BINGHAM McCUTCHEN LLP
ONE FEDERAL STREET
BOSTON, MASSACHUSETTS 02110
March 25, 2010
VIA EDGAR
Securities and Exchange Commission
Division of Investment Management
100 F Street, NE
Washington, D.C. 20549
Re: Pioneer Series Trust VI
Registration Statement on Form N-1A
(File Nos. 333-138560; 811-21978)
Ladies and Gentlemen:
Attached please find a draft letter that was forwarded via e-mail to
the Staff of the Securities and Exchange Commission on March 22, 2010 for
discussion purposes in connection with the Staff's comments regarding
Post-Effective Amendment Number 6 to the Registration Statement on Form N-1A of
Pioneer Series Trust VI (the "Post-Effective Amendment") relating to Pioneer
Multi-Asset Real Return Fund. Please note that this draft letter was
inadvertently filed in final form via EDGAR on March 25, 2010 (Accession No.
0001380192-10-000017). The draft letter attached hereto supersedes and replaces
such inadvertent filing.
The final version of the letter responding to the Staff's comments to
the Post-Effective Amendment, reflecting further discussions with the Staff, was
filed via EDGAR on March 25, 2010 (Accession No. 0001380192-10-000013).
Please call the undersigned at (617) 951-8458 or Toby R. Serkin at
(617) 951-8760 with any questions.
Sincerely,
/s/ Jeremy Kantrowitz
Jeremy Kantrowitz
ATTACHMENT
DRAFT FOR DISCUSSION PURPOSES - 3-22-10
BINGHAM McCUTCHEN LLP
ONE FEDERAL STREET
BOSTON, MASSACHUSETTS 02110
March [ ], 2010
VIA EDGAR
Securities and Exchange Commission
Division of Investment Management
100 F Street, NE
Washington, D.C. 20549
Re: Pioneer Series Trust VI
Registration Statement on Form N-1A
(File Nos. 333-138560; 811-21978)
Ladies and Gentlemen:
This letter is to respond to comments we received on March 17, 2010
from Mr. Dominic Minore of the Securities and Exchange Commission (the
"Commission") regarding Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A for Pioneer Series Trust VI (the "Registrant") relating
to Pioneer Multi-Asset Real Return Fund (the "Fund").
I. General Comments
1. Comment: The Staff requested that the Registrant provide a
letter to the Commission that includes certain "Tandy"
acknowledgments with the Registrant's response to the Staff's
comments.
Response: A Tandy representation letter executed in connection with the
filing of this response is attached hereto as Exhibit A.
II. Fees and Expenses of the Fund
1. Comment: The Staff requested that the Registrant remove the
statement that "there can be no assurance that the adviser
will extend the expense limitations beyond such time" from
Footnote 2 to the Fee Table.
Response: The Registrant has made the requested change.
III. Management Fee
1. Comment: The Staff requested that the Registrant revise the
statement "the Fund does not pay an advisory fee with respect
to assets invested in the Subsidiary and on which the
Subsidiary pays a management fee pursuant to its separate
management contract with Pioneer" to clarify that the Fund
indirectly pays an advisory fee with respect to assets
invested in the Subsidiary through its investment in the
Subsidiary.
Response: The Registrant has made the requested change.
IV. Statements of Additional Information
1. Comment: The Staff requested that the Registrant revise the
statement in the section of the Statement of Additional
Information titled "Investments in the Subsidiary" that "the
Subsidiary generally is subject to the Fund's investment
restrictions and other policies; however, the Subsidiary
(unlike the Fund) may invest without limitation in
commodity-linked derivatives, ETFs, leveraged or unleveraged
commodity-linked notes and other investments that provide
exposure to commodities" to delete the word "generally."
Response: The Registrant has made the requested change.
2. Comment: The Staff requested that the Registrant add
disclosure to the Statement of Additional Information
regarding the management agreement between Pioneer and the
Cayman Subsidiary explaining (i) that the agreement has been
approved by the Board of Trustees of the Registrant pursuant
to Section 15 of the 1940 Act and is subject to renewal by the
Board of Trustees of the Registrant after an initial two year
period; and (ii) who can terminate the agreement.
Response: The Registrant has made the requested change.
3. Comment: The Staff requested that the Registrant add
disclosure to the Statement of Additional Information to
clarify for shareholders that although the Cayman Subsidiary
has its own Board of Directors, it is under the control of the
Board of Trustees of the Registrant.
Response: The Registrant has made the requested change.
4. Comment: The Staff requested that the Registrant add
disclosure to the Statement of Additional Information stating
that the Fund will always own 100% of the Cayman Subsidiary
and any securities issued by the Cayman Subsidiary.
Response: The Registrant has made the requested change.
5. Comment: The Staff requested that the Registrant add
disclosure to the Statement of Additional Information
consistent with undertaking #2 in the Part C that the
Subsidiary's assets will be maintained at all times in the
United States and such assets will be maintained at all times
in accordance with the requirements of section 17(f) of the
1940 Act.
Response: The Registrant has made the requested change.
6. Comment: The Staff requested that the Registrant delete the
statement in the "Trustees and Officers" section of the
Statement of Additional Information that "references to the
qualifications, attributes and skills of Trustees are pursuant
to requirements of the Securities and Exchange Commission, do
not constitute holding out of the Board or any Trustee as
having special expertise or experience, and shall not be
deemed to impose any greater responsibility or liability on
any such person or on the Board by reason thereof."
Response: The Registrant has revised the disclosure referenced by the
Staff as follows:
Moreover, references to the qualifications, attributes and
skills of Trustees are pursuant to requirements of the
Securities and Exchange Commission. No additional liability or
responsibility is intended to be imposed on any individual
Trustee by reason of any such qualifications, attributes or
skills.
V. Exhibits
1. Comment: The Staff noted that the Cayman Subsidiary was not
included in the appendix to the custodian agreement filed as
an exhibit to the Registration Statement and requested that
the Registrant file or undertake to file a custodian agreement
with respect to the Cayman Subsidiary.
Response: The Registrant undertakes that it will file a custodian
agreement with respect to the Cayman Subsidiary as an exhibit
to the Registration Statement prior to offering shares of the
Fund to the public.
Please call the undersigned at (617) 951-8458 or Toby Serkin at (617)
951-8760 with any questions.
Sincerely,
Jeremy Kantrowitz