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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 811-21108
Pioneer Large Cap Growth Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: March 31
Date of reporting period: April 1, 2004 through September 30, 2004
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
-----------------------
LARGE CAP
GROWTH
FUND
Semiannual
Report
9/30/04
[logo] Pioneer
Investments(R)
Table of Contents
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Letter to Shareowners 1
Portfolio Summary 2
Performance Update 3
Comparing Ongoing Fund Expenses 4
Portfolio Management Discussion 6
Schedule of Investments 9
Financial Statements 14
Notes to Financial Statements 18
Trustees, Officers and Service Providers 22
The Pioneer Family of Mutual Funds 23
Retirement Plans from Pioneer 24
Programs and Services for Pioneer Shareowners 26
Pioneer Large Cap Growth Fund
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LETTER TO SHAREOWNERS 9/30/04
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Dear Shareowner,
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High energy prices and rising interest rates caused concern among investors
during the third quarter of 2004. As oil prices touched $50 per barrel for the
first time, many consumers, faced with high priced gasoline and anticipating a
winter of hefty heating bills, responded by holding back on spending. Consumers
account for the bulk of the nation's economic activity, and retail sales over
the summer were erratic. Beyond soaring energy costs, which have the effect of
a tax increase on individuals and businesses, the slack job creation data of
the last few months also undermined confidence in the economic outlook. The
markets in general fell during the third quarter. Continued unsettled
conditions in Iraq and the ever present specter of terrorism also weighed on
investors' minds. Overseas, global markets were fairly stable, after stumbling
earlier in the year.
But the fuzzy economic picture was good news for bond investors. Despite three
hikes in short-term interest rates, the first increases in four years, bond
prices rose and yields fell over the period. Longer-term Treasury securities
were the strongest performers, with corporate bonds, including high-yield
issues, also delivering favorable returns. Lower long-term rates were also
beneficial to the housing and mortgage industries. Behind the rally in bonds
lies investor skepticism about the strength and durability of the current
economic recovery. A slowing recovery leading to an easing of inflationary
pressures may convince the Federal Reserve Board to slow the pace of future
rate increases. Less inflation would also mean better real returns for bond
holders.
Pioneer believes that the economy will continue to expand in 2005, but at a
more measured tempo. After an extended period of cutting costs and bolstering
balance sheets, many corporations are financially stronger than they have been
in some time. And although short-term interest rates have risen, they are still
relatively low and do not appear to be a barrier for companies needing to
borrow for expansion. Equity valuations now appear better aligned with earnings
prospects than was the case a year ago, when prices ran ahead of profit
expectations. Therefore, steady but moderate expansion in corporate profits has
the potential to drive stock prices higher.
A one-step approach to portfolio allocation
Building and maintaining a long-term strategy for your portfolio means deciding
on an appropriate mix of investments, then adjusting the weightings as time
passes and your goals change. The Pioneer Ibbotson Asset Allocation Series is a
family of three portfolios - moderate, growth and aggressive - each comprising
a select group of Pioneer Funds. Ibbotson Associates, a leading authority on
investing and asset allocation, diversifies, reallocates and automatically
rebalances the portfolios periodically. By rebalancing the portfolio as rates
of return on stocks, bonds and other investments vary, Ibbotson seeks to manage
risk and to keep your holdings in line with the Fund's stated goals.
Please consider a fund's investment objective, risks, charges and expenses
carefully before investing. The prospectus contains this and other information
about each fund and should be read carefully before you invest or send money.
To obtain a prospectus and for other information on any Pioneer fund, contact
your financial advisor, call 1-800-225-6292 or visit our web site at
www.pioneerfunds.com.
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.
1
Pioneer Large Cap Growth Fund
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PORTFOLIO SUMMARY 9/30/04
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Portfolio Diversification
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(As a percentage of total investment portfolio)
[THE FOLLOWING WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
U.S. Common Stocks 91.2%
Depository Receipts for International Stocks 7.6%
Temporary Cash Investment 1.2%
Sector Distribution
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(As a percentage of total investment in securities)
[THE FOLLOWING WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Information Technology 31.7%
Consumer Discretionary 18.3%
Health Care 15.2%
Financials 9.1%
Consumer Staples 8.5%
Industrials 5.9%
Telecommunication Services 5.4%
Materials 4.3%
Energy 1.6%
10 Largest Holdings
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(As a percentage of equity holdings)*
1. Microsoft Corp. 5.38%
2. Intel Corp. 4.38
3. Sandisk Corp. 4.12
4. Target Corp. 3.47
5. PepsiCo, Inc. 3.37
6. Samsung Electronics 2.93
7. Hewlett-Packard Co. 2.87
8. Vodafone Group Plc A.D.R. 2.70
9. Liberty Media Corp. 2.57
10. Amgen, Inc. 2.34
* This list excludes money market and derivative instruments. The portfolio is
actively managed, and current holdings may be different.
2
Pioneer Large Cap Growth Fund
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PERFORMANCE UPDATE 9/30/04 CLASS A SHARES
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Share Prices and Distributions
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Net Asset Value
per Share 9/30/04 3/31/04
$11.30 $11.93
Distributions per Share Income Short-Term Long-Term
(4/1/04 - 9/30/04) Dividends Capital Gains Capital Gains
$ - $ - $ -
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Large Cap Growth Fund at public offering price,
compared to that of the Russell 1000 Growth Index.
