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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-06106
Pioneer Mid Cap Value Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: October 31
Date of reporting period: November 1, 2004 through October 31, 2005
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
VALUE
FUND
Annual
Report
10/31/05
[LOGO] PIONEER
Investments(R)
Table of Contents
- --------------------------------------------------------------------------------
Letter to Shareowners 1
Portfolio Summary 2
Prices and Distributions 3
Performance Update 4
Comparing Ongoing Fund Expenses 10
Portfolio Management Discussion 12
Schedule of Investments 15
Financial Statements 23
Notes to Financial Statements 33
Report of Independent Registered Public Accounting Firm 43
Trustees, Officers and Service Providers 44
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
LETTER TO SHAREOWNERS 10/31/05
- --------------------------------------------------------------------------------
Dear Shareowner,
- --------------------------------------------------------------------------------
Questions about the economic outlook moved from theoretical to real when
Hurricanes Katrina and Rita wreaked devastation on people and property across
much of the Gulf Coast. Before the storms struck, the economy had been motoring
forward, with strong profit growth and good jobs numbers being reported across a
range of sectors. Despite 12 straight hikes by the Federal Reserve Board,
interest rates were at tolerable levels, and businesses and households were
managing to live with rising energy costs. The Fed raised rates again on
November 1, 2005, suggesting continued concern that inflationary fires are
merely banked, not extinguished. The stimulative effect of massive recovery
spending may have been a factor in the Fed's decision. Damage to many Gulf area
facilities may also keep oil and gasoline supplies tight and restrain GDP growth
for a time. By late in the third quarter, energy prices had backed off peak
levels, but remained high enough to prompt worries over their impact on
consumers and the economy in general.
Consumers are key to the economy's direction. The national savings rate stands
near zero, leaving households with little financial slack to continue absorbing
punishing prices at the pump and in their heating and utility bills; confidence
understandably sagged after the storms. However, U.S. consumers are notably
resilient. If conditions in the job market rebound from storm-induced
disruptions, their behavior seems unlikely to change very much.
Barring surprises, the hurricanes have not undercut our favorable expectations
for the rest of the year. We believe carefully selected, high-quality stocks and
bonds still show potential for solid results even in a slower-growth
environment. With that in mind, our global investment experts are well
positioned to seek attractive opportunities around the world.
Another Fund Group Joins the Pioneer Family
Pioneer Investment Management recently completed the acquisition of AmSouth
Bancorporation's mutual fund management business. This transaction, our fifth in
two years, adds seven new funds to our lineup and expands assets under
management by over $5 billion. Transactions such as these increase our ability
to offer competitively priced products to our shareholders and other investors
through the services of their financial advisors.
Respectfully,
/s/ Osbert M. Hood
Osbert M. Hood, President
Pioneer Investment Management, 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.
Please consider the Fund's investment objectives, risks, charges and expenses.
Contact your advisor or Pioneer investments for a prospectus containing this
information. Please read the information carefully.
1
Pioneer Mid Cap Value Fund
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PORTFOLIO SUMMARY 10/31/05
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Portfolio Diversification
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(As a percentage of total investment portfolio)
[The following data was represented as a pie chart in the printed material]
U.S. Common Stocks 92.5%
Temporary Cash Investments 6.7%
Depositary Receipts for International Stocks 0.8%
Sector Distribution
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(As a percentage of equity holdings)
[The following data was represented as a pie chart in the printed material]
Financials 22.4%
Consumer Discretionary 14.9%
Industrials 10.2%
Health Care 10.2%
Information Technology 9.5%
Materials 9.3%
Consumer Staples 7.8%
Utilities 7.7%
Energy 6.1%
Telecommunication Services 1.9%
10 Largest Holdings
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(As a percentage of equity holdings)*
1. Foot Locker, Inc. 2.20%
2. CIGNA Corp. 2.09
3. Federated Investors, Inc. 2.09
4. The PMI Group, Inc. 2.08
5. Safeway, Inc. 2.06
6. W.W. Grainger, Inc. 2.05
7. Republic Services, Inc. 1.96
8. Ball Corp. 1.95
9. Air Products & Chemicals, Inc. 1.94
10. Mellon Bank Corp. 1.90
* This list excludes temporary cash and derivative instruments. The portfolio
is actively managed, and current holdings may be different.
2
Pioneer Mid Cap Value Fund
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PRICES AND DISTRIBUTIONS
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Net Asset Value Per Share
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Class 10/31/05 10/31/04
----- -------- --------
A $22.84 $25.57
B $20.10 $23.32
C $19.94 $23.15
R $22.67 $25.46
Y $23.68 $26.17
Class 10/31/05 12/10/04
----- -------- --------
Investor $22.88 $24.00
Distributions Per Share
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11/1/04 - 10/31/05
-----------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
----- ------ ------------- -------------
A $ - $0.7928 $4.8342
B $ - $0.7928 $4.8342
C $ - $0.7928 $4.8342
R $ - $0.7928 $4.8342
Y $ - $0.7928 $4.8342
12/10/04 - 10/31/05
-----------------------------------------------
Net Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
----- ------ ------------- -------------
Investor $ - $0.6100 $1.8600
3
Pioneer Mid Cap Value Fund
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PERFORMANCE UPDATE 10/31/05 CLASS A SHARES
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Investment Returns
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The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund at public offering price, compared to that of the
Russell Midcap Value Index.
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Average Annual Total Returns
(As of October 31, 2005)
Public
Net Asset Offering
Period Value (NAV) Price (POP)
10 Years 10.73% 10.08%
5 Years 10.62 9.32
1 Year 11.90 5.47
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
10/95 $ 9,425 $ 10,000
10/97 13,088 16,049
10/99 13,142 17,940
10/01 16,063 19,793
10/03 19,845 25,629
10/05 26,126 36,678
Call 1-800-225-6292 or visit www.pioneerfunds.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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
4
Pioneer Mid Cap Value Fund
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PERFORMANCE UPDATE 10/31/05 CLASS B SHARES
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Investment Returns
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The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value
Index.
- --------------------------------------------------
Average Annual Total Returns
(As of October 31, 2005)
If If
Period Held Redeemed
10 Years 9.82% 9.82%
5 Years 9.66 9.66
1 Year 10.81 9.36
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
10/95 $ 10,000 $ 10,000
10/97 13,663 16,049
10/99 13,512 17,940
10/01 16,248 19,793
10/03 19,738 25,629
10/05 25,510 36,678
Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end
performance results. Current performance may be lower or higher than the
performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). Effective December 1, 2004, the period during which a CDSC is applied to
withdrawals was shortened to 5 years. The maximum CDSC for Class B shares
continues to be 4%. For more complete information, please see the prospectus for
details. Note: Shares purchased prior to December 1, 2004 remain subject to the
CDSC in effect at the time you purchased those shares. For performance
information for shares purchased prior to December 1, 2004, please visit
www.pioneerfunds.com/bshares. 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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
5
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 10/31/05 CLASS C SHARES
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Investment Returns
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The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value
Index.
- --------------------------------------------------
Average Annual Total Returns
(As of October 31, 2005)
If If
Period Held Redeemed
Life-of-Class
(1/31/96) 9.25% 9.25%
5 Years 9.65 9.65
1 Year 10.95 10.95
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
01/96 $ 10,000 $ 10,000
10/97 12,721 14,696
10/99 12,567 16,427
10/01 15,089 18,123
10/03 18,313 23,468
10/05 23,692 33,583
Call 1-800-225-6292 or visit www.pioneerfunds.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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
6
Pioneer Mid Cap Value Fund
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PERFORMANCE UPDATE 10/31/05 INVESTOR CLASS SHARES
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Investment Returns
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The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value
Index.
- --------------------------------------------------
Average Annual Total Returns
(As of October 31, 2005)
If If
Period Held Redeemed
Life-of-Class
(12/10/04) 5.39% 5.39%
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
12/04 $ 10,000 $ 10,000
10/05 10,166 10,776
Call 1-800-225-6292 or visit www.pioneerfunds.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.
Certain Pioneer funds (the "Funds") issued Investor Class shares in connection
with the reorganization of Safeco mutual funds. The Funds are not offering
additional Investor Class shares except in connection with the reinvestment of
dividends on the Funds' outstanding Investor Class shares. All Investor Class
shares of the Funds, whenever issued, convert to Class A shares of their
respective Funds on December 10, 2006. Investor Class shares are not subject to
sales charges.
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 does 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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
7
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 10/31/05 CLASS R SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value
Index.
- --------------------------------------------------
Average Annual Total Returns
(As of October 31, 2005)
If If
Period Held Redeemed
10 Years 10.29% 10.29%
5 Years 10.30 10.30
1 Year 11.69 11.69
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
10/95 $ 10,000 $ 10,000
10/97 13,737 16,049
10/99 13,665 17,940
10/01 16,527 19,793
10/03 20,283 25,629
10/05 26,618 36,678
Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end
performance results. Current performance may be lower or higher than the
performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
The performance of Class R shares for the period prior to the commencement of
operations of Class R shares on 4/1/03 is based on the performance of Class A
shares, reduced to reflect the higher distribution and service fees of Class R
shares. For the period after April 1, 2003, the actual performance of Class R
shares is reflected, which performance may be influenced by the smaller asset
size of Class R shares compared to Class A shares. The performance of Class R
shares does not reflect the 1% CDSC that was in effect prior to July 1, 2004.
