ 6,762 $ 9,172 Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class C shares held for less than one year are also subject to a 1% contingent deferred sales charge (CDSC). The performance of Class C shares does not reflect the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a 1% sales charge, your returns would be lower than those shown above. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Growth Index measures the performance of U.S. mid-cap growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. 12 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Performance Update | 3/31/09 Class Y Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Growth Fund, compared to that of the Russell Midcap Growth Index. Average Annual Total Returns (As of March 31, 2009) - ------------------------------------------------------------------- If If Period Held Redeemed - ------------------------------------------------------------------- 10 Years -2.49% -2.49% 5 Years -7.31 -7.31 1 Year -39.47 -39.47 - ------------------------------------------------------------------- Expense Ratio (Per prospectus dated February 1, 2009) - ------------------------------------------------------------------- Gross Net - ------------------------------------------------------------------- 0.58% 0.58% - ------------------------------------------------------------------- [THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Pioneer Mid Cap Russell Midcap Growth Fund Growth Index 3/99 $10,000 $10,000 $15,413 $17,720 3/01 $10,366 $ 9,672 $10,925 $10,127 3/03 $ 7,870 $ 7,483 $11,359 $11,197 3/05 $11,436 $12,127 $13,024 $14,878 3/07 $13,703 $15,905 $12,839 $15,181 3/09 $ 7,772 $ 9,172 Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Performance shown for periods prior to the inception of Class Y shares reflects the NAV performance of the Fund's Class A shares. The performance does not reflect differences in expenses, including the Rule 12b-1 fees, applicable to Class A shares. Since the fees for Class A shares are generally higher than those of Class Y shares, the performances for Class Y Shares prior to their inception (2/1/05) would have been higher. Class Y shares are not subject to sales charges and are available for limited groups of eligible investors, including institutional investors, All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Growth Index measures the performance of U.S. mid-cap growth stocks. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 13 Comparing Ongoing Fund Expenses As a shareowner in the Fund, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses; and (2) transaction costs, including sales charges (loads) on purchase payments. This example is intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 at the beginning of the Fund's latest six-month period and held throughout the six months. Using the Tables - -------------------------------------------------------------------------------- Actual Expenses The first table below provides information about actual account values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period as follows: (1) Divide your account value by $1,000 Example: an $8,600 account value [divided by] $1,000 = 8.6 (2) Multiply the result in (1) above by the corresponding share class's number in the third row under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Expenses Paid on a $1,000 Investment in Pioneer Mid Cap Growth Fund Based on actual returns from October 1, 2008 through March 31, 2009. Share Class A B C Y Beginning Account $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 Value on 10/1/08 - ------------------------------------------------------------------------------------- Ending Account $ 733.10 $ 725.60 $ 727.70 $ 735.50 Value on 3/31/09 - ------------------------------------------------------------------------------------- Expenses Paid $ 5.40 $ 12.78 $ 11.33 $ 2.99 During Period* - ------------------------------------------------------------------------------------- * Expenses are equal to the Fund's annualized expense ratio of 1.25%, 2.97%, 2.63%, and 0.69% for Class A, Class B, Class C, and Class Y, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). 14 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) that are charged at the time of the transaction. Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Mid Cap Growth Fund Based on a hypothetical 5% return per year before expenses, reflecting the period from October 1, 2008 through March 31, 2009. Share Class A B C Y Beginning Account $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 Value on 10/1/08 Ending Account $ 1,018.70 $ 1,010.12 $ 1,011.82 $ 1,021.49 Value on 3/31/09 Expenses Paid $ 6.29 $ 14.88 $ 13.19 $ 3.48 During Period* * Expenses are equal to the Fund's annualized expense ratio of 1.25%, 2.97%, 2.63%, and 0.69% for Class A, Class B, Class C, and Class Y, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 15 Schedule of Investments | 3/31/09 (unaudited) Shares Value COMMON STOCKS -- 98.7% ENERGY -- 11.5% Coal & Consumable Fuels -- 1.7% 82,300 Alpha Natural Resources, Inc.*(b) $ 1,460,825 103,200 Walter Industries, Inc. 2,360,184 ------------ $ 3,821,009 - ------------------------------------------------------------------------------ Oil & Gas Drilling -- 2.0% 34,300 ENSCO International, Inc. $ 905,520 63,500 Transocean Ltd.* 3,736,340 ------------ $ 4,641,860 - ------------------------------------------------------------------------------ Oil & Gas Equipment & Services -- 3.2% 102,000 Exterran Holdings, Inc.*(b) $ 1,634,040 79,000 IHS, Inc.*(b) 3,253,220 221,400 Weatherford International, Inc.* 2,450,898 ------------ $ 7,338,158 - ------------------------------------------------------------------------------ Oil & Gas Exploration & Production -- 3.9% 124,200 Noble Affiliates, Inc. $ 6,691,896 30,000 Range Resources Corp. 1,234,800 36,700 Southwestern Energy Co.* 1,089,623 ------------ $ 9,016,319 - ------------------------------------------------------------------------------ Oil & Gas Storage & Transportation -- 0.7% 242,600 El Paso Corp. (b) $ 1,516,250 ------------ Total Energy $ 26,333,596 - ------------------------------------------------------------------------------ MATERIALS -- 4.8% Diversified Chemical -- 1.5% 80,100 FMC Corp. $ 3,455,514 - ------------------------------------------------------------------------------ Diversified Metals & Mining -- 0.8% 23,079 Freeport-McMoRan Copper & Gold, Inc. (Class B) $ 879,541 164,900 Titanium Metals Corp. (b) 902,003 ------------ $ 1,781,544 - ------------------------------------------------------------------------------ Gold -- 0.9% 235,000 Yamana Gold, Inc. $ 2,173,750 - ------------------------------------------------------------------------------ Industrial Gases -- 1.0% 12,000 Air Products & Chemicals, Inc. $ 675,000 45,600 Airgas, Inc. 1,541,736 ------------ $ 2,216,736 - ------------------------------------------------------------------------------ Metal & Glass Containers -- 0.4% 37,900 Crown Holdings, Inc.* $ 861,467 - ------------------------------------------------------------------------------ Paper Packaging -- 0.2% 41,900 Packaging Corp. of America $ 545,538 ------------ Total Materials $ 11,034,549 - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. 16 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Shares Value CAPITAL GOODS -- 9.7% Aerospace & Defense -- 2.6% 263,300 Be Aerospace, Inc.* $ 2,282,811 55,800 L-3 Communications Holdings, Inc. (b) 3,783,240 ------------ $ 6,066,051 - ------------------------------------------------------------------------------ Construction & Engineering -- 1.9% 155,900 KBR, Inc. $ 2,152,979 100,900 Quanta Services, Inc.