[THE FOLLOWING WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Pioneer
Large Cap Russell 1000
Growth Fund Growth Index
--------- ---------------
8/02 $ 9,425 $10,000
3/03 $ 8,866 $ 9,500
3/04 $11,765 $12,559
9/04 $11,144 $12,133
Average Annual Total Returns
(As of September 30, 2004)
Net Asset Public Offering
Period Value Price
Life-of-Fund 5.97% 3.04%
(8/22/02)
1 Year 5.12 -0.96
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.
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 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 1000 Growth Index contains those Russell 1000 securities with a
greater-than-average growth orientation. Companies in this index tend to
exhibit higher price-to-book and price-to-earnings ratios, lower dividend
yields and higher forecasted growth values than the Value universe. Index
returns assume reinvestment of dividends and, unlike Fund returns, do not
reflect any fees, expenses orsales charges. You cannot invest directly in any
index.
3
Pioneer Large Cap Growth Fund
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COMPARING ONGOING FUND EXPENSES
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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 - $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 Large Cap Growth Fund
Based on actual returns from April 1, 2004 through September 30, 2004.
Share Class A
- --------------------------------------------------------------------------------
Beginning Account Value $1,000.00
On 4/1/04
Ending Account Value $ 947.20
On 9/30/04
Expenses Paid During Period* $ 6.35
* Expenses are equal to the Fund's annualized expense ratio of 1.30%,
multiplied by the average account value over the period, multiplied by
183/366 (to reflect the one-half year period).
4
Pioneer Large Cap Growth Fund
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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). 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 Large Cap Growth Fund
Based on a hypothetical 5% return before expenses, reflecting the period from
April 1, 2004 through September 30, 2004.
Share Class A
- --------------------------------------------------------------------------------
Beginning Account Value $1,000.00
On 4/1/04
Ending Account Value $1,018.55
On 9/30/04
Expenses Paid During Period* $ 6.58
* Expenses are equal to the Fund's annualized expense ratio of 1.30%,
multiplied by the average account value over the period, multiplied by
183/366 (to reflect the one-half year period).
5
Pioneer Large Cap Growth Fund
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PORTFOLIO MANAGEMENT DISCUSSION 9/30/04
- --------------------------------------------------------------------------------
Rising interest rates, uncertainty about the November election and sluggish
economic growth contributed to a stock-market environment that showed little
direction during the six months ended September 30, 2004. In the following
interview, Chris Galizio discusses Pioneer Large Cap Growth Fund's strategy and
the factors that influenced performance during this period. Mr. Galizio is the
Fund's day-to-day manager. He began managing the Fund on April 23, 2004,
succeeding Eric Weigel.
Q: How did the Fund perform over the past six months?
A: Pioneer Large Cap Growth Fund had a total return of -5.28% at net asset
value for the six months ended September 30, 2004. For the same period,
the Russell 1000 Growth Index had a return of -3.39%, and the average
return for the 656 funds in Lipper's Large Cap Growth Funds category was
-3.43%.
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 factors most affected Fund performance?
A: The biggest factor was the Fund's exposure to semiconductor stocks, which
was greater than that of the benchmark. Although these stocks performed
relatively well in 2003, it was a much different story this year, as
profits for the companies fell below expectations. In our view, the
industry has too much manufacturing capacity, excess inventory and is
facing a period of slow growth as sales of two primary users of
semiconductors, personal computers and cell phones, appear to have hit a
plateau.
Q: Have you changed the Fund's exposure to semiconductors?
A: Yes. We sold most of the semiconductor holdings, keeping only Intel and
adding Taiwan Semiconductor. This turned out to be a good decision, as
prices of most semiconductor stocks have declined dramatically since then.
6
Pioneer Large Cap Growth Fund
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Q: Could you talk about stocks that contributed to performance?
A: Several stocks that have been added to the portfolio in the past few months
have done well. For example, we enlarged the Fund's existing position in
SanDisk. The company makes computer storage devices for a variety of
products, particularly digital cameras and portable music players. We also
added Vodafone to the portfolio. While cell phone sales appear to have
peaked and the average price of handsets is declining, the wireless
service business continues to grow. These companies have more flexibility
to manage prices, and their revenues go up as people use cell phones more
often. We also bought Guidant. The company is developing a drug-coated
stent business. It had a delay in introducing one of its stents, which
caused the stock's price to fall. When that happened, we bought the stock,
which turned out to be a good decision. Finally, Phelps Dodge and
Freeport-McMoRan Copper & Gold performed well for the Fund. Both companies
are benefiting from a temporary shortage in the supply of copper while
demand, particularly from China, has increased.
Q: What stocks hurt performance?
A: The stock that hurt the most was Corinthian Colleges, a for-profit
secondary education company that operates technical institutes in the
United States and Canada. It has had some problems managing its rapid
growth, and there was a government inquiry into financial aid applications
at one of its campuses. That, plus a disappointing earnings report in
August, drove the stock's price down sharply. However, we still like the
company and believe its problems are short term in nature. It is not a
capital-intensive business, and student enrollment is growing by 15% a
year. Another stock that hurt the Fund was Merck. It fell 25% on the day
the company took Vioxx, its best-selling drug for relieving arthritis
symptoms, off the market because of concerns that the drug could cause
cardiac side effects.