Class R 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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
8
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 10/31/05 CLASS Y SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart below shows the change in value of a $10,000 investment made
in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value
Index.
- --------------------------------------------------
Average Annual Total Returns
(As of October 31, 2005)
If If
Period Held Redeemed
10 Years 11.15% 11.15%
5 Years 11.20 11.20
1 Year 12.61 12.61
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[The following data was represented as a mountain chart in the printed material]
Pioneer Russell
Mid Cap Midcap
Value Value
Fund Index
---- -----
10/95 $ 10,000 $ 10,000
10/97 13,883 16,049
10/99 14,036 17,940
10/01 17,321 19,793
10/03 21,609 25,629
10/05 28,768 36,678
Call 1-800-225-6292 or visit www.pioneerfunds.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 for periods prior to the inception of Y shares reflects the NAV
performance of the Fund's A shares. The performance does not reflect differences
in expenses, including the Rule 12b-1 fees applicable to A shares. Since fees
for A shares are generally higher than those of Y shares, the performance shown
for Y shares prior to their inception would have been higher. Class A shares are
used as a proxy from 7/25/90 to 7/2/98. 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 and can be rescinded at any time. See the
prospectus and financial statements for complete details.
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 Value Index measures the performance of U.S. mid-cap value
stocks. Index returns assume reinvestment of dividends and, unlike Fund returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
9
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
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 Value Fund
Based on actual returns from May 1, 2005 through October 31, 2005
Share Class A B C Investor R Y
- -------------------------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 5/1/05
Ending Account $1,037.94 $1,033.10 $1,033.44 $1,039.14 $1,030.47 $1,040.57
Value On 10/31/05
Expenses Paid $ 5.65 $ 10.56 $ 9.99 $ 4.83 $ 6.78 $ 3.45
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 1.10%, 2.06%,
1.95%, 0.94%, 1.32%, and 0.67% for Class A, Class B, Class C, Investor
Class, Class R and Class Y shares, respectively, multiplied by the average
account value over the period, multiplied by 184/365 (to reflect the
one-half year period).
10
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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 Value Fund
Based on a hypothetical 5% per year return before expenses, reflecting the
period from May 1, 2005 through October 31, 2005
Share Class A B C Investor R Y
- -------------------------------------------------------------------------------------------------
Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Value On 5/1/05
Ending Account $1,019.66 $1,014.82 $1,015.38 $1,020.47 $1,018.55 $1,021.83
Value On
10/31/05
Expenses Paid $ 5.60 $ 10.46 $ 9.91 $ 4.79 $ 6.72 $ 3.41
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 1.10%, 2.06%,
1.95%, 0.94, 1.32%, and 0.67% for Class A, Class B, Class C, Investor Class,
Class R and Class Y shares, respectively, multiplied by the average account
value over the period, multiplied by 184/365 (to reflect the one-half year
period).
11
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
PORTFOLIO MANAGEMENT DISCUSSION 10/31/05
- --------------------------------------------------------------------------------
Domestic stocks performed unevenly during the 12 months ending October 31, 2005.
Equity prices rose early in the period before moving up and down without clear
direction for the remainder of the period as investors grappled with concerns
about rising interest rates, higher energy prices and the sustainability of the
economic expansion. In the following discussion, Rod Wright, portfolio manager
of Pioneer Mid Cap Value Fund, provides an update on the Fund, its investment
strategies and the economic environment during the 12 months.
Q: How did the Fund perform?
A: Pioneer Mid Cap Value Fund, while lagging its benchmark, the Russell Midcap
Value Index, outperformed the overall market, as measured by the Standard &
Poor's 500 Index. For the 12 months ending October 31, 2005, the Fund's
Class A shares had a total return of 11.90% at net asset value. During the
same 12 months, the S&P 500 Index returned 8.72%, while the Russell Midcap
Value Index returned 19.50%. During the same period, the average return of
248 funds in Lipper's Mid-Cap Value category was 14.51%.
Call 1-800-225-6292 or visit www.pioneerfunds.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.
Q: What were the principal factors that influenced performance?
A: Much of the overall market's positive performance for the 12 months came
during the first two months of the Fund's fiscal year, November and
December 2005, amid rising optimism in the markets following the
re-election of President Bush and the apparent end to many uncertainties.
However, that optimism gave way to concerns about the impact of higher
energy prices and of rising interest rates resulting from the Federal
Reserve Board's actions to forestall any increase in inflationary
pressures. Although the price of oil rose early in the period, reaching $50
a barrel halfway through the fiscal year, energy prices did not
significantly influence consumer or investor behavior until later when oil
prices rose further, eventually hitting $70 per barrel. In contrast,
short-term interest rates rose throughout the period as the Federal
Reserve,
12
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
as predicted, kept tightening monetary policy to restrain the pace of
economic growth. Also affecting investor psychology were continued concerns
about the war in Iraq, the effects of the growing influence of China on the
global economy, and rising prices of commodities, including copper, iron
ore and forest products.
While the Fund had positive results and outperformed the overall market, as
reflected by the S&P 500, performance trailed the benchmark Russell Midcap
Value Index. The primary reasons were our lack of exposure to real estate
investment trusts (REITs) and our de-emphasis of utilities stocks, two
areas that performed well over the 12 months. We do not normally invest in
REITs. We avoided utilities for two reasons: we thought they were priced
expensively, and they did not meet the criteria of our investment
discipline, which seeks above-average businesses with strong potential for
improvement.
Q: What were some of the investments that helped support performance?
A: We had excellent results from several health care investments, including:
IVAX, a generic drug manufacturer that was acquired by another company,
Teva, at a premium to its stock valuation; CIGNA, a large HMO which
benefited as its new information technology system resulted in improved
productivity and efficiency; and Triad Hospitals, a hospital chain whose
stock price rose as management reduced debt and stabilized operations. We
have taken profits and reduced our investment in Triad.
The stock of SunGard Data Systems, which provides software and information
technology systems for large enterprises, appreciated sharply on the news
that it was being taken over by private equity groups. Specialty insurer
UNUM Provident rose as management successfully turned around the business.
During a period of rising oil prices, our energy investments helped
substantially, led by Occidental Petroleum, a refiner, and Devon Energy, an
exploration and production company.
Q: What were some of the investments that detracted from results?
A: Several of our consumer discretionary selections were hurt as rising oil
prices cut into the disposable incomes of consumers. In addition, athletic
shoe retailer Foot Locker's results were affected by intense price
competition in the United Kingdom and France, which caused the company to
miss earnings expectations. Symbol
13
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
PORTFOLIO MANAGEMENT DISCUSSION 10/31/05 (continued)
- --------------------------------------------------------------------------------
Technologies, a leader in developing and producing scanning devices and
systems used in a variety of applications, declined as a new management
struggled to deal with lingering legal issues that it had inherited. Tenet
Healthcare, a hospital chain, fell hard late in the period as it reported
disappointing earnings because of problems associated with hurricanes. The
company operated several hospitals in Louisiana that were hit by Hurricane
Katrina, while its claims processing center in Florida was damaged by
Hurricane Wilma. We think Foot Locker and Symbol Technologies offer
attractive longer-term opportunities and we have retained positions in both
companies.
Q: What is your investment outlook?
A: We strive for the Fund to perform consistently over the long term, and we
think the Fund is very well positioned. We have worked to guard against the
risks of rising interest rates by underweighting banks and utilities and
continue to avoid real estate investment trusts. While the overall mid-cap
value stock universe includes a heavy concentration of interest-rate
sensitive stocks, our portfolio has minimized interest-rate risks. We
anticipate that this positioning could help our relative and absolute
performance in the future. The portfolio emphasizes higher-quality
companies with reasonable prices that have potential catalysts for improved
results and better-than-average business prospects over the long term.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries and sectors. Investing in foreign and/or emerging markets securities
involves risks relating to interest rates, currency exchange rates, economic,
and political conditions. Investments in mid-sized companies may offer the
potential for higher returns, but are also subject to greater short-term price
fluctuations than larger, more established companies.
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 opinions 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.
14
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 10/31/05
- --------------------------------------------------------------------------------
Shares Value
COMMON STOCK - 98.5%
Energy - 6.1%
Integrated Oil & Gas - 1.2%
425,000 Occidental Petroleum Corp. $ 33,524,000
--------------
Oil & Gas Drilling - 1.9%
409,800 ENSCO International, Inc. $ 18,682,782
236,500 Nabors Industries, Inc.* 16,230,995
265,000 Transocean Offshore, Inc.* 15,234,850
--------------
$ 50,148,627
--------------
Oil & Gas Equipment & Services - 0.6%
244,500 Weatherford International, Inc.*(b) $ 15,305,700
--------------
Oil & Gas Exploration & Production - 1.7%
212,500 Apache Corp. $ 13,563,875
525,000 Devon Energy Corp. 31,699,500
--------------
$ 45,263,375
--------------
Oil & Gas Refining & Marketing - 0.7%
300,000 Tesoro Petroleum Corp.* $ 18,345,000
--------------
Total Energy $ 162,586,702
--------------
Materials - 9.1%
Aluminum - 0.6%
808,000 Novelis, Inc. $ 15,925,680
--------------
Diversified Chemical - 3.1%
750,000 Ashland, Inc. $ 40,132,500
725,800 PPG Industries, Inc. 43,526,226
--------------
$ 83,658,726
--------------
Diversified Metals & Mining - 1.0%
525,000 Freeport-McMoRan Copper & Gold, Inc.