* 2,164,305 ------------ $ 4,317,284 - ------------------------------------------------------------------------------ Electrical Component & Equipment -- 0.6% 10,300 First Solar, Inc.*(b) $ 1,366,810 - ------------------------------------------------------------------------------ Industrial Conglomerates -- 1.2% 197,300 McDermott International, Inc.* $ 2,641,847 - ------------------------------------------------------------------------------ Industrial Machinery -- 2.9% 25,000 ITT Corp. $ 961,750 47,450 Parker Hannifin Corp. 1,612,351 87,073 SPX Corp. 4,093,302 ------------ $ 6,667,403 - ------------------------------------------------------------------------------ Trading Companies & Distributors -- 0.5% 15,900 W.W. Grainger, Inc. (b) $ 1,115,862 ------------ Total Capital Goods $ 22,175,257 - ------------------------------------------------------------------------------ COMMERCIAL SERVICES & SUPPLIES -- 3.6% Diversified Support Services -- 0.8% 62,300 Copart, Inc.* $ 1,847,818 - ------------------------------------------------------------------------------ Environmental & Facilities Services -- 1.0% 36,700 Stericycle, Inc.* $ 1,751,691 27,100 Tetra Tech, Inc.* 552,298 ------------ $ 2,303,989 - ------------------------------------------------------------------------------ Research & Consulting Services -- 1.1% 78,600 CoStar Group, Inc.*(b) $ 2,377,650 - ------------------------------------------------------------------------------ Security & Alarm Services -- 0.7% 124,100 Corrections Corp. of America*(b) $ 1,589,721 ------------ Total Commercial Services & Supplies $ 8,119,178 - ------------------------------------------------------------------------------ TRANSPORTATION -- 1.5% Airlines -- 0.9% 53,200 Continental Airlines, Inc. (Class B)*(b) $ 468,692 147,000 Delta Air Lines, Inc.*(b) 827,610 137,000 UAL Corp.*(b) 613,760 ------------ $ 1,910,062 - ------------------------------------------------------------------------------ Marine Ports & Services -- 0.6% 82,700 Aegean Marine Petroleum Network, Inc. (b) $ 1,385,225 ------------ Total Transportation $ 3,295,287 - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 17 Schedule of Investments | 3/31/09 (unaudited) (continued) Shares Value CONSUMER DURABLES & APPAREL -- 0.4% Apparel, Accessories & Luxury Goods -- 0.4% 40,000 The Warnaco Group, Inc.* $ 960,000 ------------ Total Consumer Durables & Apparel $ 960,000 - ------------------------------------------------------------------------------ CONSUMER SERVICES -- 2.8% Education Services -- 0.8% 25,100 DeVry, Inc. $ 1,209,318 4,800 ITT Educational Services, Inc.* 582,816 ------------ $ 1,792,134 - ------------------------------------------------------------------------------ Restaurants -- 2.0% 116,300 Burger King Holdings, Inc. $ 2,669,085 55,900 Darden Restaurants, Inc. (b) 1,915,134 ------------ $ 4,584,219 ------------ Total Consumer Services $ 6,376,353 - ------------------------------------------------------------------------------ MEDIA -- 1.8% Cable & Satellite -- 1.8% 199,500 Liberty Entertainment Group* $ 3,980,025 ------------ Total Media $ 3,980,025 - ------------------------------------------------------------------------------ RETAILING -- 6.5% Apparel Retail -- 4.2% 152,000 Guess?, Inc. $ 3,204,160 94,200 Gymboree Corp.* 2,011,170 86,700 Ross Stores, Inc. (b) 3,110,796 53,900 TJX Companies, Inc. (b) 1,381,996 ------------ $ 9,708,122 - ------------------------------------------------------------------------------ Automotive Retail -- 0.5% 27,500 Advance Auto Parts, Inc. $ 1,129,700 - ------------------------------------------------------------------------------ Distributors -- 1.8% 281,100 LKQ Corp.* $ 4,011,297 ------------ Total Retailing $ 14,849,119 - ------------------------------------------------------------------------------ FOOD, BEVERAGE & TOBACCO -- 3.6% Brewers -- 0.7% 48,800 Molson Coors Brewing Co. (Class B) $ 1,672,864 - ------------------------------------------------------------------------------ Distillers & Vintners -- 0.7% 123,200 Constellation Brands, Inc.* $ 1,466,080 - ------------------------------------------------------------------------------ Packaged Foods & Meats -- 0.6% 37,800 The J.M. Smucker Co. $ 1,408,806 - ------------------------------------------------------------------------------ Soft Drinks -- 1.6% 147,600 Fomento Economico Mexicano SA de CV $ 3,720,996 ------------ Total Food, Beverage & Tobacco $ 8,268,746 - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. 18 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Shares Value HOUSEHOLD & PERSONAL PRODUCTS -- 1.4% Household Products -- 0.7% 28,700 Church & Dwight Co., Inc. $ 1,499,001 - ------------------------------------------------------------------------------ Personal Products -- 0.7% 71,200 Alberto-Culver Co. (Class B) $ 1,609,832 ------------ Total Household & Personal Products $ 3,108,833 - ------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SERVICES -- 4.8% Health Care Distributors -- 0.5% 32,500 McKesson Corp. $ 1,138,800 - ------------------------------------------------------------------------------ Health Care Equipment -- 2.2% 263,600 Hologic, Inc.*(b) $ 3,450,524 100,000 Insulet Corp.*(b) 410,000 44,400 Thoratec Corp.*(b) 1,140,636 ------------ $ 5,001,160 - ------------------------------------------------------------------------------ Health Care Facilities -- 0.5% 71,000 Psychiatric Solution, Inc.* $ 1,116,830 - ------------------------------------------------------------------------------ Health Care Services -- 0.3% 18,300 DaVita, Inc.* $ 804,285 - ------------------------------------------------------------------------------ Health Care Supplies -- 1.0% 88,600 Inverness Medical Innovations, Inc.* $ 2,359,418 - ------------------------------------------------------------------------------ Health Care Technology -- 0.3% 25,000 AthenaHealth, Inc.* $ 602,750 ------------ Total Health Care Equipment & Services $ 11,023,243 - ------------------------------------------------------------------------------ PHARMACEUTICALS & BIOTECHNOLOGY -- 6.8% Biotechnology -- 2.0% 70,800 Alexion Pharmaceuticals, Inc.*(b) $ 2,666,328 28,600 Cephalon, Inc.*(b) 1,947,660 ------------ $ 4,613,988 - ------------------------------------------------------------------------------ Life Sciences Tools & Services -- 2.6% 56,845 Advanced Magnetics, Inc.*(b) $ 2,090,191 49,400 Charles River Laboratories International, Inc.* 1,344,174 76,500 Sequenom, Inc.*(b) 1,087,830 42,500 Thermo Fisher Scientific, Inc.* 1,515,975 ------------ $ 6,038,170 - ------------------------------------------------------------------------------ Pharmaceuticals -- 2.2% 236,100 Cardiome Pharma Corp.* $ 691,773 64,000 Endo Pharmaceuticals Holdings, Inc.*(b) 1,131,520 236,000 Mylan, Inc.*(b) 3,164,760 ------------ $ 4,988,053 ------------ Total Pharmaceuticals & Biotechnology $ 15,640,211 - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 19 Schedule of Investments | 3/31/09 (unaudited) (continued) Shares Value BANKS -- 1.2% Regional Banks -- 1.2% 136,572 First Horizon National Corp.*(b) $ 1,466,785 170,800 KeyCorp (b) 1,344,196 ------------ $ 2,810,981 ------------ Total Banks $ 2,810,981 - ------------------------------------------------------------------------------ DIVERSIFIED FINANCIALS -- 3.8% Asset Management & Custody Banks -- 0.3% 49,600 Invesco Ltd. $ 687,456 - ------------------------------------------------------------------------------ Investment Banking & Brokerage -- 1.1% 88,000 Lazard Ltd. $ 2,587,200 - ------------------------------------------------------------------------------ Specialized Finance -- 2.4% 73,500 IntercontinentalExchange, Inc.