Fund performance was also hurt by Lexar. The company makes flash memory
products used to store pictures in a digital still camera, cell phone or
camcorder, and has struggled to make a profit as the prices of its
products have declined. UTStarcom, a company that sells telecom equipment
saw its margins fall, impacting the Fund's performance.
7
Pioneer Large Cap Growth Fund
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PORTFOLIO MANAGEMENT DISCUSSION 9/30/04 (continued)
- --------------------------------------------------------------------------------
Q: What is your investment approach?
A: We look for companies with prospects for above average growth in sales and
earnings, high returns on capital and strong competitive positions in
their markets. We are bottom-up investors, which means we do not closely
follow macroeconomic or industry trends. Rather, we evaluate each company
on an individual basis. Also, if we don't like a particular stock, we
won't invest a smaller amount in it relative to its weighting in the
Russell 1000 Growth Index; we will choose not to include it in the
portfolio.
Q: What's your investment outlook?
A: For now, interest rates continue to be low, which makes stocks attractive.
However, we are concerned about the possibility of higher rates and the
effect those rates could have on economic growth. We also believe
expectations for growth, particularly in technology, are too high. And, we
think there are bubbles in certain parts of the economy. At the same time,
we think stocks are fairly valued based on their growth and earnings
prospects and that there are certain sectors, such as computer software,
oil and wireless service companies, where we can find good investments.
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.
8
Pioneer Large Cap Growth Fund
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SCHEDULE OF INVESTMENTS 9/30/04 (unaudited)
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Shares Value
COMMON STOCKS - 100.1%
Energy - 1.6%
Integrated Oil & Gas - 1.6%
200 ConocoPhillips $ 16,570
200 Occidental Petroleum Corp. 11,186
----------
Total Energy $ 27,756
----------
Materials - 4.4%
Diversified Metals & Mining - 4.4%
910 Freeport-McMoRan Copper & Gold, Inc. (Class B) $ 36,855
400 Phelps Dodge Corp. 36,812
----------
Total Materials $ 73,667
----------
Capital Goods - 3.9%
Aerospace & Defense - 0.6%
150 L-3 Communications Holdings, Inc. $ 10,050
----------
Industrial Conglomerates - 3.3%
900 Tyco International, Ltd. $ 27,594
300 United Technologies Corp. 28,014
----------
$ 55,608
----------
Total Capital Goods $ 65,658
----------
Commercial Services & Supplies - 2.0%
Employment Services - 2.0%
2,500 Corinthian Colleges, Inc.* $ 33,700
----------
Total Commercial Services & Supplies $ 33,700
----------
Consumer Durables & Apparel - 0.7%
Apparel, Accessories & Luxury Goods - 0.7%
500 TJX Companies, Inc. $ 11,020
----------
Total Consumer Durables & Apparel $ 11,020
----------
Hotels, Restaurants & Leisure - 3.2%
Casinos & Gaming - 1.1%
500 International Game Technology $ 17,975
----------
Restaurants - 2.1%
900 Tricon Global Restaurants, Inc. $ 36,594
----------
Total Hotels, Restaurants & Leisure $ 54,569
----------
The accompanying notes are an integral part of these financial statements. 9
Pioneer Large Cap Growth Fund
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SCHEDULE OF INVESTMENTS 9/30/04 (unaudited) (continued)
