EX-99.(17)(F) 14 d23329_ex99-17f.txt -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- PIONEER ----------------------- TAX FREE INCOME FUND MOMTX Ticker Symbol Annual Report 12/31/07 [LOGO] PIONEER Investments (R) Table of Contents -------------------------------------------------------------------------------- Letter to Shareowners 2 Portfolio Management Discussion 4 Portfolio Summary 7 Prices and Distributions 8 Performance Update 9 Comparing Ongoing Fund Expenses 13 Schedule of Investments 15 Financial Statements 32 Notes to Financial Statements 40 Report of Independent Registered Public Accounting Firm 46 Approval of Investment Advisory Agreement 47 Trustees, Officers and Service Providers 51
President's Dear Shareowner, -------------------------------------------------------------------------------- Staying diversified and keeping your portfolio invested in the markets are two general investment principles that have served investors well over time. They were particularly useful guides in the second half of 2007, when an otherwise healthy long-term bull market was buffeted by problems in the financial services industry and the emergence of worries about a slowing economy. After an extended period of steady growth with sustained low unemployment and low inflation, the U.S. economy ran into difficulty as 2007 drew to a close. Problems in the financial system tied to poor practices in the mortgage financing industry and the end of home price appreciation forced investors and bankers to mark down the value of assets on their balance sheets by over one hundred billion dollars. A late-summer credit crunch forced central banks in the United States and Europe to act in the role of "lender of last resort" to keep credit markets functioning. As the repercussions of the credit crunch and falling home prices were felt in the real economy, unemployment rose and consumer confidence fell. Inflation concerns moved to the back burner for the Federal Reserve, which lowered interest rates, first gradually, then more rapidly, as concern grew that falling home prices and disruptions in financial markets posed a significant threat to economic growth. Even against this "wall of worry" backdrop, the performance of major asset classes in 2007 was generally positive. Despite several interim setbacks and poor performance near year-end, the Standard & Poor's 500 Index increased 5% in 2007, the Dow Jones Industrial Average increased 9%, and the NASDAQ Composite Index increased 10%. International developed and emerging markets equities performed even better, reflecting both a weakening U.S. dollar, which boosts returns for U.S. dollar-based investors, and solid local currency returns. The MSCI EAFE Developed Market Index rose 12%, and the MSCI Emerging Markets Index rose 40% over the same period. The U.S. bond market, as measured by the Lehman Aggregate Bond Index, rose 7%, while the U.S. high-yield bond market, as measured by the Merrill Lynch High Yield Bond Master II Index, rose 2%, as higher-coupon yields could not compensate for falling bond prices as credit spreads (differences between yields of higher- and lower-quality bonds) widened during the second half of 2007. 2 Letter Looking forward, a growing number of economists are concerned about a recession. As always, though, emotions can get ahead of reality. Higher mortgage defaults, a spreading of weakness to other consumer sectors or to employment, and the possibility of a liquidity/ credit crunch represent risks to the economy. Conversely, economic growth in the rest of the world remains relatively positive, and a weak U.S. dollar has significantly benefited U.S. companies competing in the global marketplace. While falling risk tolerances may continue to depress asset prices in the short term, equity and corporate bond valuations look reasonable unless the U.S. economy falls into a severe recession. Sudden swings in the markets are always to be expected. The history of the stock market demonstrates that sharp market downturns are frequently followed by strong recoveries, but they are also difficult to time. Just as staying diversified and invested are important investment principles, it is also important to pay attention to asset allocation. As always, we encourage you to work closely with your financial advisor to find the mix of stocks, bonds and money market assets that is best aligned to your particular risk tolerance and investment objective. Respectfully, /s/ Daniel K. Kingsbury Daniel K. Kingsbury President and CEO Pioneer Investment Management USA, Inc. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. 