(Class B) (b) $ 25,945,500
--------------
Industrial Gases - 1.9%
900,800 Air Products & Chemicals, Inc. $ 51,561,792
--------------
Metal & Glass Containers - 1.9%
1,315,700 Ball Corp. $ 51,799,109
--------------
The accompanying notes are an integral part of these financial statements. 15
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Paper Products - 0.6%
650,000 Meadwestvaco Corp. $ 17,043,000
--------------
Total Materials $ 245,933,807
--------------
Capital Goods - 4.8%
Building Products - 1.2%
824,000 American Standard Companies, Inc. $ 31,344,960
--------------
Construction & Farm Machinery & Heavy Trucks - 1.6%
700,000 Deere & Co. $ 42,476,000
--------------
Trading Companies & Distributors - 2.0%
814,600 W.W. Grainger, Inc. $ 54,561,908
--------------
Total Capital Goods $ 128,382,868
--------------
Commercial Services & Supplies - 4.5%
Commercial Printing - 1.4%
1,100,000 R.R. Donnelly & Sons Co. $ 38,522,000
--------------
Diversified Commercial Services - 1.2%
488,700 The Dun & Bradstreet Corp.* $ 30,944,484
--------------
Environmental & Facilities Services - 1.9%
1,475,000 Republic Services, Inc. $ 52,141,250
--------------
Total Commercial Services & Supplies $ 121,607,734
--------------
Transportation - 0.8%
Railroads - 0.8%
300,000 Canadian National Railway Co. $ 21,744,000
--------------
Total Transportation $ 21,744,000
--------------
Consumer Durables & Apparel - 1.9%
Apparel, Accessories & Luxury Goods - 1.0%
787,600 Liz Claiborne, Inc. $ 27,723,520
--------------
Photographic Products - 0.9%
1,100,000 Eastman Kodak Co. (b) $ 24,090,000
--------------
Total Consumer Durables & Apparel $ 51,813,520
--------------
Consumer Services - 1.7%
Hotels, Resorts & Cruise Lines - 1.1%
733,700 Royal Caribbean Cruises, Ltd. $ 30,404,528
--------------
16 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Restaurants - 0.6%
725,000 Ruby Tuesday, Inc. (b) $ 15,884,750
--------------
Total Consumer Services $ 46,289,278
--------------
Media - 5.4%
Advertising - 1.7%
4,500,000 The Interpublic Group of Companies, Inc.*(b) $ 46,485,000
--------------
Broadcasting & Cable Television - 2.4%
1,093,100 Clear Channel Communications, Inc. (b) $ 33,252,102
1,084,300 Entercom Communications Corp.* 31,303,741
--------------
$ 64,555,843
--------------
Movies & Entertainment - 0.6%
925,000 Regal Entertainment Group (b) $ 17,047,750
--------------
Publishing - 0.7%
550,000 Tribune Co. $ 17,330,500
--------------
Total Media $ 145,419,093
--------------
Retailing - 5.7%
Apparel Retail - 2.2%
3,000,000 Foot Locker, Inc. $ 58,320,000
--------------
Department Stores - 0.8%
362,500 Federated Department Stores, Inc. $ 22,246,625
--------------
Internet Retail - 1.2%
1,783,900 Expedia, Inc.*(b) $ 33,519,481
--------------
Specialty Stores - 1.5%
3,000,000 Blockbuster, Inc. (b) $ 13,680,000
650,000 Tiffany & Co. 25,610,000
--------------
$ 39,290,000
--------------
Total Retailing $ 153,376,106
--------------
Food & Drug Retailing - 4.6%
Drug Retail - 0.9%
1,000,000 CVS Corp. $ 24,410,000
--------------
Food Retail - 2.0%
2,350,000 Safeway, Inc. (b) $ 54,661,000
--------------
The accompanying notes are an integral part of these financial statements. 17
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Hypermarkets & Supercenters - 1.7%
1,575,000 BJ'S Wholesale Club, Inc.*(b) $ 44,856,000
--------------
Total Food & Drug Retailing $ 123,927,000
--------------
Food, Beverage & Tobacco - 3.1%
Brewers - 1.4%
600,000 Molson Coors Brewing Co. (Class B) $ 37,020,000
--------------
Packaged Foods & Meats - 0.9%
675,000 H.J. Heinz Co., Inc. $ 23,962,500
--------------
Tobacco - 0.8%
550,000 UST, Inc.* $ 22,764,500
--------------
Total Food, Beverage & Tobacco $ 83,747,000
--------------
Health Care Equipment & Services - 8.1%
Health Care Distributors - 0.6%
375,000 McKesson Corp. $ 17,036,250
--------------
Health Care Equipment - 1.5%
1,641,900 Boston Scientific Corp.* $ 41,244,528
--------------
Health Care Facilities - 1.5%
3,910,500 Tenet Healthcare Corp.* $ 32,926,410
192,500 Triad Hospitals, Inc.* 7,917,525
--------------
$ 40,843,935
--------------
Health Care Services - 2.4%
775,000 Laboratory Corp. of America Holdings* $ 37,393,750
1,100,000 IMS Health, Inc. 25,553,000
--------------
$ 62,946,750
--------------
Managed Health Care - 2.1%
480,000 CIGNA Corp. $ 55,617,600
--------------
Total Health Care Equipment & Services $ 217,689,063
--------------
Pharmaceuticals & Biotechnology - 1.9%
Pharmaceuticals - 1.9%
1,975,000 Perrigo Co. $ 26,405,750
719,200 Shire Pharmaceuticals Group Plc (A.D.R.) 25,776,128
--------------
$ 52,181,878
--------------
Total Pharmaceuticals & Biotechnology $ 52,181,878
--------------
18 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Banks - 7.5%
Regional Banks - 4.8%
405,100 City National Corp. $ 29,726,238
925,000 KeyCorp 29,822,000
575,000 Marshall & Ilsley Corp. (b) 24,702,000
848,300 North Fork Bancorporation, Inc. 21,495,922
335,000 Zions Bancorporation 24,612,450
--------------
$ 130,358,610
--------------
Thrifts & Mortgage Finance - 2.7%
1,400,000 Hudson City Bancorp, Inc. $ 16,576,000
1,382,000 The PMI Group, Inc. 55,114,160
--------------
$ 71,690,160
--------------
Total Banks $ 202,048,770
--------------
Diversified Financials - 6.4%
Asset Management & Custody Banks - 3.9%
1,587,700 Federated Investors, Inc. $ 55,585,377
1,595,800 Mellon Bank Corp. 50,570,902
--------------
$ 106,156,279
--------------
Investment Banking & Brokerage - 2.5%
570,000 A.G. Edwards, Inc. $ 24,122,400
400,000 Bear Stearns Co., Inc.*(b) 42,320,000
--------------
$ 66,442,400
--------------
Total Diversified Financials $ 172,598,679
--------------
Insurance - 8.1%
Insurance Brokers - 2.1%
725,000 Marsh & McLennan Co., Inc. $ 21,133,750
950,000 Willis Group Holdings, Ltd. 35,283,000
--------------
$ 56,416,750
--------------
Life & Health Insurance - 1.4%
1,850,000 UNUM Corp. (b) $ 37,536,500
--------------
Multi-Line Insurance - 1.2%
840,800 Assurant, Inc. $ 32,118,560
--------------
The accompanying notes are an integral part of these financial statements. 19
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
Shares Value
Property & Casualty Insurance - 2.6%
575,000 Safeco Corp. $ 32,027,500
63,000 White Mountains Insurance Group, Ltd. 38,108,700
--------------
$ 70,136,200
--------------
Reinsurance - 0.8%
775,000 Platinum Underwriter Holdings, Ltd. $ 22,079,750
--------------
Total Insurance $ 218,287,760
--------------
Software & Services - 1.2%
Data Processing & Outsourced Services - 1.2%
2,500,000 The BISYS Group, Inc.* $ 31,700,000
--------------
Total Software & Services $ 31,700,000
--------------
Technology Hardware & Equipment - 8.1%
Communications Equipment - 2.1%
825,000 Scientific-Atlanta, Inc. $ 29,238,000
2,887,000 Tellabs, Inc.* 27,599,720
--------------
$ 56,837,720
--------------
Computer Hardware - 1.8%
700,000 Diebold, Inc. $ 25,298,000
750,400 NCR Corp.* 22,677,088
--------------
$ 47,975,088
--------------
Computer Storage & Peripherals - 1.3%
818,500 Imation Corp. $ 35,039,985
--------------
Electronic Equipment & Instruments - 1.4%
4,600,000 Symbol Technologies, Inc. $ 38,180,000
--------------
Office Electronics - 1.5%
3,067,100 Xerox Corp.*(b) $ 41,620,547
--------------
Total Technology Hardware & Equipment $ 219,653,340
--------------
Telecommunication Services - 1.9%
Integrated Telecommunications Services - 1.9%
800,000 Century Telephone Enterprises, Inc. $ 26,184,000
6,453,500 Cincinnati Bell, Inc.* 25,555,860
--------------
$ 51,739,860
--------------
Total Telecommunication Services $ 51,739,860
--------------
20 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Utilities - 7.6%
Electric Utilities - 3.1%
708,600 Edison International $ 31,008,336
375,000 Entergy Corp. 26,520,000
2,000,000 Reliant Energy* 25,400,000
--------------
$ 82,928,336
--------------
Independent Power Producers & Energy Traders - 2.2%
500,000 Constellation Energy Group $ 27,400,000
750,000 NRG Energy, Inc.* 32,257,500
--------------
$ 59,657,500
--------------
Multi-Utilities - 2.3%
971,600 NSTAR $ 26,427,520
995,600 PG&E Corp. 36,219,928
--------------
$ 62,647,448
--------------
Total Utilities $ 205,233,284