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Shares Value
Media - 5.7%
Broadcasting & Cable TV - 2.5%
5,000 Liberty Media Corp.* $ 43,600
----------
Movies & Entertainment - 3.2%
900 The Walt Disney Co. $ 20,295
1,000 Viacom, Inc. (Class B) 33,560
----------
$ 53,855
----------
Total Media $ 97,455
----------
Retailing - 8.6%
Apparel Retail - 1.4%
200 Liz Claiborne, Inc. $ 7,544
200 Nike, Inc. 15,760
----------
$ 23,304
----------
Computer & Electronics Retail - 0.6%
200 Best Buy Co., Inc. $ 10,848
----------
General Merchandise Stores - 4.3%
550 Family Dollar Stores, Inc. $ 14,905
1,300 Target Corp. 58,825
----------
$ 73,730
----------
Home Improvement Retail - 2.3%
500 Home Depot, Inc. $ 19,600
350 Lowe's Companies, Inc. 19,023
----------
$ 38,623
----------
Total Retailing $ 146,505
----------
Food & Drug Retailing - 1.3%
Food Distributors - 1.3%
500 Cardinal Health, Inc. $ 21,885
----------
Total Food & Drug Retailing $ 21,885
----------
Food, Beverage & Tobacco - 5.6%
Soft Drinks - 3.4%
1,175 PepsiCo, Inc. $ 57,164
----------
Tobacco - 2.2%
800 Altria Group, Inc. $ 37,632
----------
Total Food, Beverage & Tobacco $ 94,796
----------
10 The accompanying notes are an integral part of these financial statements.
Pioneer Large Cap Growth Fund
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Shares Value
Household & Personal Products - 1.6%
Household Products - 1.6%
600 Colgate-Palmolive Co. $ 27,108
----------
Total Household & Personal Products $ 27,108
----------
Health Care Equipment & Services - 7.8%
Health Care Distributors - 4.9%
1,400 Bristol-Myers Squibb Co. $ 33,138
600 Teva Pharmaceutical Industries, Ltd. 15,570
900 Wyeth 33,660
----------
$ 82,368
----------
Health Care Equipment - 2.3%
600 Guidant Corp. $ 39,624
----------
Managed Health Care - 0.6%
100 Wellpoint Health Networks, Inc.* $ 10,509
----------
Total Health Care Equipment & Services $ 132,501
----------
Pharmaceuticals & Biotechnology - 7.4%
Biotechnology - 3.0%
700 Amgen, Inc.* $ 39,676
1,150 Cubist Pharmaceuticals, Inc.* 11,362
----------
$ 51,038
----------
Pharmaceuticals - 4.4%
700 American Pharmaceuticals Partners, Inc.* (b) $ 19,299
800 Merck & Co., Inc. 26,400
800 Sanofi-Synthelabo SA (A.D.R.)* 29,288
----------
$ 74,987
----------
Total Pharmaceuticals & Biotechnology $ 126,025
----------
Banks - 2.6%
Diversified Banks - 1.0%
400 Bank of America Corp. $ 17,332
----------
Thrifts & Mortgage Finance - 1.6%
400 Freddie Mac $ 26,096
----------
Total Banks $ 43,428
----------
Diversified Financials - 6.5%
Asset Management & Custody Banks - 0.9%
300 Legg Mason, Inc. $ 15,981
----------
The accompanying notes are an integral part of these financial statements. 11
Pioneer Large Cap Growth Fund
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SCHEDULE OF INVESTMENTS 9/30/04 (unaudited) (continued)
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Shares Value
Consumer Finance - 2.9%
1,300 MBNA Corp. $ 32,760
1,100 Providian Financial Corp.* 17,094
----------
$ 49,854
----------
Investment Banking & Brokerage - 0.5%
100 Goldman Sachs Group, Inc. $ 9,324
----------
Diversified Financial Services - 2.1%
800 Citigroup, Inc. $ 35,296
----------
Total Diversified Financials $ 110,455
----------
Software & Services - 13.2%
Application Software - 9.7%
3,300 Microsoft Corp. $ 91,245
1,100 Macrovision Corp.* 26,488
1,000 Peoplesoft, Inc.* 19,850
1,500 Veritas Software Corp.* 26,700
----------
$ 164,283
----------
Data Processing & Outsourced Services - 1.3%
500 First Data Corp. $ 21,750
----------
Home Entertainment Software - 1.2%
600 Take-Two Interactive Software, Inc.* $ 19,710
----------
IT Consulting & Other Services - 1.0%
635 Accenture, Ltd.* $ 17,177
----------
Total Software & Services $ 222,920
----------
Technology Hardware & Equipment - 13.0%
Networking Equipment - 0.7%
1,600 BEA Systems, Inc.* $ 11,056
----------
Computer Hardware - 5.3%
200 Diebold, Inc. $ 9,340
900 Dell, Inc.* 32,040
2,600 Hewlett-Packard Co. 48,750
----------
$ 90,130
----------
Computer Storage & Peripherals - 4.1%
2,400 Sandisk Corp.* $ 69,888
----------
Electronic Equipment & Instruments - 2.9%
250 Samsung Electronics* $ 49,672
----------
Total Technology Hardware & Equipment $ 220,746
----------
12 The accompanying notes are an integral part of these financial statements.
Pioneer Large Cap Growth Fund
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Shares Value
Semiconductors - 5.6%
3,700 Intel Corp. $ 74,222
2,800 Taiwan Semiconductor Manufacturing Co. (A.D.R.) 19,992
----------
Total Semiconductors $ 94,214
----------
Telecommunication Services - 5.4%
Integrated Telecommunication Services - 1.2%
800 France Telecom SA (A.D.R.)* $ 20,000
----------
Wireless Telecommunication Services - 4.2%
1,100 Nextel Communications, Inc.* $ 26,223
1,900 Vodafone Group Plc (A.D.R.) 45,809
----------
$ 72,032
----------
Total Telecommunication Services $ 92,032
----------
TOTAL COMMON STOCKS
(Cost $1,666,297) $1,696,440
----------
TEMPORARY CASH INVESTMENT - 1.1%
Security Lending Collateral - 1.1%
19,285 Securities Lending Investment Fund, 1.74% $ 19,285
----------
TOTAL TEMPORARY CASH INVESTMENT
(Cost $19,285) $ 19,285
----------
TOTAL INVESTMENTS IN SECURITIES - 101.2%
(Cost $1,685,582)(a) $1,715,725
----------
OTHER ASSETS AND LIABILITIES - (1.2)% $ (20,723)
----------
TOTAL NET ASSETS - 100.0% $1,695,002
==========
* Non-income producing security.
(A.D.R.) American Depositary Receipt
(a) At September 30, 2004, the net unrealized gain on investments based on cost for
federal income tax purposes of $1,685,582 was as follows:
Aggregate gross unrealized gain for all investments in which
there is an excess of value over tax cost $107,337
Aggregate gross unrealized loss for all investments in which
there is an excess of tax cost over value (77,194)
--------
Net unrealized gain $30,143
========
(b) At September 30, 2004, the following security was out on loan:
Shares Security Market Value
665 American Pharmaceuticals Partners, Inc.* $18,334
Purchases and sales of securities (excluding temporary cash investments) for the
six months ended September 30, 2004 aggregated $2,052,778 and $2,039,186,
respectively.