3 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/07 -------------------------------------------------------------------------------- In the following interview, David Eurkus, the Fund's portfolio manager, discusses some of the factors that had an impact for the past year on the municipal bond market and the Fund. Q: How did the Fund perform in 2007? A: For the 12-month period ended December 31, 2007, the total return on Pioneer Tax Free Income Fund's Class A shares was -1.23% at net asset value. The Fund's benchmark index, the Lehman Brothers Municipal Bond Index, generated a return of 3.36% for the same period, and the average return of the 237 funds in the Lipper General Municipal Debt Funds category was 1.15%. Lipper is an independent monitor of mutual fund performance. The Fund's Class A shares generated a 30-day SEC tax-free yield of 3.84% on December 31, 2007. That translates into a taxable equivalent yield of 5.91%, based on the maximum federal income tax rate of 35%. At the end of the period, the Fund had 205 issues in 42 states, and the average credit quality of the portfolio was AA-. At a time when only the highest quality investments outperformed, the portfolio's below investment-grade and lower-rated investment-grade securities held back returns. Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Q: What was the investment environment like during 2007? A: The major event of 2007 was the mid-summer turmoil in the subprime mortgage sector that led to a loss of confidence in the fixed-income markets. As some large financial institutions were forced to take write-downs on their subprime mortgage debt, bond credit agencies became concerned that bond insurers, which insure both taxable and tax-free bonds, would suffer the same fate; that is, they would not have enough capital to cover the defaults on taxable bonds backed by subprime mortgages. In this environment, credit agencies issued warnings to insurers that their 4 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- AAA credit quality ratings could be downgraded. The actions of the credit agencies led to a "flight to quality" to the Treasury market and to a significant decline in virtually every other type of fixed-income asset class, including municipal bonds. Q: How did you manage the Fund in this environment? A: As we closed out the fiscal year, 10% of the portfolio was invested in high-yield bonds, which until the latter part of 2007 had been the best-performing area of the municipal bond market. The rest of the portfolio was invested in investment-grade bonds. Throughout the fiscal year, the Fund maintained an emphasis on market sectors that underpin the U.S. economy. Health care (26.9% of net assets), education (10.1% of net assets) and special revenue, or tobacco bonds (10.4% of net assets) were among the largest positions in the portfolio. Nearly all of the Fund's assets were invested in revenue bonds, on which the payment of interest and principal depends on the revenues derived from the particular asset the bond was issued to finance. Only 3.7% of Fund holdings were in general obligation bonds, whose principal and interest are guaranteed by the financial resources and taxing power of the issuing municipality. Q: What affected performance? A: The portfolio's lower-quality investment-grade bonds were instrumental in the underperformance relative to the Lehman Brothers Municipal Bond Index. These included hospital and tobacco bonds, which accounted for about 37% of the Fund's total net assets and which were rated Baa and BBB. On a more positive note, we were able to provide shareholders with a relatively high level of tax-free income by remaining fully invested throughout the 12-month period. Q: What is your outlook for 2008? A: We expect economic growth to weaken over the next several months, with the problems in the housing sector having the biggest negative impact. Because of rising oil prices and an upturn in unemployment, consumer spending is also likely to decline. Given this backdrop, the Federal Reserve seems poised to continue to add more liquidity to the economy through further interest rate 5 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/07 (continued) -------------------------------------------------------------------------------- cuts. At the close of 2007, the municipal bond market was at parity with the taxable bond market, which means that high quality municipal bonds were cheap. We are taking advantage of these more attractive valuations of municipal bonds and the opportunity to add value to the portfolio. When interest rates rise, the prices of fixed-income securities in the Fund will generally fall. Conversely, when interest rates fall, the prices of fixed-income securities in the Fund will generally rise. Investments in the Fund are subject to possible loss due to the financial failure of issuers of underlying securities and their inability to meet their debt obligations. A portion of income may be subject to local, state, federal, and/or alternative minimum tax. Capital gains, if any, are subject to a capital gains tax. 