--------------
TOTAL COMMON STOCK
(Cost $2,418,655,800) $2,655,959,742
--------------
Principal
Amount
TEMPORARY CASH INVESTMENTS - 7.1%
Repurchase Agreement - 1.8%
$48,900,000 UBS Warburg, Inc., 3.85%, dated 10/31/05,
repurchase price of $48,900,000 plus
accrued interest on 11/1/05 collateralized
by $62,137,000 U.S. Treasury Bill,
4.192%, 4/20/06 $ 48,900,000
--------------
Shares
Security Lending Collateral - 5.3%
142,487,166 Securities Lending Investment Fund, 3.89% $ 142,487,166
--------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $191,387,166) $ 191,387,166
--------------
TOTAL INVESTMENT IN SECURITIES - 105.6%
(Cost $2,610,042,966) (a) $2,847,346,908
--------------
OTHER ASSETS AND LIABILITIES - (5.6)% $ (150,114,491)
--------------
TOTAL NET ASSETS - 100.0% $2,697,232,417
==============
The accompanying notes are an integral part of these financial statements. 21
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
(A.D.R.) American Depositary Receipt
* Non-income producing security
(a) At October 31, 2005, the net unrealized gain on investments based on
cost for federal income tax purposes of $2,613,908,692 was as
follows:
Aggregate gross unrealized gain for all investments in
which there is an excess of value over tax cost $ 337,797,407
Aggregate gross unrealized loss for all investments in
which there is an excess of tax cost over value (104,359,191)
-------------
Net unrealized gain $ 233,438,216
=============
(b) At Octobert 31, 2005, the following securities were out on loan:
Shares Security Market Value
154,200 BJ's Wholesale Club, Inc.* $ 4,391,616
54,000 Bear Stearns Co., Inc.* 5,713,200
2,942,457 Blockbuster, Inc. 13,417,604
8,483 Clear Channel Communications, Inc. 258,053
1,044,400 Eastman Kodak Co. 22,872,360
164,951 Expedia, Inc.* 3,099,429
100 Freeport-McMoRan Copper & Gold, Inc. (Class B) 4,942
1,412,000 The Interpublic Group of Companies, Inc.* 14,585,960
338,502 Marshall & Ilsley Corp. 14,542,046
1,023,787 Regal Entertainment Group+ 18,868,394
819,000 Ruby Tuesday, Inc.+ 17,944,290
337,900 Safeway, Inc. 7,859,554
201,495 Sovereign Bancorp, Inc.+ 4,346,247
328,450 UNUM Corp. 6,664,251
110,320 Xerox Corp.* 1,497,042
55,696 Weatherford International, Inc.* 3,486,570
------------
Total $139,551,558
============
+ Pending sale of securities as of October 31, 2005.
Purchases and sales of securities (excluding temporary cash investments) for the
year ended October 31, 2005 aggregated $2,035,284,353 and $1,739,230,263,
respectively.
22 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 10/31/05
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities (including securities loaned of
$139,551,558) (cost $2,610,042,966) $2,847,346,908
Receivables -
Investment securities sold 32,593,665
Fund shares sold 5,050,111
Dividends, interest and foreign taxes withheld 2,012,348
Other 204,065
--------------
Total assets $2,887,207,097
--------------
LIABILITIES:
Payables -
Investment securities purchased $ 30,396,595
Fund shares repurchased 11,778,564
Upon return of securities loaned 142,487,166
Due to bank 4,075,203
Due to affiliates 1,110,155
Accrued expenses 126,997
--------------
Total liabilities $ 189,974,680
--------------
NET ASSETS:
Paid-in capital $2,359,241,101
Accumulated net investment income 1,177,263
Accumulated net realized gain on investments 99,510,111
Net unrealized gain on investments 237,303,942
--------------
Total net assets $2,697,232,417
--------------
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $1,957,797,213/85,714,263 shares) $ 22.84
==============
Class B (based on $195,916,014/9,746,119 shares) $ 20.10
==============
Class C (based on $183,357,005/9,194,168 shares) $ 19.94
==============
Investor Class (based on $63,680,474/2,783,144 shares) $ 22.88
==============
Class R (based on $17,701,865/780,790 shares) $ 22.67
==============
Class Y (based on $278,779,846/11,775,234 shares) $ 23.68
==============
MAXIMUM OFFERING PRICE:
Class A ($22.84 [divided by] 94.25%) $ 24.23
==============
The accompanying notes are an integral part of these financial statements. 23
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
For the Year Ended 10/31/05
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $49,358) $28,327,796
Interest 1,934,435
Income from securities loaned, net 215,239
-----------
Total investment income $ 30,477,470
-------------
EXPENSES:
Management fees
Basic Fee $15,618,080
Performance Adjustment (357,064)
Transfer agent fees and expenses
Class A 3,304,254
Class B 800,403
Class C 393,618
Investor Class 158,930
Class R 12,349
Class Y 5,775
Distribution fees
Class A 4,472,858
Class B 2,134,518
Class C 1,481,278
Class R 48,313
Administrative reimbursements 469,871
Custodian fees 85,515
Registration fees 326,301
Professional fees 108,427
Printing expense 202,292
Fees and expenses of nonaffiliated trustees 44,879
Miscellaneous 60,004
-----------
Total expenses $ 29,370,601
Less fees paid indirectly (70,394)
-------------
Net expenses $ 29,300,207
-------------
Net investment income $ 1,177,263
-------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments $ 361,279,975
-------------
Change in net unrealized loss on investments $(140,105,939)
-------------
Net gain on investments $ 221,174,036
-------------
Net increase in net assets resulting from operations $ 222,351,299
=============
24 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Years Ended 10/31/05 and 10/31/04
Year Ended Year Ended
10/31/05 10/31/04
FROM OPERATIONS:
Net investment income (loss) $ 1,177,263 $ (1,976,878)
Net realized gain on investments 361,279,975 246,396,005
Change in net unrealized gain (loss) on investments (140,105,939) 24,101,697
-------------- --------------
Net increase in net assets resulting from
operations $ 222,351,299 $ 268,520,824
-------------- --------------
DISTRIBUTIONS TO SHAREOWNERS:
Net realized gain:
Class A ($5.63 and $0.52 per share, respectively) $ (388,197,092) $ (28,487,287)
Class B ($5.63 and $0.49 per share, respectively) (50,287,839) (5,806,720)
Class C ($5.63 and $0.49 per share, respectively) (34,918,794) (1,376,991)
Investor Class ($2.47 and $0.00 per share,
respectively) (6,330,694) -
Class R ($5.63 and $.59 per share, respectively) (1,881,456) (9,104)
Class Y ($5.63 and $.60 per share, respectively) (19,187,845) (222,150)
-------------- --------------
Total distributions to shareowners $ (500,803,720) $ (35,902,252)
-------------- --------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 912,209,998 $ 515,669,882
Shares issued in reorganization 312,124,598
Reinvestment of distributions 420,271,906 31,599,105
Cost of shares repurchased (584,718,182) (376,087,240)
-------------- --------------
Net increase in net assets resulting from
Fund share transactions $1,059,888,320 $ 171,181,747
-------------- --------------
Net increase in net assets $ 781,435,899 $ 403,800,319
NET ASSETS:
Beginning of year 1,915,796,518 1,511,996,199
-------------- --------------
End of year (including undistributed net investment
income of $1,177,263 and $0, respectively) $2,697,232,417 $1,915,796,518
============== ==============
The accompanying notes are an integral part of these financial statements. 25
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS (continued)
- --------------------------------------------------------------------------------
'05 Shares '05 Amount '04 Shares '04 Amount
CLASS A
Shares sold 25,492,870 $ 641,137,694 14,807,485 $ 358,418,447
Shares issued in
reorganization 977,011 22,930,449
Reinvestment of distributions 14,197,018 334,318,677 1,148,882 25,351,846
Less shares repurchased (15,480,783) (382,834,976) (9,746,158) (233,994,444)
----------- -------------- ---------- --------------
Net increase 25,186,116 $ 615,551,844 6,210,209 $ 149,775,849
=========== ============== ========== ==============
CLASS B
Shares sold 2,176,136 $ 48,838,320 2,425,751 $ 53,361,606
Shares issued in
reorganization 389,378 8,052,327
Reinvestment of distributions 2,111,097 44,358,161 245,157 4,957,085
Less shares repurchased (3,887,797) (86,450,490) (5,494,026) (122,138,709)
----------- -------------- ---------- --------------