The accompanying notes are an integral part of these financial statements. 13
Pioneer Large Cap Growth Fund
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 9/30/04 (unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities, at value (including securities
loaned of $18,334) (cost $1,685,582) $1,715,725
Cash 18,767
Dividends, interest and foreign taxes withheld 1,889
Due from Pioneer Investment Management, Inc. 6,309
----------
Total assets $1,742,690
----------
LIABILITIES:
Payables -
Upon return of securities loaned 19,285
Due to affiliates 3,126
Accrued expenses 25,277
----------
Total liabilities $ 47,688
----------
NET ASSETS:
Paid-in capital $1,497,781
Undistributed net investment loss (1,676)
Accumulated net realized gain on investments 168,754
Net unrealized gain on investments 30,143
----------
Total net assets $1,695,002
==========
NET ASSET VALUE PER SHARE:
(No par value, unlimited number of shares authorized)
Class A (based on $1,695,002/150,000 shares) $ 11.30
==========
MAXIMUM OFFERING PRICE:
Class A (11.30 [divided by] 94.25%) $ 11.99
==========
14 The accompanying notes are an integral part of these financial statements.
Pioneer Large Cap Growth Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS (unaudited)
- --------------------------------------------------------------------------------
For the Six Months Ended 9/30/04
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $114) $9,284
Interest 81
Income from securities loaned, net 94
------
Total investment income $ 9,459
----------
EXPENSES:
Management fees $6,441
Transfer agent fees and expenses
Class A 52
Distribution fees
Class A 2,147
Administrative reimbursements 13,779
Custodian fees 6,311
Registration fees 183
Professional fees 14,793
Printing expenses 4,247
Fees and expenses of nonaffiliated trustees 2,703
Miscellaneous 1,003
------
Total expenses $ 51,659
----------
Less management fees waived and expenses reim-
bursed by Pioneer Investment Management, Inc. (40,524)
----------
Net expenses $ 11,135
----------
Net investment loss $ (1,676)
----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments $ 130,535
----------
Change in net unrealized gain on investments $ (223,486)
----------
Net loss on investments $ (92,951)
----------
Net decrease in net assets resulting from operations $ (94,627)
==========
The accompanying notes are an integral part of these financial statements. 15
Pioneer Large Cap Growth Fund
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STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Six Months Ended 9/30/04 and the Year Ended 3/31/04
Six Months
Ended
9/30/04 Year Ended
(unaudited) 3/31/04
FROM OPERATIONS:
Net investment loss $ (1,676) $ (5,383)
Net realized gain on investments 130,535 58,754
Change in net unrealized gain (loss) on investments (223,486) 387,078
---------- ----------
Net increase (decrease) in net assets resulting from
operations $ (94,627) $ 440,449
---------- ----------
NET ASSETS:
Beginning of period 1,789,629 1,349,180
---------- ----------
End of period (including undistributed net investment loss
of ($1,676) and $0, respectively) $1,695,002 $1,789,629
========== ==========
16 The accompanying notes are an integral part of these financial statements.
Pioneer Large Cap Growth Fund
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FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Six Months 8/22/02(a)
Ended Year Ended to
9/30/04 3/31/04 3/31/03
(unaudited)
CLASS A
Net asset value, beginning of period $ 11.93 $ 8.99 $ 10.00
---------- --------- ---------
Increase (decrease) from investment operations:
Net investment loss $ (0.01) $ (0.03) $ (0.01)
Net realized and unrealized gain (loss) on investments (0.62) 2.97 (1.00)
---------- --------- ---------
Net increase (decrease) in net assets from investment operations $ (0.63) $ 2.94 $ (1.01)
---------- --------- ---------
Net asset value, end of period $ 11.30 $ 11.93 $ 8.99
========== ========= =========
Total return* (5.28)% 32.70% (10.10)%
Ratio of net expenses to average net assets 1.30%** 1.30% 1.30%**
Ratio of net investment loss to average net assets (0.20)%** (0.33)% (0.27)%**
Portfolio turnover rate 119%** 41% 11%**
Net assets, end of period (in thousands) $ 1,695 $ 1,790 $ 1,349
Ratios with no waiver of management fees and assumption of expenses by PIM
Net expenses 6.01%** 5.38%*** 13.80%**
Net investment loss (4.91)%** (4.41)%*** (12.77)%**
(a) Class A shares were first publicly offered on August 22, 2002.
* Assumes initial investment at net asset value at the beginning of the
period, reinvestment of all distributions and the complete redemption of
the investment at net asset value at the end of the period.
** Annualized.
*** In the absence of the negative registration fees in the statement of
operations, which relates to a change in estimate for registration fees in
the period ended March 2003, the gross expense ratio to average net assets
would have been 5.31%. As a result of the expense limitation arrangement
(see footnote 2), there would be no effect on the per share operating
performance, total return and the net expense and net investment loss
ratios to average net assets.