* $ 5,473,545 ------------ Total Diversified Financials $ 8,748,201 - ------------------------------------------------------------------------------ INSURANCE -- 1.7% Insurance Brokers -- 0.4% 20,400 Aon Corp. $ 832,728 - ------------------------------------------------------------------------------ Property & Casualty Insurance -- 1.3% 130,589 Axis Capital Holdings, Ltd. $ 2,943,476 ------------ Total Insurance $ 3,776,204 - ------------------------------------------------------------------------------ SOFTWARE & SERVICES -- 20.3% Application Software -- 5.6% 148,400 Amdocs Ltd.*(b) $ 2,748,368 102,900 Ansys, Inc.* 2,582,790 34,400 Citrix Systems, Inc.* 778,816 92,000 Concur Technologies, Inc.* 1,765,480 459,500 Nuance Communications, Inc.*(b) 4,990,170 ------------ $ 12,865,624 - ------------------------------------------------------------------------------ Data Processing & Outsourced Services -- 2.5% 34,800 MasterCard, Inc. (b) $ 5,828,304 - ------------------------------------------------------------------------------ Internet Software & Services -- 6.5% 274,900 Akamai Technologies, Inc.*(b) $ 5,333,060 7,500 Baidu, Inc.* 1,324,500 14,700 Google, Inc.*(b) 5,116,482 94,601 Omniture, Inc.*(b) 1,247,787 135,000 Yahoo!, Inc.* 1,729,350 ------------ $ 14,751,179 - ------------------------------------------------------------------------------ IT Consulting & Other Services -- 0.6% 70,000 SAIC, Inc.* $ 1,306,900 - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. 20 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Shares Value Systems Software -- 5.1% 108,900 BMC Software, Inc.* $ 3,593,700 124,500 Check Point Software Technologies, Ltd.* 2,765,145 81,500 McAfee, Inc.*(b) 2,730,250 47,000 Sybase, Inc.*(b) 1,423,630 50,000 VMware, Inc.*(b) 1,181,000 ------------ $ 11,693,725 ------------ Total Software & Services $ 46,445,732 - ---------------------------------------------------------------------------------- TECHNOLOGY HARDWARE & EQUIPMENT -- 3.8% Communications Equipment -- 2.3% 26,545 F5 Networks, Inc.* $ 556,118 349,510 Riverbed Technology, Inc.*(b) 4,571,591 ------------ $ 5,127,709 - ---------------------------------------------------------------------------------- Computer Hardware -- 0.6% 90,400 Teradata Corp.* $ 1,466,288 - ---------------------------------------------------------------------------------- Computer Storage & Peripherals -- 0.9% 76,900 Synaptics, Inc.*(b) $ 2,057,844 ------------ Total Technology Hardware & Equipment $ 8,651,841 - ---------------------------------------------------------------------------------- SEMICONDUCTORS -- 6.0% Semiconductor Equipment -- 1.4% 89,900 MEMC Electronic Materials, Inc.* $ 1,482,451 130,000 Tessera Technologies, Inc.* 1,738,100 ------------ $ 3,220,551 - ---------------------------------------------------------------------------------- Semiconductors -- 4.6% 64,300 Analog Devices, Inc. $ 1,239,061 87,800 Broadcom Corp.* 1,754,243 34,700 Linear Technology Corp. (b) 797,406 320,300 Marvell Technology Group, Ltd.* 2,933,948 984,600 ON Semiconductor Corp.*(b) 3,839,940 ------------ $ 10,564,598 ------------ Total Semiconductors $ 13,785,149 - ---------------------------------------------------------------------------------- UTILITIES -- 2.7% Independent Power Producer & Energy Traders -- 0.3% 41,700 NRG Energy, Inc.*(b) $ 733,920 - ---------------------------------------------------------------------------------- Multi-Utilities -- 2.4% 49,300 NSTAR $ 1,571,684 52,500 PG&E Corp. 2,006,550 38,100 Sempra Energy 1,761,744 ------------ $ 5,339,978 ------------ Total Utilities $ 6,073,898 - ---------------------------------------------------------------------------------- TOTAL COMMON STOCKS (Cost $272,080,582) $225,456,403 - ---------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 21 Schedule of Investments | 3/31/09 (unaudited) (continued) Principal Amount Value TEMPORARY CASH INVESTMENTS -- 20.4% Securities Lending Collateral -- 20.4% (c) Certificates of Deposit: $ 1,140,276 Abbey National Plc, 1.58%, 8/13/09 $ 1,140,276 1,140,233 Bank of Nova Scotia, 1.58%, 5/5/09 1,140,233 1,823,521 Bank of Scotland NY, 1.45%, 6/5/09 1,823,521 2,052,496 Barclays Bank, 1.13%, 5/27/09 2,052,496 2,052,496 DnB NOR Bank ASA NY, 1.5%, 6/5/09 2,052,496 2,088,985 Intesa SanPaolo S.p.A., 1.03%, 5/22/09 2,088,985 132,257 Nordea NY, 0.52%, 4/9/09 132,257 1,710,413 Royal Bank of Canada NY, 1.44%, 8/7/09 1,710,413 2,052,496 Svenska Bank NY, 1.73%, 7/8/09 2,052,496 ------------ $ 14,193,173 - --------------------------------------------------------------------------------- Commercial Paper: 2,280,551 CBA, 1.31%, 7/16/09 $ 2,280,551 2,280,551 Societe Generale, 1.75%, 9/4/09 2,280,551 2,280,551 U.S. Bank NA, 1.35%, 8/24/09 2,280,551 2,280,551 Monumental Global Funding, Ltd., 1.64%, 8/17/09 2,280,551 1,140,276 CME Group, Inc., 1.44%, 8/6/09 1,140,276 2,239,501 American Honda Finance Corp., 1.29%, 7/14/09 2,239,501 2,280,551 HSBC Bank, Inc., 1.64%, 8/14/09 2,280,551 570,138 IBM, 1.47%, 9/25/09 570,138 2,052,496 MetLife Global Funding, 1.71%, 6/12/09 2,052,496 2,052,496 New York Life Global, 1.37%, 9/4/09 2,052,496 1,938,468 Westpac Banking Corp., 0.94%, 6/1/09 1,938,468 ------------ $ 21,396,130 - --------------------------------------------------------------------------------- Tri-party Repurchase Agreements: 6,841,653 Deutsche Bank, 0.21%, 4/1/09 $ 6,841,653 1,897,624 Barclays Capital Markets, 0.2%, 4/1/09 1,897,624 ------------ $ 8,739,277 - --------------------------------------------------------------------------------- Shares Value Money Market Mutual Fund: 2,280,551 JPMorgan, U.S. Government Money Market Fund $ 2,280,551 ------------ Total Securities Lending Collateral $ 46,609,131 - --------------------------------------------------------------------------------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $46,609,131) $ 46,609,131 - --------------------------------------------------------------------------------- TOTAL INVESTMENT IN SECURITIES -- 119.1% (Cost $318,689,713)(a) $272,065,534 - --------------------------------------------------------------------------------- OTHER ASSETS AND LIABILITIES -- (19.1)% $(43,565,183) - --------------------------------------------------------------------------------- TOTAL NET ASSETS -- 100.0% $228,500,351 - --------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 22 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 * Non-income producing security. (a) At March 31, 2009, the net unrealized loss on investments based on cost for federal income tax purposes of $322,680,754 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 9,771,321 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (60,386,541) ------------ Net unrealized loss $(50,615,220) ============ (b) At March 31, 2009, the following securities were out on loan: Shares Security Value 56,200 Advanced Magnetics, Inc. * $ 2,066,474 44,200 Aegean Marine Petroleum Network, Inc. 740,350 41,000 Akamai Technologies, Inc. * 795,400 69,900 Alexion Pharmaceuticals, Inc. * 2,632,434 15,900 Alpha Natural Resources, Inc. * 282,225 16,000 Amdocs Ltd. * 296,320 28,300 Cephalon, Inc. * 1,927,230 8,000 Continental Airlines, Inc. (Class B) * 70,480 3,900 Corrections Corp. of America * 49,959 66,400 CoStar Group, Inc. * 2,008,600 27,000 Darden Restaurants, Inc. 925,020 79,000 Delta Air Lines, Inc. * 444,770 200,000 El Paso Corp. 1,250,000 13,200 Endo Pharmaceuticals Holdings, Inc. * 