Net increase (decrease) 788,814 $ 14,798,318 (2,823,118) $ (63,820,018)
=========== ============== ========== ==============
CLASS C
Shares sold 4,742,596 $ 105,690,845 2,672,746 $ 58,567,505
Reinvestment of distributions 1,293,703 26,843,321 53,189 1,068,044
Less shares repurchased (1,411,281) (31,149,926) (810,887) (17,714,083)
----------- -------------- ---------- --------------
Net increase 4,625,018 $ 101,384,240 1,915,048 $ 41,921,466
=========== ============== ========== ==============
INVESTOR CLASS
Shares issued in
reorganization 3,129,415 $ 75,105,949
Reinvestment of distributions 257,381 6,025,310
Less shares repurchased (603,652) (15,070,779)
----------- --------------
Net increase 2,783,144 $ 66,060,480
=========== ==============
CLASS R
Shares sold 679,367 $ 16,685,923 177,122 $ 4,286,805
Reinvestment of distributions 71,209 1,658,565 410 9,087
Less shares repurchased (98,237) (2,409,454) (50,857) (1,225,525)
----------- -------------- ---------- --------------
Net increase 652,339 $ 15,935,034 126,675 $ 3,070,367
=========== ============== ========== ==============
CLASS Y
Shares sold 3,898,824 $ 99,857,216 1,580,743 $ 41,035,519
Shares issued in
reorganization 8,471,870 206,035,873
Reinvestment of distributions 291,173 7,067,872 9,409 213,043
Less shares repurchased (2,799,956) (66,802,557) (40,273) (1,014,479)
----------- -------------- ---------- --------------
Net increase 9,861,911 $ 246,158,404 1,549,879 $ 40,234,083
=========== ============== ========== ==============
26 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS A 10/31/05 10/31/04 10/31/03 10/31/02 10/31/01
Net asset value, beginning of period $ 25.57 $ 22.25 $ 16.93 $ 19.29 $ 20.83
---------- ---------- ---------- ------- --------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.04 $ 0.01 $ 0.04 $ (0.02) $ (0.01)
Net realized and unrealized gain (loss) on investments 2.86 3.83 5.28 (0.97) 0.34
---------- ---------- ---------- ------- --------
Net increase (decrease) from investment operations $ 2.90 $ 3.84 $ 5.32 $ (0.99) $ 0.33
Distributions to shareowners:
Net realized gain (5.63) (0.52) - (1.37) (1.87)
---------- ---------- ---------- ------- --------
Net increase (decrease) in net asset value $ (2.73) $ 3.32 $ 5.32 $ (2.36) $ (1.54)
---------- ---------- ---------- ------- --------
Net asset value, end of period $ 22.84 $ 25.57 $ 22.25 $ 16.93 $ 19.29
========== ========== ========== ======= ========
Total return* 11.90% 17.65% 31.42% (5.99)% 1.85%
Ratio of net expenses to average net assets+ 1.10% 1.21% 1.37% 1.30% 1.24%
Ratio of net investment income (loss) to average net assets+ 0.16% 0.05% 0.24% (0.09)% 0.01%
Portfolio turnover rate 74% 59% 58% 65% 95%
Net assets, end of period (in thousands) $1,957,797 $1,547,823 $1,208,400 $890,856 $921,310
Ratios with reduction for fees paid indirectly:
Net expenses 1.10% 1.21% 1.37% 1.30% 1.22%
Net investment income (loss) 0.16% 0.05% 0.24% (0.09)% 0.03%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period. Total return would
be reduced if sales charges were taken into account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements. 27
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS B 10/31/05 10/31/04 10/31/03 10/31/02 10/31/01
Net asset value, beginning of period $ 23.32 $ 20.48 $ 15.72 $ 18.14 $ 19.85
------- ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment loss $ (0.17) $ (0.22) $ (0.13) $ (0.18) $ (0.10)
Net realized and unrealized gain (loss) on investments 2.58 3.55 4.89 (0.87) 0.26
------- ------- ------- ------- -------
Net increase (decrease) from investment operations $ 2.41 $ 3.33 $ 4.76 $ (1.05) $ 0.16
Distributions to shareowners:
Net realized gain (5.63) (0.49) - (1.37) (1.87)
------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (3.22) $ 2.84 $ 4.76 $ (2.42) $ (1.71)
------- ------- ------- ------- -------
Net asset value, end of period $ 20.10 $ 23.32 $ 20.48 $ 15.72 $ 18.14
======= ======= ======= ======= =======
Total return* 10.81% 16.64% 30.28% (6.75)% 1.01%
Ratio of net expenses to average net assets+ 2.06% 2.13% 2.22% 2.10% 2.03%
Ratio of net investment loss to average net assets+ (0.80)% (0.86)% (0.61)% (0.89)% (0.78)%
Portfolio turnover rate 74% 59% 58% 65% 95%
Net assets, end of period (in thousands) $195,916 $208,844 $241,313 $264,881 $330,926
Ratios with reduction for fees paid indirectly:
Net expenses 2.06% 2.13% 2.22% 2.10% 2.01%
Net investment loss (0.80)% (0.86)% (0.61)% (0.89)% (0.76)%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period. Total return would
be reduced if sales charges
+ Ratios with no reduction for fees paid indirectly.
28 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS C 10/31/05 10/31/04 10/31/03 10/31/02 10/31/01
Net asset value, beginning of period $ 23.15 $ 20.34 $ 15.61 $ 18.04 $ 19.76
------- ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.11) $ (0.16) $ (0.10) $ (0.16) $ 0.03
Net realized and unrealized gain (loss) on investments 2.53 3.46 4.83 (0.90) 0.12
------- ------- ------- ------- -------
Net increase (decrease) from investment operations $ 2.42 $ 3.30 $ 4.73 $ (1.06) $ 0.15
Distributions to shareowners:
Net realized gain (5.63) (0.49) - (1.37) (1.87)
------- ------- ------- ------- -------
Net increase (decrease) in net asset value $ (3.21) $ 2.81 $ 4.73 $ (2.43) $ (1.72)
------- ------- ------- ------- -------
Net asset value, end of period $ 19.94 $ 23.15 $ 20.34 $ 15.61 $ 18.04
======= ======= ======= ======= =======
Total return* 10.95% 16.60% 30.30% (6.85)% 0.96%
Ratio of net expenses to average net assets+ 1.95% 2.11% 2.28% 2.20% 2.11%
Ratio of net investment loss to average net assets+ (0.68)% (0.88)% (0.68)% (0.99)% (0.86)%
Portfolio turnover rate 74% 59% 58% 65% 95%
Net assets, end of period (in thousands) $183,357 $105,778 $53,982 $34,605 $29,547
Ratios with reduction for fees paid indirectly:
Net expenses 1.95% 2.11% 2.28% 2.20% 2.09%
Net investment loss (0.68)% (0.88)% (0.68)% (0.99)% (0.84)%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period. Total return would
be reduced if sales charges
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements. 29
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
12/10/04 to
INVESTOR CLASS 10/31/05
Net asset value, beginning of period $ 24.00
-------
Increase from investment operations:
Net investment income $ 0.06
Net realized and unrealized gain on investments 1.29
-------
Net increase from investment operations $ 1.35
Distributions to shareowners:
Net realized gain $ (2.47)
-------
Net decrease in net asset value $ (1.12)
-------
Net asset value, end of period $ 22.88
=======
Total return* 5.39%
Ratio of net expenses to average net assets+ 0.94%**
Ratio of net investment income to average net assets+ 0.24%**
Portfolio turnover rate 74%
Net assets, end of period (in thousands) $63,680
Ratios with reduction for fees paid indirectly:
Net expenses 0.93%**
Net investment income 0.25%**
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period.
** Annualized
+ Ratios with no reduction for fees paid indirectly.
30 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
Year Ended Year Ended 4/1/03 to
CLASS R 10/31/05 10/31/04 10/31/03
Net asset value, beginning of period $ 25.46 $ 22.25 $ 16.81
------- ------- --------
Increase from investment operations:
Net investment income (loss) $ (0.01) $ 0.06 $ -
Net realized and unrealized gain on
investments 2.85 3.74 5.44
------- ------- --------
Net increase from investment operations $ 2.84 $ 3.80 $ 5.44
Distributions to shareowners:
Net realized gain (5.63) (0.59) -
------- ------- --------
Net increase (decrease) $ (2.79) $ 3.21 $ 5.44
------- ------- --------
Net asset value, end of period $ 22.67 $ 25.46 $ 22.25
======= ======= ========
Total return* 11.69% 17.50% 32.36%
Ratio of net expenses to average net assets+ 1.32% 1.34% 1.31%**
Ratio of net investment loss to average
net assets+ (0.05)% (0.16)% (0.08)%**
Portfolio turnover rate 74% 59% 58%
Net assets, end of period (in thousands) $17,702 $ 3,271 $ 40
Ratios with reduction for fees paid indirectly:
Net expenses 1.32% 1.34% 1.31%**
Net investment loss (0.05)% (0.16)% (0.08)%**
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period.