The accompanying notes are an integral part of these financial statements. 17
Pioneer Large Cap Growth Fund
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NOTES TO FINANCIAL STATEMENTS 9/30/04 (unaudited)
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Large Cap Growth Fund (the Fund) is a Delaware statutory trust
registered under the Investment Company Act of 1940 as a diversified, open-end
management investment company. The Fund was organized on May 7, 2002, and
commenced operations on August 22, 2002. Prior to August 22, 2002, the Fund had
no operations other than those relating to organizational matters and the
initial capitalization of the Fund by Pioneer Funds Distributor, Inc. (PFD). To
date, no shares here been offered to the public. The Fund shares outstanding at
September 30, 2004, are owned by PFD. The Fund's investment objective is to
seek long-term capital growth.
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 periods. 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 is open, as of the close of regular trading on the Exchange. In
computing the net asset value, securities are valued at the last sale
price on the principal exchange where they are traded. Securities that
have not traded on the date of valuation, or securities for which sale
prices are not generally reported, are valued at the mean between the last
bid and asked prices. Securities for which market quotations are not
readily available are valued at their fair values as determined by, or
under the direction of, the Board of Trustees. Trading in foreign
securities is substantially completed each day at various times prior to
the close of the New York Stock Exchange. The values of such securities
used in computing the net asset value of the Fund's shares are determined
as of such times. As of September 30, 2004 there were no securities fair
valued.
18
Pioneer Large Cap Growth Fund
- --------------------------------------------------------------------------------
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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. Interest income, including
interest on income bearing cash accounts, is recorded on the accrual
basis. Dividends and interest are reported net of unrecoverable foreign
taxes withheld at the applicable country rates. Temporary cash investments
are valued at amortized cost.
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.
The tax character of current year distributions payable will be determined
at the end of the current fiscal year. There was no distributions paid
during the year ended March 31, 2004.
The following shows the components of distributable earnings on a federal
income tax basis at March 31, 2004. These amounts do not include the
capital loss carryforward.
- --------------------------------------------------------------------------------
2004
- --------------------------------------------------------------------------------
Undistributed ordinary income $ 6,843
Undistributed long-term gain 31,376
Unrealized appreciation 253,629
--------
Total $291,848
========
19
Pioneer Large Cap Growth Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 9/30/04 (unaudited) (continued)
- --------------------------------------------------------------------------------
The difference between book-basis and tax-basis unrealized appreciation 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.
PFD, the principal underwriter for the Fund and a wholly owned indirect
subsidiary of UniCredito Italiano S.p.A. (UniCredito Italiano), earned no
underwriting commissions on the sale of Class A shares during the six
months ended September 30, 2004.
D. Security Lending
The Fund lends securities in the 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 in
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 fair value of the collateral will be adjusted daily
to reflect any price fluctuation in the value of the loaned securities.
The value of cash collateral at period end is disclosed on the Statement
of Assets and Liabilities. The Fund has the right under the lending
agreements to recover the securities from the borrower on demand. The Fund
invests cash collateral in the Securities Lending Investment Fund, which
is managed by Brown Brothers Harriman & Co., the Fund's custodian.
E. 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.
20
Pioneer Large Cap Growth Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the
Fund's portfolio. Management fees are calculated daily at the annual rate of
0.75% of the Fund's average daily net assets.
PIM has agreed not to impose its management fee and to assume other operating
expenses of the Fund to the extent necessary to limit expenses to 1.30% of
average daily net assets attributable to Class A. This agreement is voluntary
and temporary and may be terminated or revised by PIM at any time without
notice.
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. At September 30, 2004, $1,542 was payable to
PIM related to management fees, administrative costs and certain other services
and is included in due to affiliates.
3. Transfer Agent
Pioneer Investment Management Shareholder Services, Inc. (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 $1,226 in transfer agent fees payable to PIMSS
at September 30, 2004.
4. Distribution Plans
The Fund adopted a Plan of Distribution in accordance with Rule 12b-1 of the
Investment Company Act of 1940. 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. Included in due to affiliates is $358 in
distribution fees payable to PFD at September 30, 2004.
5. Expense Offset Arrangements
The Fund has entered into certain expense offset arrangements with PIMSS
resulting in a reduction in the Fund's total expenses due to interest earned on
cash held by PIMSS. For the six months ended September 30, 2004, the Fund's
expenses were not reduced under such arrangements.
21
Pioneer Large Cap Growth Fund
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TRUSTEES, OFFICERS AND SERVICE PROVIDERS
- --------------------------------------------------------------------------------
Trustees Officers
John F. Cogan, Jr., Chairman John F. Cogan, Jr., President
Mary K. Bush Osbert M. Hood, Executive
Richard H. Egdahl, M.D. Vice President
Margaret B.W. Graham Vincent Nave, Treasurer
Osbert M. Hood Dorothy E. Bourassa, Secretary
Marguerite A. Piret
Stephen K. West
John Winthrop
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
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.
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 6-month period ended September 30, 2004 is publicly available
to shareowners at www.pioneerfunds.com. This information is also available on
the Securities and Exchange Commission's web site at http://www.sec.gov.
22
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THE PIONEER FAMILY OF MUTUAL FUNDS
- --------------------------------------------------------------------------------
Please consider a fund's investment objective, risks, charges and expenses
carefully before investing. The prospectus contains this and other information
about a fund and should be read carefully before you invest or send money. To
obtain a prospectus and for other information on any Pioneer fund, contact your
advisor, call 1-800-225-6292 or visit our web site at www.pioneerfunds.com.