233,376 81,400 Exterran Holdings, Inc. * 1,304,028 8,700 First Horizon National Corp. * 93,438 7,100 First Solar, Inc. * 942,170 14,500 Google, Inc. * 5,046,870 235,000 Hologic, Inc. * 3,076,150 5,000 IHS, Inc. * 205,900 99,000 Insulet Corp. * 405,900 169,000 KeyCorp 1,330,030 100 L-3 Communications Holdings, Inc. 6,780 34,100 Linear Technology Corp. 783,618 2,000 MasterCard, Inc. 334,960 36,700 McAfee, Inc. * 1,229,450 156,700 Mylan, Inc. * 2,101,347 39,525 NRG Energy, Inc. * 695,640 182,200 Nuance Communications, Inc. * 1,978,692 92,350 Omniture, Inc. * 1,218,097 10,000 ON Semiconductor Corp. * 39,000 The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 23 Schedule of Investments | 3/31/09 (unaudited) (continued) Shares Security Value 202,925 Riverbed Technology, Inc. * $ 2,654,259 61,900 Ross Stores, Inc. 2,220,972 75,700 Sequenom, Inc. * 1,076,454 21,000 Sybase, Inc. * 636,090 76,100 Synaptics, Inc. * 2,036,436 16,000 Thoratec Corp. * 411,040 27,000 Titanium Metals Corp. 147,690 15,500 TJX Companies, Inc. 397,420 130,700 UAL Corp. * 585,536 49,000 VMware, Inc. * 1,157,380 200 W.W. Grainger, Inc. 14,036 - ------------------------------------------------------------ $45,852,021 ============================================================ (c) Securities lending collateral is managed by Credit Suisse, New York Branch. Purchases and sales of securities (excluding temporary cash investments) for the six months ended March 31, 2009 aggregated $162,411,280 and $170,473,147, 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 March 31, 2009, in valuing the Fund's assets: Other Investments Financial Valuation Inputs in Securities Instruments Level 1 -- Quoted Prices $225,456,403 $-- Level 2 -- Other Significant Observable Inputs 46,609,131 -- Level 3 -- Significant Unobservable Inputs -- -- - -------------------------------------------------------------------------------- Total $272,065,534 $-- ================================================================================ The accompanying notes are an integral part of these financial statements. 24 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Statement of Assets and Liabilities | 3/31/09 (unaudited) ASSETS: Investment in securities, at value (including securities loaned of $45,852,021) (cost $318,689,713) $272,065,534 Cash 3,735,153 Receivables -- Investment securities sold 635,592 Fund shares sold 52,803 Dividends and interest 157,330 Other 47,512 - ------------------------------------------------------------------------------------ Total assets $276,693,924 - ------------------------------------------------------------------------------------ LIABILITIES: Payables -- Investment securities purchased $ 1,284,003 Fund shares repurchased 176,819 Upon return of securities loaned 46,609,131 Due to affiliates 74,048 Accrued expenses 49,572 - ------------------------------------------------------------------------------------ Total liabilities $ 48,193,573 - ------------------------------------------------------------------------------------ NET ASSETS: Paid-in capital $376,620,707 Accumulated net investment loss (228,007) Accumulated net realized loss on investments (101,268,170) Net unrealized loss on investments (46,624,179) - ------------------------------------------------------------------------------------ Total net assets $228,500,351 ==================================================================================== NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class A (based on $199,529,602/23,584,141 shares) $ 8.46 Class B (based on $6,478,894/956,391 shares) $ 6.77 Class C (based on $4,636,130/651,659 shares) $ 7.11 Class Y (based on $17,855,725/2,072,177 shares) $ 8.62 MAXIMUM OFFERING PRICE: Class A ($8.46 [divided by] 94.25%) $ 8.98 ==================================================================================== The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 25 Statement of Operations (unaudited) For the Six Months Ended 3/31/09 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $165) $967,292 Interest 6,124 Income from securities loaned, net 265,227 - ------------------------------------------------------------------------------------- Total investment income $ 1,238,643 - ------------------------------------------------------------------------------------- EXPENSES: Management fees Basic Fee 737,729 Performance Adjustment (92,399) Transfer agent fees Class A 276,041 Class B 39,663 Class C 17,003 Class Y 134 Distribution fees Class A 258,327 Class B 34,644 Class C 24,935 Shareholder communications expense 64,801 Administrative reimbursements 55,046 Custodian fees 17,778 Registration fees 17,923 Professional fees 25,876 Printing expense 25,406 Fees and expenses of nonaffiliated trustees 4,638 Miscellaneous 16,948 - ------------------------------------------------------------------------------------- Total expenses $ 1,524,493 Less fees paid indirectly (2,303) - ------------------------------------------------------------------------------------- Net expenses $ 1,522,190 - ------------------------------------------------------------------------------------- Net investment loss $ (283,547) - ------------------------------------------------------------------------------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $(77,188,038) - ------------------------------------------------------------------------------------- Change in net unrealized loss on investments $(11,857,619) - ------------------------------------------------------------------------------------- Net loss on investments $(89,045,657) - ------------------------------------------------------------------------------------- Net decrease in net assets resulting from operations $(89,329,204) ===================================================================================== The accompanying notes are an integral part of these financial statements. 26 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Statements of Changes in Net Assets For the Six Months Ended 3/31/09 and the Year Ended 9/30/08, respectively Six Months Ended 3/31/09 Year Ended (unaudited) 9/30/08 FROM OPERATIONS: Net investment loss $ (283,547) $ (249,191) Net realized loss on investments (77,188,038) (15,029,586) Change in net unrealized loss on investments (11,857,619) (134,823,818) - ---------------------------------------------------------------------------------------------- Net decrease in net assets resulting from operations $ (89,329,204) $(150,102,595) - ---------------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREOWNERS: Net realized gain: Class A ($0.00 and $0.80 per share, respectively) $ -- $ (21,362,055) Class B ($0.00 and $0.80 per share, respectively) -- (1,053,999) Class C ($0.00 and $0.80 per share, respectively) -- (620,250) Class Y ($0.00 and $0.80 per share, respectively) -- (1,609,179) - ---------------------------------------------------------------------------------------------- Total distributions to shareowners $ -- $ (24,645,483) - ---------------------------------------------------------------------------------------------- FROM FUND SHARE TRANSACTIONS: Net proceeds from sale of shares $ 6,682,555 $ 17,908,756 Reinvestment of distributions -- 23,316,477 Cost of shares repurchased (22,576,292) (72,850,465) - ---------------------------------------------------------------------------------------------- Net decrease in net assets resulting from Fund share transactions $ (15,893,737) $ (31,625,232) - ---------------------------------------------------------------------------------------------- Net decrease in net