** Annualized
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements. 31
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
CLASS Y 10/31/05 10/31/04 10/31/03 10/31/02 10/31/01
Net asset value, beginning of period $ 26.17 $ 22.73 $ 17.21 $ 19.50 $ 20.94
-------- ------- -------- ------- -------
Increase (decrease) from investment operations:
Net investment income $ 0.06 $ 0.08 $ 0.15 $ 0.06 $ 0.07
Net realized and unrealized gain (loss) on investments 3.08 3.96 5.37 (0.98) 0.36
-------- ------- -------- ------- -------
Net increase (decrease) from investment operations $ 3.14 $ 4.04 $ 5.52 $ (0.92) $ 0.43
Distributions to shareowners:
Net realized gain (5.63) (0.60) - (1.37) (1.87)
-------- ------- -------- ------- -------
Net increase (decrease) in net asset value $ (2.49) $ 3.44 $ 5.52 $ (2.29) $ (1.44)
-------- ------- -------- ------- -------
Net asset value, end of period $ 23.68 $ 26.17 $ 22.73 $ 17.21 $ 19.50
======== ======= ======== ======= =======
Total return* 12.61% 18.23% 32.07% (5.54)% 2.36%
Ratio of net expenses to average net assets+ 0.67% 0.78% 0.84% 0.84% 0.76%
Ratio of net investment income to average net assets+ 0.62% 0.46% 0.76% 0.37% 0.49%
Portfolio turnover rate 74% 59% 58% 65% 95%
Net assets, end of period (in thousands) $278,780 $50,081 $ 8,261 $ 6,318 $ 3,642
Ratios with reduction for fees paid indirectly:
Net expenses 0.67% 0.78% 0.84% 0.83% 0.75%
Net investment income 0.62% 0.46% 0.76% 0.38% 0.50%
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, and the complete redemption of the
investment at net asset value at the end of each period.
+ Ratios with no reduction for fees paid indirectly.
32 The accompanying notes are an integral part of these financial statements.
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Mid Cap Value Fund (the Fund) is a Delaware statutory trust registered
under the Investment Company Act of 1940 as a diversified, open-end management
investment company. The investment objective of the Fund is to seek capital
appreciation by investing in a diversified portfolio of securities consisting
primarily of common stocks.
The Trustees have authorized the issuance of six classes of shares of the Fund.
The Fund offers six classes of shares designated as Class A, Class B, Class C,
Investor Class, Class R and Class Y shares. Investor class shares were first
issued on December 10, 2004. The Fund is not offering additional Investor Class
shares except in connection with the reinvestment of dividends on the Fund's
outstanding Investor Class shares. Each class of shares represents an interest
in the same portfolio of investments of the Fund and have equal rights to
voting, redemptions, dividends and liquidations, except that each class of
shares can bear different transfer agent and distribution fees and has exclusive
voting rights with respect to the distribution plans that have been adopted by
Class A, Class B, Class C and class R shareowners, respectively. There is no
distribution plan for Investor Class or Class Y share.
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 year.
Actual results could differ from those estimates. 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
33
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
they are traded. Securities that have not traded on the date of valuation,
or securities for which sale prices are not generally reported, are valued
at the mean between the last bid and asked prices. Securities for which
market quotations are not readily available are valued at their fair values
as determined by, or under the direction of, the Board of Trustees. Trading
in foreign securities is substantially completed each day at various times
prior to the close of the NYSE. The values of such securities used in
computing the net asset value of the Fund's shares are determined as of
such times. The Fund also may use the fair value of a security, including a
non-U.S. security, when the closing market price on the principal exchange
where the security is traded no longer reflects the value of the security.
At October 31, 2005 there were no securities fair valued. Cash equivalent
securities with a remaining maturity of 60 days or less are valued at
amortized cost.
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 exercise of reasonable diligence. Dividend and interest income is
recorded on the accrual basis, 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. 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.
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 either from or in excess
of net investment income or net realized gain on investment transactions,
or from paid-in capital, depending on the type of book/tax differences that
may exist.
34
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
The tax character of distributions paid during the years ended October 31,
2005 and October 31, 2004, were as follows:
- --------------------------------------------------------------------------------
2005 2004
- --------------------------------------------------------------------------------
Distributions paid from:
Ordinary Income $ 77,755,872 $14,085,382
Long-Term capital gain 423,047,848 21,816,870
------------ -----------
Total $500,803,720 $35,902,252
============ ===========
- --------------------------------------------------------------------------------
The following shows the components of distributable earnings on a federal
income tax basis at October 31, 2005:
- --------------------------------------------------------------------------------
2005
- --------------------------------------------------------------------------------
Undistributed ordinary income $ 11,761,460
Undistributed long-term gain 92,791,640
Unrealized appreciation 233,438,216
------------
Total $337,991,316
============
- --------------------------------------------------------------------------------
The difference between book basis and tax-basis unrealized appre ciation is
attributable to the tax deferral of losses on wash sales.
C. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredito Italiano S.p.A.
(UniCredito Italiano), earned approximately $561,070 in underwriting
commissions on the sale of Class A shares during the year ended October 31,
2005.
D. Class Allocations
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B, Class C, and Class R shares of the Fund,
respectively (see Note 4). Investor Class and Class Y shares are not
subject to a distribution plan. Shareowners of each class share all
expenses and fees paid to the transfer agent, Pioneer Investment Management
Shareholder Services, Inc. (PIMSS), for its services, which are allocated
based on the number of accounts in each class and the ratable allocation of
related out-of-pocket expenses (see Note 3). Income, common expenses and
35
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
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.
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, on the same day, and in
the same amount, except that Class A, Class B, Class C, Class R and Class Y
shares can bear different transfer agent and distribution fees.
E. Securities Lending
The Fund lends securities in its portfolio to certain broker-dealers or
other institutional investors, with the Fund's custodian acting as the
lending agent. When entering into a loan, the Fund receives collateral,
which is maintained by the custodian and earns income in the form of
negotiated lenders' fees. The Fund also continues to receive interest or
payments in lieu of dividends on the securities loaned. Gain or loss on the
fair value of the loaned securities that may occur during the term of the
loan will be for the account of the Fund. The loans are secured by
collateral of at least 102%, at all times, of the fair value of the
securities loaned. The amount of the collateral will be adjusted daily to
reflect any price fluctuation in the value of the loaned securities. The
Fund has the right under the lending agreements to recover the securities
on loan from the borrower on demand. The Fund invests cash collateral in
the Securities Lending Investment Fund, which is sponsored by Brown
Brothers Harriman & Co., the Fund's custodian.
F. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value
of the underlying securities (collateral), including accrued interest
received from counterparties, is required to be at least equal to or in
excess of the value of the repurchase agreement at the time of purchase.
The collateral for all repurchase agreements is held in safekeeping in the
customer-only account of the Fund's custodian, or subcustodians. The Fund's
investment adviser, Pioneer Investment Management, Inc. (PIM), is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
36
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
G. 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 or currency 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.
During the year ended, October 31, 2005, the Fund did not write or exercise
any option contracts.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the
Fund's portfolio. PIM receives a basic fee that is calculated at the annual rate
of 0.70% of the Fund's average daily net assets up to $500 million; 0.65% of the
next $500 million; and 0.625% on the next $3 billion, and a 0.6% on the excess
over $4 billion. The basic fee is subject to a performance adjustment up to a
maximum of -0.10% based on the performance of the Fund's Class A shares as
compared with the Russell Midcap Value Index over a rolling 36-month period. In
addition, the fee is further limited to a maximum annualized rate adjustment of
- -0.10% (i.e., the fee is further subject to a cap of average daily net assets
and a floor of 0.50% of average daily net assets assuming that the Fund is not
large enough for any breakpoints to apply). Effective August 1, 2004 PIM
commenced a voluntary waiver of the minimum fee provision (the "floor"), but may
reimpose it in the future. Pursuant to a shareowner vote on April 17, 2003 the
benchmark was changed from the Lipper Growth Funds Index effective May 1, 2003;
however the Lipper Growth Funds Index will be used for monthly periods prior to
May 1, 2003 until it is eventually phased out. For the year ended October 31,
2005, the aggregate performance adjustment resulted in a decrease to the basic
fee
37
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
of $357,064. The management fee was equivalent to 0.63% of the average daily net
assets for the period.
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. On October 31, 2005, $129,860 was payable to PIM
related to management fees, administrative costs and certain others services,
and is included in due to affiliates.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides
substantially all transfer agent and shareowner services to the Fund at
negotiated rates. Included in due to affiliates is $510,714 in transfer agent
fees payable to PIMSS at October 31, 2005.
4. Distribution and Service Plans
The Fund adopted a plan of Distribution with respect to Class A, Class B, Class
C and Class R shares (Class A Plan, Class B Plan, Class C Plan and Class R Plan)
in accordance with Rule 12b-1 of the Investment Company Act of 1940. Pursuant to
the Class A Plan, the Fund pays PFD a service fee of up to 0.25% of the average
daily net assets attributable to Class A shares in reimbursement of its actual
expenditures to finance activities primarily intended to result in the sale of
Class A shares. Pursuant to the Class B Plan and the Class C Plan, the Fund pays
PFD 1.00% of the average daily net assets attributable to each class of shares.
The fee consists of a 0.25% service fee and a 0.75% distribution fee paid as
compensation for personal services and/or account maintenance services or
distribution services with regard to Class B and Class C shares. Pursuant to the
Class R Plan, the Fund pays PFD 0.50% of the average daily net assets
attributable to Class R shares as compensation for distribution services.
Included in due to affiliates is $469,581 in distribution fees payable to PFD at
October 31, 2005. The Fund also has adopted a separate service plan for Class R
shares (Service Plan). The Service Plan authorizes the Fund to pay as
compensation to securities dealers, plan administrators or other service
organizations that agree to provide certain services to retirement plans or plan
participants holding shares of the Fund a service fee of up to 0.25% of the
Fund's average daily net assets attributable to Class R shares held by such
plans.
38
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
In addition, redemptions of each class of shares (except Class Y and Investor
Class shares) may be subject to a contingent deferred sales charge (CDSC).