U.S. Equity
Pioneer Fund
Pioneer Balanced Fund
Pioneer Equity Income Fund
Pioneer Growth Shares
Pioneer Mid Cap Growth Fund
Pioneer Mid Cap Value Fund
Pioneer Oak Ridge Large Cap
Growth Fund
Pioneer Oak Ridge Small Cap
Growth Fund
Pioneer Papp America-Pacific
Rim Fund
Pioneer Papp Small and Mid Cap
Growth Fund
Pioneer Papp Stock Fund
Pioneer Papp Strategic
Growth Fund
Pioneer Real Estate Shares
Pioneer Research Fund*
Pioneer Small Cap Value Fund
Pioneer Small Company Fund
Pioneer Value Fund
Asset Allocation
Ibbotson Moderate Allocation Fund
Ibbotson Growth Allocation Fund
Ibbotson Aggressive Allocation Fund
International/Global Equity
Pioneer Emerging Markets Fund
Pioneer Europe Select Fund
Pioneer Europe Fund
Pioneer International Equity Fund
Pioneer International Value Fund
Fixed Income
Pioneer America Income Trust
Pioneer Bond Fund
Pioneer Global High Yield Fund
Pioneer High Yield Fund
Pioneer Short Term Income Fund
Pioneer Strategic Income Fund
Pioneer Tax Free Income Fund
Money Market
Pioneer Cash Reserves Fund**
* Name change effective December 11, 2003. Formerly known as Pioneer Core
Equity Fund.
** An investment in the Fund is not insured or guaranteed by the Federal
Deposit Insurance Corporation or any other government agency. Although the
Fund seeks to preserve the value of your investment at $1.00 per share, it
is possible to lose money by investing in the Fund.
23
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RETIREMENT PLANS FROM PIONEER
- --------------------------------------------------------------------------------
Pioneer has a long history of helping people work toward their retirement
goals, offering plans suited to the individual investor and businesses of all
sizes. For more information on Pioneer retirement plans, contact your
investment professional, or call Pioneer at 1-800-622-0176.
Individual Retirement Accounts (IRAs)
Traditional IRA*
For anyone under age 70 1/2 earning income. Individuals can contribute up to
$3,000 annually. Earnings are tax-deferred, and contributions may be
tax-deductible.
Roth IRA*
Available to single individuals earning less than $110,000 in income annually,
and married couples with joint income less than $160,000. Contributions of up
to $3,000 a year are not tax-deductible, but all earnings are tax-free for
qualified withdrawals. Distributions are tax and penalty-free if certain
conditions are met.
Employer-Sponsored Plans
Uni-K Plan*
A 401(k) plan designed specifically for any business that employs only owners
and their spouses. Participants can make salary deferral contributions up to
$11,000 per year. In addition, each year the business may contribute up to 25%
of pay.
401(k) Plan*
Allows employees to make pre-tax contributions through payroll deduction, up to
$11,000 per year. Employers' contributions are discretionary. The 401(k) offers
companies maximum flexibility.
SIMPLE IRA Plan*
The Savings Incentive Match PLan for Employees (SIMPLE) is designed for
employers with 100 or fewer eligible employees. Employees can decide whether to
contribute. Employers must contribute.
Most retirement plan withdrawals must meet specific conditions to avoid
penalties.
24
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- --------------------------------------------------------------------------------
403(b) Plan*
Also known as a Tax-Sheltered Account (TSA), this plan lets employees of public
schools, non-profit hospitals and other tax-exempt organizations make pre-tax
contributions through payroll deduction.
SEP-IRA
The Simplified Employee Pension (SEP) plan lets self-employed people and
small-business owners make tax-deductible contributions of up to 25% of income,
while maintaining complete contribution flexibility each year.
Profit Sharing Plan
Companies can decide each year whether - and how much - to contribute to
participants, up to 25% of each participant's pay. Can include vesting
schedules that are not available with a SEP-IRA.
Age-Based Profit Sharing Plan
Employer contributions are flexible, but are based on a formula using age and
salary. Each year, a business can contribute up to 25% of the total eligible
payroll.
Money Purchase Pension Plan (MPP)
Allows employer contributions, up to 25% of pay annually. Companies must
contribute a fixed percentage of pay each year.
Defined Benefit Pension Plan
Requires a business to contribute enough each year to fund a specific future
benefit. Most beneficial to older employees who need to accumulate assets
rapidly.
* Special Catch-Up Provisions are available to individuals age 50 and older
to contribute additional amounts to their retirement accounts. For more
information, call our Retirement Plans Information line at 1-800-622-0176.
Most retirement plan withdrawals must meet specific conditions to avoid
penalties.
25
- --------------------------------------------------------------------------------
PROGRAMS AND SERVICES FOR PIONEER SHAREOWNERS
- --------------------------------------------------------------------------------
Your investment professional can give you additional information on Pioneer's
programs and services. If you want to order literature on any of the following
items directly, simply call Pioneer at 1-8O0-225-6292.
FactFone(SM)
Our automated account information service, available to you 24 hours a day,
seven days a week. FactFone gives you a quick and easy way to check fund share
prices, yields, dividends and distributions, as well as information about your
own account. Simply call 1-800-225-4321. For specific account information, have
your 10-digit account number, your three-digit fund number and your four-digit
personal identification number at hand.