assets $(105,222,941) $(206,373,310) NET ASSETS: Beginning of period 333,723,292 540,096,602 - ---------------------------------------------------------------------------------------------- End of year period $ 228,500,351 $ 333,723,292 - ---------------------------------------------------------------------------------------------- Accumulated net investment income (loss) $ (228,007) $ 55,540 - ---------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 27 Statements of Changes in Net Assets (continued) '09 Shares '09 Amount '08 Shares '08 Amount (unaudited) (unaudited) Class A Shares sold 416,521 $ 3,537,678 741,731 $ 11,394,837 Reinvestment of distributions -- -- 1,269,119 20,191,659 Less shares repurchased (2,267,937) (19,029,015) (3,900,559) (59,049,100) - ----------------------------------------------------------------------------------------------------- Net decrease (1,851,416) $(15,491,337) (1,889,709) $(27,462,604) ===================================================================================================== Class B Shares sold 101,212 $ 686,248 180,964 $ 2,269,529 Reinvestment of distributions -- -- 78,038 1,013,705 Less shares repurchased (240,595) (1,633,664) (515,735) (6,334,002) - ----------------------------------------------------------------------------------------------------- Net decrease (139,383) $ (947,416) (256,733) $ (3,050,768) ===================================================================================================== Class C Shares sold 151,521 $ 1,085,976 166,687 $ 2,214,901 Reinvestment of distributions -- -- 42,833 582,111 Less shares repurchased (221,672) (1,547,534) (257,873) (3,274,968) - ----------------------------------------------------------------------------------------------------- Net decrease (70,151) $ (461,558) (48,353) $ (477,956) ===================================================================================================== Class Y Shares sold 161,360 $ 1,372,653 132,602 $ 2,029,489 Reinvestment of distributions -- -- 95,028 1,529,002 Less shares repurchased (43,408) (366,079) (270,759) (4,192,395) - ----------------------------------------------------------------------------------------------------- Net increase (decrease) 117,952 $ 1,006,574 (43,129) $ (633,904) ===================================================================================================== The accompanying notes are an integral part of these financial statements. 28 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Financial Highlights Six Months Ended 3/31/09 Year Ended (unaudited) 9/30/08 Class A Net asset value, beginning of period $ 11.54 $ 17.35 - -------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.01) $ -- Net realized and unrealized gain (loss) on investments (3.07) (5.01) - -------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (3.08) $ (5.01) Distributions to shareowners: Net realized gain -- (0.80) Capital contribution -- -- - -------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (3.08) $ (5.81) - -------------------------------------------------------------------------------------- Net asset value, end of period $ 8.46 $ 11.54 ====================================================================================== Total return* (26.69)% (30.16)% Ratio of net expenses to average net assets+ 1.25%** 1.00% Ratio of net investment loss to average net assets+ (0.20)%** (0.02)% Portfolio turnover rate 133%** 106% Net assets, end of period (in thousands) $ 199,530 $293,551 Ratios with reduction for fees paid indirectly: Net expenses 1.25%** 1.00% Net investment loss (0.20)%** (0.02)% ====================================================================================== Year Ended Year Ended Year Ended Year Ended 9/30/07 9/30/06 9/30/05 9/30/04 Class A Net asset value, beginning of period $ 15.38 $ 15.34 $ 13.69 $ 12.68 - ------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.03) $ (0.03) $ (0.02) $ (0.06) Net realized and unrealized gain (loss) on investments 3.02 0.63 1.67 1.07 - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 2.99 $ 0.60 $ 1.65 $ 1.01 Distributions to shareowners: Net realized gain (1.06) (0.56) -- -- Capital contribution 0.04 -- -- -- - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ 1.97 $ 0.04 $ 1.65 $ 1.01 - ------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 17.35 $ 15.38 $ 15.34 $ 13.69 ============================================================================================================= Total return* 20.54%# 4.03% 12.05% 7.97% Ratio of net expenses to average net assets+ 0.89% 0.90% 0.90% 0.90% Ratio of net investment loss to average net assets+ (0.18)% (0.21)% (0.14)% (0.44)% Portfolio turnover rate 48% 96% 115% 98% Net assets, end of period (in thousands) $474,138 $453,950 $503,683 $516,935 Ratios with reduction for fees paid indirectly: Net expenses 0.88% 0.90% 0.90% 0.90% Net investment loss (0.17)% (0.21)% (0.14)% (0.44)% ============================================================================================================= * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sale charges. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. # Total return shown includes capital contribution by PIM. Without such contributions, the total return would have been reduced by 0.28%. ** Annualized. The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 29 Financial Highlights (continued) Six Months Ended 3/31/09 Year Ended (unaudited) 9/30/08 Class B Net asset value, beginning of period $ 9.33 $ 14.35 - --------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.07) $ (0.18) Net realized and unrealized gain (loss) on investments (2.49) (4.04) - --------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (2.56) $ (4.22) Distributions to shareowners: Net realized gain -- (0.80) Capital contribution -- -- - --------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (2.56) $ (5.02) - --------------------------------------------------------------------------------------- Net asset value, end of period $ 6.77 $ 9.33 ======================================================================================= Total return* (27.44)% (31.00)% Ratio of net expenses to average net assets+ 2.97%** 2.23% Ratio of net investment loss to average net assets+ (1.92)%** (1.25)% Portfolio turnover rate 133%** 106% Net assets, end of period (in thousands) $ 6,479 $ 10,219 Ratios with reduction for fees paid indirectly: Net expenses 2.97%** 2.21% Net investment loss (1.92)%** (1.23)% ======================================================================================= Financial Highlights (continued) Year Ended Year Ended Year Ended Year Ended 9/30/07 9/30/06 9/30/05 9/30/04 Class B Net asset value, beginning of period $ 13.04 $ 13.26 $ 11.99 $ 11.24 - ------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.21) $ (0.24) $ (0.20) $ (0.24) Net realized and unrealized gain (loss) on investments 2.55 0.58 1.47 0.99 - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 2.34 $ 0.34 $ 1.27 $ 0.75 Distributions to shareowners: Net realized gain (1.06) (0.56) -- -- Capital contribution 0.03 -- -- -- - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ 1.31 $ (0.22) $ 1.27 $ 0.75 - ------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 14.35 $ 13.04 $ 13.26 $ 11.99 ============================================================================================================= Total return* 19.07%# 2.66% 10.59% 6.67% Ratio of net expenses to average net assets+ 2.16% 2.25% 2.16% 2.18% Ratio of net investment loss to average net assets+ (1.46)% (1.57)% (1.41)% (1.72)% Portfolio turnover rate 48% 96% 115% 98% Net assets, end of period (in thousands) $19,404 $19,972 $26,132 $29,247 Ratios with reduction for fees paid indirectly: Net expenses 2.12% 2.25% 2.15% 2.17% Net investment loss (1.42)% (1.57)% (1.40)% (1.71)% ============================================================================================================= * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. # Total return shown includes capital contribution by PIM. Without such contributions, the total return would have been reduced by 0.25%. ** Annualized. The accompanying notes are an integral part of these financial statements. 