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. 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. 6 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PORTFOLIO SUMMARY 12/31/07 -------------------------------------------------------------------------------- Portfolio Quality -------------------------------------------------------------------------------- (As a percentage of total investment portfolio based on S&P ratings)
AAA 38.6% AA 4.5% A 18.3% BBB 28.6% BB & Lower 10.0%
Portfolio Maturity -------------------------------------------------------------------------------- (Effective life as a percentage of total investment portfolio)
0-1 Year 3.7% 1-3 Years 3.6% 3-6 Years 25.2% 6-8 Years 11.1% 8-10 Years 6.7% 10+ Years 49.7%
10 Largest Holdings* -------------------------------------------------------------------------------- (As a percentage of debt holdings) 1. Hobart Indiana Building Corp., 6.5%, 1/15/29 3.22% 2. Louisiana Public Facilities Authority, 5.5%, 5/15/47 2.61 3. Massachusetts Bay Transportation Authority, 4.0%, 7/1/33 2.58 4. Philadelphia Pennsylvania Hospital, 5.0%, 7/1/34 2.36 5. Dallas-Fort Worth Texas International Airport, 6.0%, 11/1/14 2.35 6. Connecticut State Health & Educational, 5.0%, 7/1/42 1.85 7. Golden State Tobacco Security Corp., California, 5.125%, 6/1/47 1.80 8. Illinois Finance Authority, 5.0%, 5/1/25 1.78 9. California State Department of Veteran Affairs, 4.6%, 12/1/28 1.76 10. Reno Nevada Hospital Revenue, 5.25%, 6/1/41 1.71
* This list excludes temporary cash investments and derivative investments. The portfolio is actively managed, and current holdings may be different. The holdings listed should not be considered recommendations to buy or sell any security listed. 7 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PRICES AND DISTRIBUTIONS -------------------------------------------------------------------------------- Net Asset Value Per Share --------------------------------------------------------------------------------
Class 12/31/07 12/31/06 ------- ---------- --------- A $11.13 $11.75 B $11.04 $11.65 C $10.96 $11.57 Y $11.07 $11.69
Distributions Per Share --------------------------------------------------------------------------------
1/1/07 - 12/31/07 ----------------------------------------------- Net Investment Short-Term Long-Term Class Income Capital Gains Capital Gains ------- ---------------- --------------- -------------- A $0.4790 $ - $ - B $0.3842 $ - $ - C $0.3860 $ - $ - Y $0.5134 $ - $ -
8 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/07 CLASS A SHARES -------------------------------------------------------------------------------- Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Tax Free Income Fund at public offering price, compared to that of the Lehman Brothers Municipal Bond Index. [The following data was represented as a mountain chart in the printed material.]
12/97 9,550 10,000 10,145 10,648 12/99 9,709 10,429 10,838 11,648 12/01 11,286 12,245 12,083 13,421 12/03 12,784 14,134 13,392 14,768 12/05 13,935 15,286 14,675 16,026 12/07 14,494 16,564
Average Annual Total Returns (As of December 31, 2007) Net Asset Public Offering Period Value (NAV) Price (POP) 10 Years 4.26% 3.78% 5 Years 3.71 2.75 1 Year -1.23 -5.65 ------------------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2007) Gross Net 0.86% 0.86%
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. NAV results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. POP returns reflect deduction of maximum 4.5% 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 Lehman Brothers Municipal Bond Index is a broad measure of the municipal bond market. You cannot invest directly in an Index. 9 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/07 CLASS B SHARES -------------------------------------------------------------------------------- Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Tax Free Income Fund, compared to that of the Lehman Brothers Municipal Bond Index. [The following data was represented as a mountain chart in the printed material.]