Effective February 1, 2004, a CDSC of 1.00% may be imposed on redemptions of
certain of net asset value purchases of Class A shares within 18 months of
purchase (12 months for shares purchased prior to February 1, 2004). Class B
shares subscribed on or after December 1, 2004 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. Shares
purchased prior to December 1, 2004 remain subject to the CDSC in effect at the
time those shares were purchased. Shares purchased as part of an exchange or
acquired as a result of a reorganization of another fund into the Fund remain
subject to any contingent deferred sales charge that applied to the shares you
originally purchased. Redemptions of Class C shares within one year of purchase
are subject to a CDSC of 1.00%. Redemptions of Class R shares within 18 months
of purchase were subject to a CDSC of 1.00%. Effective July 1, 2004, the CDSC on
Class R shares was eliminated. Proceeds from the CDSCs are paid to PFD. For the
year ended October 31, 2005, CDSCs in the amount of $280,475 were paid to PFD.
5. Directed Brokerage and Expense Offset Arrangements
The Fund has entered into directed brokerage arrangements with brokers with whom
PIM places trades on behalf of the Fund where they provide services to the Fund
in addition to trade execution. These services included payments of certain
expenses on behalf of the Fund. For the year ended October 31, 2005, the Fund's
expenses were not reduced under this agreement. In addition, the Fund has
entered into certain expense offset arrangements with PIMSS resulting in a
reduction in the Fund's total expenses due to interest earned on cash held by
PIMSS. For the year ended October 31, 2005, the Fund's expenses were reduced by
$70,394 under such arrangements.
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), collectively participate in a $50 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 $50 million or the limits set
by its prospectus for borrowings. Interest on collective borrowings is payable
at the Federal Funds
39
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
Rate plus 1/2% on an annualized basis. The Funds pay an annual commitment fee
for this facility. The commitment fee is allocated among such Funds based on
their respective borrowing limits. For the year ended October 31, 2005, the Fund
had no borrowings under this agreement.
7. Merger Information
On December 8, 2004, beneficial owners of Safeco Multi-Cap Core Fund (one of the
Series that comprised Safeco Common Stock Trust) approved a proposed Agreement
and Plan of Reorganization that provided for the merger listed below. This
tax-free reorganization was accomplished on December 10, 2004, by exchanging all
of Safeco's net assets for Investor Class shares, based on the Fund's Class A
shares' ending net asset value. The following charts show the details of the
reorganizations as of that closing date ("Closing Date"):
- ------------------------------------------------------------------------------------
Pioneer Mid Cap Safeco Multi-Cap Pioneer Mid Cap
Value Fund Core Fund Value Fund
(Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization)
- ------------------------------------------------------------------------------------
Net Assets $ 2,047,064,347 $ 75,105,949 $ 2,118,810,359
Shares
Outstanding 86,885,598 3,690,384 90,015,013
Investor Class
Shares Issued 3,129,415
- ------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Unrealized Accumulated
Appreciation on Gain on
Closing Date Closing Date
- --------------------------------------------------------------------------------
Safeco Multi-Cap Core Fund $ 14,789,843 $ 21,589,835
- --------------------------------------------------------------------------------
In addition, on September 22, 2005, beneficial owners of AmSouth Mid Cap Equity
Fund approved a proposed Agreement and Plan of Reorganization that provided for
the merger listed below. This tax-free reorganization was accomplished on
September 23, 2005, by exchanging all of the AmSouth Fund's Class A, Class B and
Class I net assets for Pioneer Mid Cap Value Fund's shares, based on the Fund's
Class A, Class B, and Class Y shares' ending net asset value, respectively. The
following charts show the details of the reorganizations as of that closing date
("Closing Date"):
40
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------
Pioneer Mid Cap AmSouth Mid Cap Pioneer Mid Cap
Value Fund Equity Fund Value Fund
(Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization)
- ------------------------------------------------------------------------------------------
Net Assets
Class A $2,037,601,351 $ 22,930,449 $2,060,531,800
Class B $ 203,267,554 $ 8,052,327 $ 211,319,881
Class C $ 182,413,606 $ - $ 182,413,606
Class R $ 15,297,621 $ - $ 15,297,621
Class Y $ 131,848,429 $ - $ 337,884,302
Investor Class $ 66,287,249 $ - $ 66,287,249
Class I $ - $206,035,873 $ -
-------------- ------------ --------------
Total Net
Assets $2,636,715,810 $237,018,649 $2,873,734,459
-------------- ------------ --------------
Shares
Outstanding
Class A 86,812,547 1,550,606 87,789,558
Class B 9,829,993 571,137 10,219,371
Class C 8,894,046 - 8,894,046
Class R 656,453 - 656,453
Class Y 5,421,200 - 13,893,070
Investor Class 2,819,713 - 2,819,713
Class I - 13,863,586 -
Shares Issued
in Reorganization
Class A 977,011
Class B 389,378
Class Y 8,471,870
- ------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Unrealized Accumulated
Appreciation on Loss on
Closing Date Closing Date
- --------------------------------------------------------------------------------
AmSouth Mid Cap
Equity Fund $ 34,901,760 $ (1,598,488)
- --------------------------------------------------------------------------------
8. Additional Information (unaudited)
For the fiscal year ended October 31, 2005, certain dividends paid by the Fund
may be subject to a maximum tax rate of 15%, as provided for by the Jobs and
Growth Tax Relief Reconciliation Act (the Act) of 2003. The Fund intends to
designate up to the maximum amount of
41
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 10/31/05 (continued)
- --------------------------------------------------------------------------------
such dividends allowable under the Act, as taxed at a maximum rate of 15%.
Complete information will be computed and reported in conjunction with your 2005
Form 1099-DIV.
The qualifying percentage of the Fund's ordinary income dividends for the
purposes of the corporate dividends received deduction was 0%.
42
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
To the Shareholders and Board of Trustees of
Pioneer Mid Cap Value Fund
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer Mid Cap Value Fund (the "Fund") as of
October 31, 2005, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the four years in
the period then ended. These financial statements and financial highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits. The financial highlights for the year ended October 31, 2001 were
audited by other auditors who have ceased operations and whose report, dated
December 7, 2001, expressed an unqualified opinion on those financial
highlights.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Fund's internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of October 31, 2005, by correspondence with the custodian
and brokers and by other appropriate auditing procedures when replies from
brokers were not received. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Mid Cap Value Fund at October 31, 2005, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and financial highlights for each of the four years in
the period then ended, in conformity with U.S. generally accepted accounting
principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
December 13, 2005
43
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
- --------------------------------------------------------------------------------
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Wilmer Cutler Pickering Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Trustees and Officers
The Fund's Board of Trustees provides broad supervision over the Fund's affairs.
The officers of the Fund are responsible for the Fund's operations. The Fund's
Trustees and officers are listed below, together with their principal
occupations during the past five years. Trustees who are interested persons of
the Fund within the meaning of the Investment Company Act of 1940 are referred
to as Interested Trustees. Trustees who are not interested persons of the Fund
are referred to as Independent Trustees. Each of the Trustees serves as a
trustee of each of the 88 U.S. registered investment portfolios for which
Pioneer Investment Management, Inc. ("Pioneer") serves as investment adviser
(the "Pioneer Funds"). The address for all Interested Trustees and all officers
of the Fund is 60 State Street, Boston, Massachusetts 02109.
The Fund's statement of additional information provides more detailed
information regarding the Fund's Trustees and is available upon request, without
charge, by calling 1-800-225-6292.
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 www.pioneerfunds.com and on the SEC's web site at http://www.sec.gov.
44
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
INTERESTED TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation Other Directorships
Name and Age With the Fund and Term of Office During Past Five Years Held by this Trustee
John F. Cogan, Jr. (79)* Chairman of the Trustee since 1990. Deputy Chairman and a Director ICI Mutual Insurance
Board, Serves until of Pioneer Global Asset Company; Director
Trustee and President successor trustee is Chairman and Director of of Harbor Global
elected or earlier Management S.p.A. ("PGAM"); Company, Ltd.
retirement or Non-Executive Chairman and a
removal Director of Pioneer Investment
Management USA Inc.
("PIM-USA"); Chairman and a
Director of Pioneer; Director
of Pioneer Alternative
Investment Management Limited
(Dublin); President and a
Director of Pioneer Alternative
Investment Management (Bermuda)
Limited and affiliated funds;
President and Director of
Pioneer Funds Distributor, Inc.
("PFD"); President of all of
the Pioneer Funds; and Of
Counsel (since 2000, partner
prior to 2000), Wilmer Cutler
Pickering Hale and Dorr LLP
(counsel to PIM-USA and the
Pioneer Funds).