30 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Six Months Ended 3/31/09 Year Ended (unaudited) 9/30/08 Class C Net asset value, beginning of period $ 9.77 $ 14.97 - --------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.06) $ (0.15) Net realized and unrealized gain (loss) on investments (2.60) (4.25) - --------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (2.66) $ (4.40) Distributions to shareowners: Net realized gain -- (0.80) Capital contribution -- -- - --------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (2.66) $ (5.20) - --------------------------------------------------------------------------------------- Net asset value, end of period $ 7.11 $ 9.77 ======================================================================================= Total return* (27.23)% (30.92)% Ratio of net expenses to average net assets+ 2.63%** 2.08% Ratio of net investment loss to average net assets+ (1.58)%** (1.10)% Portfolio turnover rate 133%** 106% Net assets, end of period (in thousands) $ 4,636 $ 7,050 Ratios with reduction for fees paid indirectly: Net expenses 2.63%** 2.07% Net investment loss (1.58)%** (1.09)% ======================================================================================= Year Ended Year Ended Year Ended Year Ended 9/30/07 9/30/06 9/30/05 9/30/04 Class C Net asset value, beginning of period $ 13.54 $ 13.72 $ 12.39 $ 11.60 - ------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.19) $ (0.19) $ (0.18) $ (0.29) Net realized and unrealized gain (loss) on investments 2.65 0.57 1.51 1.08 - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 2.46 $ 0.38 $ 1.33 $ 0.79 Distributions to shareowners: Net realized gain (1.06) (0.56) -- -- Capital contribution 0.03 -- -- -- - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ 1.43 $ (0.18) $ 1.33 $ 0.79 - ------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 14.97 $ 13.54 $ 13.72 $ 12.39 ============================================================================================================= Total return* 19.26%# 2.87% 10.73% 6.81% Ratio of net expenses to average net assets+ 1.99% 2.07% 2.05% 1.95% Ratio of net investment loss to average net assets+ (1.28)% (1.38)% (1.29)% (1.48)% Portfolio turnover rate 48% 96% 115% 98% Net assets, end of period (in thousands) $11,527 $10,858 $11,532 $12,405 Ratios with reduction for fees paid indirectly: Net expenses 1.97% 2.07% 2.04% 1.95% Net investment loss (1.26)% (1.38)% (1.28)% (1.48)% ============================================================================================================= * Assumes initial investment at net asset value at the beginning of each period, reinvestment of distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. # Total return shown includes capital contribution by PIM. Without such contributions, the total return would have been reduced by 0.24%. ** Annualized. The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 31 Financial Highlights (continued) Six Months Ended 3/31/09 Year Ended (unaudited) 9/30/08 CLASS Y Net asset value, beginning of period $ 11.72 $ 17.54 - ------------------------------------------------------------------------------------ Increase (decrease) from investment operations: Net investment income $ 0.02 $ 0.06 Net realized and unrealized gain (loss) on investments (3.12) (5.08) - ------------------------------------------------------------------------------------ Net increase (decrease) from investment operations $ (3.10) $ (5.02) Distributions to shareowners: Net realized gain -- (0.80) Capital contribution -- -- - ------------------------------------------------------------------------------------ Net increase (decrease) in net asset value $ (3.10) $ (5.82) - ------------------------------------------------------------------------------------ Net asset value, end of period $ 8.62 $ 11.72 ==================================================================================== Total return* (26.45)% (29.88)% Ratio of net expenses to average net assets+ 0.69%** 0.58% Ratio of net investment income to average net assets+ 0.36%** 0.40% Portfolio turnover rate 133%** 106% Net assets, end of period (in thousands) $ 17,856 $ 22,904 Ratios with reduction for fees paid indirectly: Net expenses 0.69%** 0.58% Net investment income 0.36%** 0.40% ==================================================================================== Financial Highlights (continued) For the Period from 2/1/05 (Commencement Year Ended Year Ended of Operations) 9/30/07 9/30/06 to 9/30/05 CLASS Y Net asset value, beginning of period $ 15.48 $ 15.37 $ 14.72 - --------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income $ 0.04 $ 0.03 $ 0.01 Net realized and unrealized gain (loss) on investments 3.04 0.64 0.64 - --------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 3.08 $ 0.67 $ 0.65 Distributions to shareowners: Net realized gain (1.06) (0.56) -- Capital contribution 0.04 -- -- - --------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ 2.06 $ 0.11 $ 0.65 - --------------------------------------------------------------------------------------------------- Net asset value, end of period $ 17.54 $ 15.48 $ 15.37 =================================================================================================== Total return* 21.01%# 4.50% 4.42%++ Ratio of net expenses to average net assets+ 0.49% 0.48% 0.51%** Ratio of net investment income to average net assets+ 0.23% 0.23% 0.28%** Portfolio turnover rate 48% 96% 115%++ Net assets, end of period (in thousands) $35,027 $29,569 $ 5,143 Ratios with reduction for fees paid indirectly: Net expenses 0.49% 0.48% 0.51%** Net investment income 0.23% 0.23% 0.28%** =================================================================================================== * Assumes initial investment at net asset value at the beginning of each period, reinvestment of distributions, the complete redemption of the investment at net asset value at the end of each period. ** Annualized. + Ratios with no reduction for fees paid indirectly. ++ Not annualized. # Total return shown includes capital contribution by PIM. Without such contributions, the total return would have been reduced by 0.28%. The accompanying notes are an integral part of these financial statements. 32 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Notes to Financial Statements | 3/31/09 (unaudited) 1. Organization and Significant Accounting Policies Pioneer Mid Cap Growth Fund (the Fund) is a Delaware statutory trust registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The investment objective of the Fund is to seek capital growth by investing in a diversified portfolio consisting primarily of common stocks. The Fund offers four classes of shares -- Class A, Class B, Class C, and Class Y shares. Each class of shares represents an interest in the same portfolio of investments of the Fund and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different 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 Fund gives the Board the flexibility to specify either per share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per share voting, each share of a class of the Fund is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. 