12/97 10,000 10,000 10,542 10,648 12/99 10,014 10,429 11,094 11,648 12/01 11,469 12,245 12,176 13,421 12/03 12,782 14,134 13,302 14,768 12/05 13,723 15,286 14,346 16,026 12/07 14,063 16,564
Average Annual Total Returns (As of December 31, 2007) If If Period Held Redeemed 10 Years 3.47% 3.47% 5 Years 2.92 2.92 1 Year -1.97 -5.76 ------------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2007) Gross Net 1.62% 1.62%
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. "If Held" results represent the percent change in net asset 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.pioneerinvestments.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 Lehman Brothers Municipal Bond Index is a broad measure of the municipal bond market. You cannot invest directly in an Index. 10 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/07 CLASS C SHARES -------------------------------------------------------------------------------- Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Tax Free Income Fund, compared to that of the Lehman Brothers Municipal Bond Index. [The following data was represented as a mountain chart in the printed material.]
12/97 10,000 10,000 10,533 10,648 12/99 10,014 10,429 11,075 11,648 12/01 11,450 12,245 12,175 13,421 12/03 12,788 14,134 13,302 14,768 12/05 13,741 15,286 14,369 16,026 12/07 14,085 16,564
Average Annual Total Returns (As of December 31, 2007) If If Period Held Redeemed 10 Years 3.48% 3.48% 5 Years 2.96 2.96 1 Year -1.97 -1.97 ------------------------------------------------------ Expense Ratio (Per prospectus dated May 1, 2007) Gross Net 1.61% 1.61%
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class C shares held for less than one year are also subject to a 1% contingent deferred sales charge (CDSC). The performance of Class C shares does not reflect the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a 1% sales charge, your returns would be lower than those shown above. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Lehman Brothers Municipal Bond Index is a broad measure of the municipal bond market. You cannot invest directly in an Index. 11 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/07 CLASS Y SHARES -------------------------------------------------------------------------------- Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Tax Free Income Fund, compared to that of the Lehman Brothers Municipal Bond Index. [The following data was represented as a mountain chart in the printed material.]
12/97 10,000 10,000 10,620 10,648 12/99 10,164 10,429 11,346 11,648 12/01 11,815 12,245 12,610 13,421 12/03 13,392 14,134 14,081 14,768 12/05 14,701 15,286 15,537 16,026 12/07 15,391 16,564
Average Annual Total Returns (As of December 31, 2007) If If Period Held Redeemed 10 Years 4.41% 4.41% 5 Years 4.07 4.07 1 Year -0.94 -0.94 ----------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2007) Gross Net 0.52% 0.52%
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Performance for periods prior to the inception of Class Y shares reflects the NAV performance of the Fund's Class A shares. The performance does not reflect differences in expenses, including the Rule 12b-1 fees applicable to Class A shares. Since fees for Class A shares are generally higher than those of Class Y shares, the performance shown for Class Y shares prior to its inception would have been higher. Class Y shares are not subject to sales charges and are available for limited groups of eligible investors, including institutional investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Lehman Brothers Municipal Bond Index is a broad measure of the municipal bond market. You cannot invest directly in an Index. 12 Pioneer Tax Free Income 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 Tax Free Income Fund Based on actual returns from July 1, 2007 through December 31, 2007