* Mr. Cogan is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEES
- ------------------------------------------------------------------------------------------------------------------------------------
David R. Bock**(61) Trustee Trustee since 2005. Senior Vice President and Chief Director of The
3050 K. Street NW, Serves until successor Financial Officer, I-trax, Inc. Enterprise Social
Washington, DC 20007 trustee is elected or (publicly traded health care Investment Company
earlier retirement or services company) (2001 - (privately-held
removal. present); Managing Partner, affordable housing
Federal City Capital Advisors finance company);
(boutique merchant bank) (1995 Director of New York
- 2000; 2002 to 2004); Mortgage Trust
Executive Vice President and (publicly traded
Chief Financial Officer, mortgage REIT)
Pedestal Inc. (internet-based
mortgage trading company) (2000
- 2002)
** Mr. Bock became a Trustee of the Fund on January 1, 2005.
- ------------------------------------------------------------------------------------------------------------------------------------
45
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation Other Directorships
Name and Age With the Fund and Term of Office During Past Five Years Held by this Trustee
Mary K. Bush (57) Trustee Trustee since 1997. President, Bush International Director of Brady
3509 Woodbine Street, Serves until (international financial Corporation
Chevy Chase, MD 20815 successor trustee advisory firm) (industrial
is elected or earlier identification and
retirement or removal specialty coated
material products
manufacturer),
Millennium Chemicals,
Inc. (commodity
chemicals), Mortgage
Guaranty Insurance
Corporation, and R.J.
Reynolds Tobacco
Holdings, Inc.
(tobacco)
- ------------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (58) Trustee Trustee since 1990. Founding Director, The Winthrop None
1001 Sherbrooke Street West, Serves until Group, Inc. (consultin firm);
Montreal, Quebec, Canada successor trustee Professor of Management,
H3A 1G5 is elected or earlier Faculty of Management, McGill
retirement or removal University
- ------------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (57) Trustee Trustee since 1990. President and Chief Executive Director of New
One Boston Place, 28th Floor, Serves until Officer, Newbury, Piret & America High Income
Boston, MA 02108 successor trustee Company, Inc. (investment Fund, Inc.
is elected or earlier banking firm) (closed-end
retirement or removal investment company)
- ------------------------------------------------------------------------------------------------------------------------------------
John Winthrop (69) Trustee Trustee since 1990. President, John Winthrop & Co., None
One North Adgers Wharf, Serves until Inc. (private investment firm)
Charleston, SC 29401 successor trustee
is elected or earlier
retirement or removal
- ------------------------------------------------------------------------------------------------------------------------------------
46
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation Other Directorships
Name and Age With the Fund and Term of Office During Past Five Years Held by this Trustee
Osbert M. Hood (53) Executive Vice Since 2005. Serves President and Chief Executive Trustee of certain
President at the discretion of Officer, PIM-USA since May 2003 Pioneer Funds
Board. (Director since January 2001);
President and Director of
Pioneer since May 2003;
Chairman and Director of
Pioneer Investment Management
Shareholder Services, Inc.
("PIMSS") since May 2003;
Executive Vice President of all
of the Pioneer Funds since June
3, 2003; Executive Vice
President and Chief Operating
Officer of PIM-USA, November
2000 to May 2003
- ------------------------------------------------------------------------------------------------------------------------------------
Dorothy E. Bourassa (57) Secretary Since September, Secretary of PIM-USA; Senior None
2003. Serves Vice President - Legal of
at the discretion of Pioneer; and Secretary/Clerk of
the Board most of PIM-USA's subsidiaries;
Secretary of all of the Pioneer
Funds since September 2003
(Assistant Secretary from
November 2000 to September
2003)
- ------------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (40) Assistant Secretary Since September, Assistant Vice President and None
2003. Serves at Senior Counsel of Pioneer since
the discretion of July 2002; Vice President and
the Board Senior Counsel of BISYS Fund
Services, Inc. (April 2001 to
June 2002); Senior Vice
President and Deputy General
Counsel of Funds Distributor,
Inc. (July 2000 to April 2001;
Assistant Secretary of all
Pioneer Funds since September
2003
- ------------------------------------------------------------------------------------------------------------------------------------
David C. Phelan (48) Assistant Secretary Since September, Partner, Wilmer Cutler None
2003. Serves at Pickering Hale and Dorr LLP;
the discretion of Assistant Secretary of all
the Board Pioneer Funds since September
2003
- ------------------------------------------------------------------------------------------------------------------------------------
47
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
FUND OFFICERS
- --------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation Other Directorships
Name and Age With the Fund and Term of Office During Past Five Years Held by this Trustee
Vincent Nave (60) Treasurer Since November, Vice President - Fund None
2000. Serves at Accounting, Administration and
the discretion of Custody Services of Pioneer;
the Board and Treasurer of all of the
Pioneer Funds
- ------------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (45) Assistant Treasurer Since November, Deputy Treasurer of Pioneer None
2004. Serves at since 2004; Treasurer and
the discretion of Senior Vice President, CDC IXIS
the Board Asset Management Services from
2002 to 2003; Assistant
Treasurer and Vice President,
MFS Investment Management from
1997 to 2002; and Assistant
Treasurer of all of the Pioneer
Funds since November 2004
- ------------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (40) Assistant Treasurer Since November, Assistant Vice President - Fund None
2000. Serves Accounting, Administration and
at the discretion Custody Services of Pioneer;
of the Board and Assistant Treasurer of all
of the Pioneer Funds
- ------------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (47) Assistant Treasurer Since May, 2002. Fund Accounting Manager - Fund None
Serves at the Accounting, Administration and
discretion of Custody Services of Pioneer;
the Board and Assistant Treasurer of all
of the Pioneer Funds since May
2002
- ------------------------------------------------------------------------------------------------------------------------------------
48
Pioneer Mid Cap Value Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation Other Directorships
Name and Age With the Fund and Term of Office During Past Five Years Held by this Trustee
Katherine Kim Sullivan (31) Assistant Treasurer Since September, Fund Administration Manager - None
2003. Serves at Fund Accounting, Administration
the discretion of and Custody Services since June
the Board 2003; Assistant Vice President
- Mutual Fund Operations of
State Street Corporation from
June 2002 to June 2003
(formerly Deutsche Bank Asset
Management); Pioneer Fund
Accounting, Administration and
Custody Services (Fund
Accounting Manager from August
1999 to May 2002, Assistant
Treasurer of all Pioneer Funds
since September 2003
- ------------------------------------------------------------------------------------------------------------------------------------
Martin J. Wolin (38) Chief Compliance Since October, Chief Compliance Officer of None
Officer 2004. Serves at Pioneer (Director of Compliance
the discretion of and Senior Counsel from
the Board November 2000 to September
2004); and Chief Compliance
Officer of all of the Pioneer
Funds since 2004.
- ------------------------------------------------------------------------------------------------------------------------------------
The outstanding capital stock of PFD, PIM and PIMSS is indirectly wholly owned
by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest
banking groups in Italy. PIM, the Fund's investment adviser, provides investment
management and financial services to mutual funds, institutional and other
clients.
49
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- --------------------------------------------------------------------------------
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50
- --------------------------------------------------------------------------------
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51
- --------------------------------------------------------------------------------
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52
- --------------------------------------------------------------------------------
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@pioneerinvest.com
(for general questions about Pioneer only)
Visit our web site: www.pioneerfunds.com
Before investing consider the Fund's investment objectives, risks, charges and
expenses. Contact your advisor or Pioneer Investments for a prospectus
containing this information. Please read it carefully.
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.
Fees for audit services provided to the Fund, including fees associated with
the routine filings of its Form N-1A, totaled approximately $33,235 in 2005
and approximately $28,900 in 2004.
(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.
Fees for tax compliance services, primarily for tax returns, totaled $6,800
in 2005 and $6,000 in 2004.
(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.
There were no audit-related and other services provided to the Fund during
the fiscal years ended October 31, 2005 and 2004.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
- ---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
- ---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
- ---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
- ---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
- ----------------------- --------------------------- -----------------------------------------------
- ------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- -------------------------
- ------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
- ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
- ----------------------- --------------------------- -----------------------------------------------
- --------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
- ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
- ----------------------- ------------------------- -----------------------------------------------
- ------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
- ------------------------------------------- ------------------------------
- --------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
- --------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered into on or after May 6,
2003, the effective date of the new SEC pre-approval rules, the Fund's audit
committee is required to pre-approve services to affiliates defined by SEC
rules to the extent that the services are determined to have a direct impact
on the operations or financial reporting of the Fund. For the fiscal year
ended October 31, 2005, there were no services provided to an affiliate that
required the Fund's audit committee pre-approval. For the year ended October
31, 2004, $68,880 was billed to an Affiliate in Dublin for organizational
assistance.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Fund and affiliates, as previously
defined, totaled approximately $63,559 in 2005 and $166,800 in 2004.
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.
(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 independent auditor, Ernst &
Young LLP ("E&Y"), has advised the Audit
Committee of the Fund's Board of Trustees that
E&Ys Spanish affiliate (E&Y Spain) performed
certain non-audit work for Pioneer Global
Investments Limited ("PGIL"), an affiliate of the
Funds investment adviser. The services involved
the receipt and disbursement of monies transferred
to E&Y Spain by PGIL in payment of individual
payroll and related income tax withholdings due on
returns prepared by E&Y Spain for certain PGIL
employees located in Spain from February 2001 to
October 2005. E&Y became auditors of the Fund in
May 2002. These payroll and tax services were
discontinued in November 2005. The annual fee
received by E&Y Spain for all such services totaled
approximately 9,000 Euro per year. E&Y has informed
the Audit Committee that based on its internal
reviews and the de minimus nature of the services
provided and fees received, E&Y does not believe
its independence with respect to the Fund has been
impaired or that it is disqualified from acting as
independent auditors to the Fund.
N/A
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.
The registrant has a separately-designated standing audit
committe eestablished in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(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 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.
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 Value Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date December 29, 2005
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 December 29, 2005
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date December 29, 2005
* Print the name and title of each signing officer under his or her signature.