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 Y shares. The Fund's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Fund to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gains and losses on investments during the reporting period. Actual results could differ from those estimates. At times, the Fund's investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political or regulatory developments or other risks affecting these industries or sectors. The Fund's prospectuses contain unaudited information regarding the Fund's principal risks. Please refer to those documents when considering the Fund's principal risks. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 33 The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Fund is computed once daily, on each day the New York Stock Exchange (NYSE) is open, as of the close of regular trading on the NYSE. In computing the net asset value, securities 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 securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of such times. The Fund may also use fair value methods to value a security, including a non-U.S. security, when the closing market price on the principal exchange where the security is traded no longer reflects the value of the security. At March 31, 2009, 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 Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. B. Futures Contracts The Fund 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 Fund 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 received or paid by the Fund, depending on the daily fluctuation in the value of the contracts, and are recorded by the Fund as unrealized gains or losses, respectively. When the contract is closed, the Fund realizes a gain or loss equal to 34 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 the difference between the opening and closing value of the contract. The use of futures contracts involves, to varying degrees, elements of market and counterparty risks, which may exceed the amounts recognized by the Fund. Changes in value of the contracts may not directly correlate to the changes in value of the underlying securities. These risks may decrease the effectiveness of the Fund's hedging strategies and potentially result in a loss. At March 31, 2009, there were no open futures contracts. C. Federal Income Taxes It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. Tax years for the prior three fiscal years are 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 sources of the Fund's distributions may be shown in the accompanying financial statements as from or in excess of net investment income or as from net realized gain on investment transactions, or as from paid-in-capital, depending on the type of book/tax differences that may exist. The Fund has elected to defer $20,033,551 of capital losses recognized between November 1, 2007 and September 30, 2008 to its fiscal year ending September 30, 2009. The tax character of current year distributions paid will be determined at the end of the current taxable year. The tax character of distributions paid during the year ended September 30, 2008 was as follows: 2008 Distributions paid from: Ordinary income $ 4,831,172 Long-term capital gain 19,814,311 - ------------------------------------------- Total $24,645,483 =========================================== The following shows the components of distributable earnings on a federal income tax basis at September 30, 2008: 2008 Distributable earnings: Post-October loss deferred $(20,033,551) Unrealized depreciation (38,757,601) - ------------------------------------------- Total $(58,791,152) =========================================== Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 35 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. D. Fund Shares The Fund records sales and repurchases of its shares as of trade date. Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Fund and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), earned $28,673 in underwriting commissions on the sale of Class A shares for the six months ended March 31, 2009. E. Class Allocations Income, common expenses and realized and unrealized gains and losses are calculated at the Fund level and allocated daily to each class of shares based on the respective percentage of adjusted net assets at the beginning of the day. Distribution fees are calculated based on the average daily net asset value attributable to Class A, Class B and Class C shares of the Fund, respectively (see Note 4). Class Y shares are not subject to a distribution fee plan. Shareowners of each class participate in all expenses and fees paid to the transfer agent, Pioneer Investment Management Shareholder Services, Inc. (PIMSS), for its services, which are allocated based on the number of accounts in each class and the ratable allocation of related out-of-pocket expenses (see Note 3). Distributions to shareowners are recorded as of the ex-dividend date. Distributions paid by the Fund with respect to each class of shares are calculated in the same manner and at the same time, except that Class A, Class B, Class C and Class Y shares can bear different transfer agent and distribution expense rates. F. Securities Lending The Fund lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a securities loan transaction, the Fund typically receives cash collateral from the borrower equal to at least the value of the securities loaned, which is invested in temporary cash investments. Credit Suisse, New York Branch, as the Fund's securities lending agent, manages the Fund's securities lending collateral. The income earned on the investment of collateral is shared with the borrower and the lending agent in payment of any rebate due to the borrower with respect to the securities loan, and in compensation for the lending agent's services to the Fund. The Fund also continues to receive payments in lieu of dividends 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 36 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 Fund. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Fund has the right, under the lending agreement, to terminate the loan and recover the securities from the borrower with prior notice. The Fund 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 Fund, 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 Fund's custodian or subcustodians. The Fund's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. H. Option Writing When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from investments. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss. The Fund as writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option. There were no written call options for the six months ended March 31, 2009. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's portfolio. PIM receives a basic fee that is calculated at the annual rate of 0.625% of the Fund's average daily net assets. The basic fee can increase or decrease by a maximum of -0.20% based on the investment performance of the Fund's Class A shares as compared to the Russell Midcap Growth Index. The performance comparison is made for a rolling 36-month period. In addition, the fee is further limited to a maximum annualized rate adjustment of up to 0.20%. For the six month period ended March 31, 2009, the aggregate performance adjustment resulted in a reduction to the basic fee of $92,399. For Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 37 the six months ended March 31, 2009, the effective management fee was equivalent to 0.55% of average daily net assets. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Fund. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $1,294 in management fees, administrative costs and certain other fees payable to PIM at March 31, 2009. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Fund at negotiated rates. In addition, the Fund reimbursed PIMSS for out-of-pocket expenses related to shareholder communications activities such as proxy and statement mailing, outgoing phone calls and omnibus relationship contracts. For the six months ended March 31, 2009, such out-of-pocket expenses by class of shares were as follows: Shareholder Communications: Class A $53,178 Class B $ 4,862 Class C $ 6,634 Class Y $ 127 - --------------------------- Total $64,801 =========================== Included in "Due to Affiliates" reflected on the Statement of Assets and Liabilities is $71,099 in transfer agent fees and shareholder communications expense payable to PIMSS at March 31, 2009. 4. Distribution Plan The Fund adopted a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to its Class A, Class B and Class C shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net assets attributable to Class A shares as compensation for personal services and/or account maintenance services or distribution services with regard to Class A shares. Pursuant to the Plan, the Fund pays PFD 1.00% of the average daily net assets attributable to Class B and Class C shares. The fee for Class B and Class C shares consists of a 0.25% service fee and a 0.75% distribution fee paid as compensation for personal services and/or account maintenance services or distribution services with regard to Class B and Class C shares. Prior to February 1, 2008, PFD was reimbursed under the Distribution Plan for distribution expenses in an amount of up to 0.25% of the average daily net assets attributable to Class A shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $1,655 in distribution fees payable to PFD at March 31 2009. 38 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 In addition, redemptions of each class of shares (except Class Y shares) may be subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be imposed on redemptions of certain net asset value purchases of Class A shares within 18 months of purchase. Class B shares that are redeemed within five years of purchase are subject to a CDSC at declining rates beginning at 4.00%, based on the lower of cost or market value of shares being redeemed. Redemptions of Class C shares within one year of purchase are subject to a CDSC of 1.00%, based on the lower of cost or market value of shares being redeemed. Proceeds from the CDSCs are paid to PFD. For the six months ended March 31, 2009, CDSCs in the amount of $9,081 were paid to PFD. 5. Expense Offset Arrangements The Fund has entered into certain expense offset arrangements with PIMSS resulting in a reduction in the Fund's total expenses due to interest earned on cash held by PIMSS. For the six months ended March 31, 2009, the Fund's expenses were reduced by $2,303 under such arrangements. 6. Line of Credit The Fund, along with certain other funds in the Pioneer Family of Funds (the Funds), collectively participate in a $165 million committed, unsecured revolving line of credit facility. Borrowings are used solely for temporary or emergency purposes. The Fund may borrow up to the lesser of $165 million or the limits set for borrowing by the Fund's prospectus and the 1940 Act. Interest on collective borrowings is payable as follows: if the London Interbank Offered Rate (LIBOR) on the related borrowing date is greater than or equal to the Federal Funds Rate on such date, the loan bears interest at the LIBOR rate plus 1.25% on an annualized basis, or if the LIBOR rate on the related borrowing date is less then the Federal Funds Rate on such date, the loan bears interest at the Federal Funds Rate plus 1.25% on an annualized basis. The Funds pay an annual commitment fee for this facility. The commitment fee is allocated among participating Funds based on an allocation schedule set forth in the credit agreement. For the six months ended March 31, 2009, the Fund had no borrowings under this agreement. 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. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 39 Trustees, Officers and Service Providers Trustees John F. Cogan, Jr., Chairman David R. Bock Mary K. Bush Benjamin M. Friedman Margaret B.W. Graham Daniel K. Kingsbury Thomas J. Perna Marguerite A. Piret Stephen K. West Officers John F. Cogan, Jr., President Daniel K. Kingsbury, Executive Vice President Mark E. Bradley, Treasurer Dorothy E. Bourassa, Secretary Investment Adviser and Administrator Pioneer Investment Management, Inc. Custodian Brown Brothers Harriman & Co. Principal Underwriter Pioneer Funds Distributor, Inc. Legal Counsel Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. Proxy Voting Policies and Procedures of the Fund are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 40 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 This page for your notes. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 41 This page for your notes. 42 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 This page for your notes. Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 43 This page for your notes. 44 Pioneer Mid Cap Growth Fund | Semiannual Report | 3/31/09 How to Contact Pioneer We are pleased to offer a variety of convenient ways for you to contact us for assistance or information. Call us for: - -------------------------------------------------------------------------------- Account Information, including existing accounts, new accounts, prospectuses, applications and service forms 1-800-225-6292 FactFone(SM) for automated fund yields, prices, account information and transactions 1-800-225-4321 Retirement plans information 1-800-622-0176 Telecommunications Device for the Deaf (TDD) 1-800-225-1997 Write to us: - -------------------------------------------------------------------------------- PIMSS, Inc. P.O. Box 55014 Boston, Massachusetts 02205-5014 Our toll-free fax 1-800-225-4240 Our internet e-mail address ask.pioneer@pioneerinvestments.com (for general questions about Pioneer only) Visit our web site: www.pioneerinvestments.com This report must be accompanied by a prospectus. The Fund files a complete statement of investments with the Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's web site at http://www.sec.gov. The filed form may also be viewed and copied at the Commission's Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. 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. N/A (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. N/A (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. N/A (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. N/A (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. N/A (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 Mid Cap Growth Fund By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr, President Date May 29, 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 May 29, 2009 By (Signature and Title)* /s/ Mark Bradley Mark Bradley, Treasurer Date May 29, 2009 * Print the name and title of each signing officer under his or her signature.