Share Class A B C Y ---------------------------------------------------------------------------------------- Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 Value On 7/1/07 Ending Account Value $ 999.70 $ 995.63 $ 995.63 $1,001.11 On 12/31/07 Expenses Paid During Period* $ 4.23 $ 8.50 $ 8.05 $ 2.72
* Expenses are equal to the Fund's annualized expense ratio of 0.84%, 1.69%, 1.60%, and 0.54%, for Class A, Class B, Class C, 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). 13 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- COMPARING ONGOING FUND EXPENSES (continued) -------------------------------------------------------------------------------- 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 Tax Free Income Fund Based on a hypothetical 5% return per year before expenses, reflect ing the period from July 1, 2007 through December 31, 2007
Share Class A B C Y ---------------------------------------------------------------------------------------- Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 Value On 7/1/07 Ending Account Value $1,020.97 $1,016.69 $1,017.14 $1,022.48 On 12/31/07 Expenses Paid During Period* $ 4.28 $ 8.59 $ 8.13 $ 2.75
* Expenses are equal to the Fund's annualized expense ratio of 0.84%, 1.69%, 1.60%, and 0.54%, for Class A, Class B, Class C, 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). 14 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 --------------------------------------------------------------------------------
S&P/ Floating Moody's Rate (b) Ratings Shares (unaudited) (unaudited) Value COMMON STOCKS - 0.4% Transportation - 0.4% Airlines - 0.4% 153,656 Northwest Airlines* $ 2,229,548 ------------ TOTAL COMMON STOCK (Cost $4,839,466) $ 2,229,548 ------------ Principal Amount MUNICIPAL BONDS - 99.8% No State - 0.9% $ 5,000,000 NR/NR Northern Mariana Islands, 5.0%, 6/1/17 $ 4,937,050 ------------ $ 4,937,050 ------------ Alabama - 2.4% 7,500,000 A+/A1 DCH Health Care Authority, 5.125%, 6/1/36 $ 7,318,800 405,000 AAA/Aaa Florence Alabama Water General, 4.4%, 12/1/08 410,229 550,000 AA/Aa2 Hunstville Alabama Electric System, 4.6%, 12/1/09 561,655 1,445,000 AA+/Aa1 Huntsville Alabama General, 4.75%, 11/1/18 1,472,845 1,895,000 AA+/Aa1 Huntsville Alabama, 5.125%, 5/1/20 2,037,599 725,000 AAA/Aaa Madison Alabama Water & Waste Water Board, 4.6%, 12/1/11 752,217 645,000 NR/NR Mobile Alabama Regulation General, 0.0%, 2/15/09 647,522 500,000 NR/Aaa Southeast, Alabama Gas District, 5.3%, 6/1/12 534,450 ------------ $ 13,735,317 ------------ Arizona - 3.4% 1,000,000 AAA/Aaa Maricopa County School District, 7.0%, 7/1/08 $ 1,019,600 10,000,000 AAA/Aaa Phoenix Arizona Civic Corp., 5.50%, 7/1/43* 8,346,600 4,000,000 AAA/Aaa Phoenix Arizona Civic Corp., District Revenue, 0.0%, 7/1/25* 3,328,160