6-Month Reinstatement Privilege (for Class A and Class B Shares)
Enables you to reinvest all or a portion of the money you redeem from your
Pioneer account - without paying a sales charge - within 6 months of your
redemption. You have the choice of investing in any Pioneer fund provided the
account has the exact same registration and meets the fund's minimum investment
requirement. Reinstated accounts may only purchase Class A fund shares.
Investomatic Plan
An easy and convenient way for you to invest on a regular basis. All you need
to do is authorize a set amount of money to be moved out of your bank account
into the Pioneer fund of your choice. Investomatic also allows you to change
the dollar amount, frequency and investment date right over the phone. By
putting aside affordable amounts of money regularly, you can build a long-term
investment - without sacrificing your current standard of living.
Payroll Investment Program (PIP)
Lets you invest in a Pioneer fund directly through your paycheck. All that's
involved is for your employer to fill out an authorization form allowing
Pioneer to deduct from participating employees' paychecks. You specify the
dollar amount you want to invest into the Pioneer fund(s) of your choice.
26
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- --------------------------------------------------------------------------------
Automatic Exchange Program
A simple way to move money from one Pioneer fund to another over a period of
time. Just invest a lump sum in one fund, and select the other Pioneer funds
you wish to invest in. You choose the amounts and dates for Pioneer to sell
shares of your original fund and use the proceeds to buy shares of the other
funds you have chosen. Over time, your investment will be shifted out of the
original fund. (Automatic Exchange is available for originating accounts with a
balance of $5,000 or more.)
Directed Dividends
Lets you invest cash dividends from one Pioneer fund to an account in another
Pioneer fund with no sales charge or fee. Simply fill out the applicable
information on a Pioneer Account Options Form. (This program is available for
dividend payments only; capital gains distributions are not eligible at this
time.)
Direct Deposit
Lets you move money into your bank account using electronic funds transfer
(EFT). EFT moves your money faster than you would receive a check, eliminates
unnecessary paper and mail, and avoids lost checks. Simply fill out a Pioneer
Direct Deposit Form, giving your instructions.
Systematic Withdrawal Plan (SWP)
Lets you establish automatic withdrawals from your account at set intervals.
You decide the frequency and the day of the month. Pioneer will send the
proceeds by check to the address you designate, or electronically to your bank
account. You also can authorize Pioneer to make the redemptions payable to
someone else. (SWPs are available for accounts with a value of $10,000 or
more.)
27
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This page for your notes.
28
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HOW TO CONTACT PIONEER
- --------------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Write to us:
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our Internet e-mail address ask.pioneer@pioneerinvest.com
(for general questions about Pioneer only)
Visit our web site: www.pioneerfunds.com
Please consider the fund's investment objectives, risks, charges and expenses
carefully before investing. The prospectus contains this and other information
about the fund and should be read carefully before you invest or send money. To
obtain a prospectus and for other information on any Pioneer fund, call
1-800-225-6292 or visit our website www.pioneerfunds.com.
The Trust 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
website at sec.gov. The filed form may also be viewed and copied at the
Commission's Public Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognizes 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 recognizes that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
- ---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
- ---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
- ---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
- ---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
- ----------------------- --------------------------- -----------------------------------------------
- ------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- -------------------------
- ------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
- ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
- ----------------------- --------------------------- -----------------------------------------------
- --------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
- ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
- ----------------------- ------------------------- -----------------------------------------------
- ------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
- ------------------------------------------- ------------------------------
- --------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
- --------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
N/A
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The Fund's independent auditor, Ernst & Young
LLP ("E&Y"), recently has advised the Securities
and Exchange Commission, the Public Company
Accounting Oversight Board, and the Audit
Committee of the Fund's Board of Trustees that
certain non-audit work performed by E&Y's China
affiliate has raised questions regarding E&Y's
independence with respect to its performance of
audit services for the Fund. In July 2004, E&Y
became aware that member firms in China ("E&Y
China") provided certain tax services to offices of
UniCredito Italiano, S.p.A. ("UCI"), a member of
the Fund's Investment Company Complex. The
services included receipt and disbursement of
monies transferred to E&Y China by UCI in
payment of individual expatriate income taxes due
on returns prepared by E&Y China for certain UCI
employees located in China from October 1998 to
May 2003. E&Y became auditors of the Fund in
May 2002. These expatriate tax services were
discontinued in May 2003. The fees received by
E&Y China for all such services totaled $3,685.
The Fund's Audit Committee and E&Y have
discussed the matter, including the nature of the
services provided, the personnel involved in
providing the services and the fees received by
E&Y for performing the services. The Committee
continues to review the facts and circumstances
surrounding the matter, including the issue of
whether the monies transferred for employees' taxes
were de facto monies due the employees for tax
payments rather than monies belonging to UCI.
E&Y has informed the Audit Committee that based
on its internal reviews and the de minimis nature of
the services provided and fees received, it does not
believe its independence with respect to the Fund
has been impaired.
(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.
N/A
ITEMS 5-6. [RESERVED]
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. [RESERVED]
ITEM 9. 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 10. 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 Large Cap Growth Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date November 29, 2004
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date November 29, 2004
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date November 29, 2004
* Print the name and title of each signing officer under his or her signature.