The accompanying notes are an integral part of these financial statements. 15 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Arizona - (continued) $ 8,005,000 AAA/Aaa Phoenix Arizona Civic Corp., District Revenue, 0.0%, 7/1/26* $ 6,648,953 ------------ $ 19,343,313 ------------ California - 11.9% 5,000,000 AAA/Aaa Alhambra California Certificates Partnership, 6.75%, 9/1/23 $ 5,769,900 10,000,000 AAA/Aaa California State Department of Veteran Affairs, 4.6%, 12/1/28 9,922,600 1,000,000 AAA/Aaa California State, 4.25%, 8/1/33 926,380 4,875,000 NR/Baa2 California Statewide Communities Development Authority, 5.0%, 5/15/30 4,551,251 5,125,000 NR/Baa2 California Statewide Communities Development Authority, 5.0%, 5/15/38 4,636,741 20,000,000 AAA/Aaa Foothill Eastern Transportation Corridor Agency Toll Road Revenue, 0.0%, 1/1/28* 7,882,600 1,000,000 NR/Aaa Franklin-McKinley California School District, 6.0%, 7/1/16 1,178,010 4,525,000 AAA/Aaa Golden State Tobacco Securitization, 7.8%, 6/1/42 5,449,548 1,000,000 AAA/Aaa Golden State Tobacco Securitization, 7.875%, 6/1/42 1,207,650 3,000,000 AAA/Aaa Golden State Tobacco Securitization, 7.9%, 6/1/42 3,626,280 12,000,000 BBB/Baa3 Golden State Tobacco Security Corp., California, 5.125%, 6/1/47 10,106,160 10,000,000 NR/NR Inland Empire Tobacco Securitization Authority California Tobacco, 0.0%, 6/1/36* 1,435,000 1,175,000 NR/Aaa Lucia Mar University School District, 0.0%, 8/1/20* 651,667 165,000 AAA/Aaa Sacramento California Municipal Util- ity District, 5.5%, 2/1/11 170,108 3,600,000 AAA/Aaa Saugus California University School District, 0.0%, 8/1/23* 1,682,568
16 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value California - (continued) $ 1,210,000 AAA/Aaa Saugus California University School District, 0.0%, 8/1/24* $ 533,985 5,000,000 BBB/Baa3 Tobacco Securitization Authority Southern California Tobacco Settle- ment, 5.125%, 6/1/46 4,215,850 3,000,000 AAA/Aaa West VY Mission Community College California, 5.0%, 8/1/30 3,136,140 ------------ $ 67,082,438 ------------ Colorado - 1.6% 2,500,000 A-/A3 Colorado Health Facilities Revenue, 5.25%, 6/1/36 $ 2,449,275 10,000 NR/A2 Colorado Housing Finance Authority, Series A-3, 7.0%, 11/1/16 10,314 15,000 NR/Aa2 Colorado Housing Finance Authority, Series B-2, 7.45%, 11/1/27 15,250 70,000 NR/Aa2 Colorado Housing Finance Authority, Series B-3, 6.55%, 5/1/25 71,720 3,575,000 AAA/Aaa Douglas County School District Regional, 7.0%, 12/15/13 4,259,470 10,000,000 AAA/Aaa E-470 Public Highway Authority Colorado, 0.0%, 9/1/37* 2,052,300 ------------ $ 8,858,329 ------------ Connecticut - 2.0% 1,000,000 AA/NR Connecticut State Health & Education, 5.5%, 7/1/17 $ 1,044,780 10,000,000 AAA/Aaa Connecticut State Health & Educational, 5.0%, 7/1/42 10,400,100 ------------ $ 11,444,880 ------------ District of Columbia - 1.6% 8,825,000 BBB/Baa3 District of Columbia Tobacco Settlement Financing Corp., 6.75%, 5/15/40 $ 9,014,296 ------------ $ 9,014,296 ------------
The accompanying notes are an integral part of these financial statements. 17 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Florida - 1.8% $ 1,000,000 AAA/Aaa Dade County Florida General, 7.7%, 10/1/12 $ 1,178,660 500,000 BBB+/NR Halifax Hospital Medical Center Florida, 5.375%, 6/1/46 476,175 5,435,000 BB/NR Lee County Florida Industrial Develop- ment Authority, 4.75%, 6/15/14 5,255,917 1,535,000 NR/A2 Marion County Florida Hospital District Development, 5.0%, 10/1/16 1,595,540 2,000,000 NR/NR Sarasota County Florida Health, 5.75%, 7/1/45 1,806,900 ------------ $ 10,313,192 ------------ Georgia - 1.7% 10,000,000 NR/A2 Houston County Georgia Hospital Authority Revenue, 5.0%, 10/1/42 $ 9,431,400 ------------ $ 9,431,400 ------------ Illinois - 5.5% 495,000 CCC/NR Chicago Illinois Tax Increment, 5.0%, 11/15/10 $ 487,060 4,000,000 NR/CAA1 Chicago Illinois O'Hare International Airport, 5.5%, 12/1/30 3,424,920 170,000 NR/Aaa Chicago Illinois Single Family Mortgage, 6.45%, 9/1/29 172,424 10,775,000 NR/Baa3 Illinois Finance Authority, 5.0%, 5/1/25 9,995,213 5,000,000 NR/Baa1 Illinois Finance Authority, 5.0%, 4/1/31 4,692,450 5,000,000 NR/Baa1 Illinois Finance Authority, 5.0%, 4/1/36 4,609,600 1,145,000 A+/A1 Illinois Housing Development Authority Revenue Multi-Family Housing, 7.0%, 7/1/23 1,470,695 20,000,000 Aaa/AAA Metropolitan Pier & Exposition Authority Illinois Dedicated State Tax, 0.0%, 6/15/39* 4,295,800
18 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Illinois - (continued) $ 3,000,000 AAA/Aaa Will County Illinois Forest Preservation District, 0.0%, 12/1/18* $ 1,855,500 ------------ $ 31,003,662 ------------ Indiana - 6.3% 15,000,000 AAA/Aaa Hobart Indiana Building Corp., 6.5%, 1/15/29 $ 18,151,050 5,000,000 A+/A2 Indiana Health & Educational Facility Authority, 5.0%, 2/15/36 4,719,000 5,000,000 A+/A2 Indiana Health & Educational Facility Authority, 5.0%, 2/15/39 4,678,450 1,250,000 BBB+/Ba1 Indiana State Development Finance, 5.75%, 10/1/11 1,259,075 1,400,000 AA/NR Indianapolis Local Public Improvement Board Board Revenue, 6.75%, 2/1/14 1,569,498 3,400,000 AA/Aa2 Indianapolis Local Public Improvement Board Revenue, 6.0%, 1/10/20 3,927,272 1,000,000 AA/A2 Lawrence Township Metropolitan School District Revenue, 6.75%, 7/5/13 1,153,490 ------------ $ 35,457,835 ------------ Kentucky - 0.4% 165,000 NR/NR Kentucky Economic Development Finance, 6.25%, 10/1/12 $ 179,695 335,000 NR/NR Kentucky Economic Development Finance, 6.25%, 10/1/12 353,475 2,000,000 A-/NR Louisville & Jefferson County Kentucky Metro Government Health Systems Revenue, 5.25%, 10/1/36 1,939,240 ------------ $ 2,472,410 ------------
The accompanying notes are an integral part of these financial statements. 19 Pioneer Tax Free Income Fund -------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Louisiana - 3.8% $ 425,000 NR/NR Louisiana Public Facilities Authority Revenue, 6.25%, 10/1/11 $ 421,906 15,000,000 NR/A3 Louisiana Public Facilities Authority Revenue, 5.5%, 5/15/47 14,698,500 1,085,000 AAA/Aaa Louisiana Local Government Environ- ment Community, 5.25%, 12/1/18 1,188,878 5,000,000 BBB+/Baa1 St. John Baptist Parish Louisiana Revenue, 5.125%, 6/1/37 4,787,600 ------------ $ 21,096,884 ------------ Massachusetts - 13.4% 16,070,000 BBB/NR Massachusetts Bay Transportation Authority, 4.0%, 7/1/33 $ 14,528,244 4,990,000 BBB/NR Massachusetts Bay Transportation Authority, 5.0%, 7/1/31 5,425,777 8,170,000 A+/NR Massachusetts State Dedicated Tax, 5.5%, 1/1/29 9,296,480 750,000 NR/NR Massachusetts State Development Finance Agency, 4.5%, 9/1/36 687,720 1,680,000 AAA/Aaa Massachusetts State Development Finance Agency, 5.25%, 10/1/29 1,604,400 3,320,000 AAA/Aa2 Massachusetts State Development Finance Agency, 5.25%, 10/1/37 3,102,341 16,070,000 AAA/Aaa Noblesville Independent Revenue, 5.25%, 2/1/30 6,837,868 5,500,000 BBB/Baa2 Massachusetts State Development Finance Agency, 5.75%, 1/1/42 6,609,130 2,635,000 BBB/Baa3 Massachusetts State Development Finance Agency, 6.25%, 10/15/17 2,545,041 1,500,000 BBB/Baa2 Massachusetts State Development Finance Agency, 6.375%, 7/1/23 1,742,805 2,000,000 A/NR Massachusetts State Health & Educational Facilities Authority, 6.625%, 7/1/31 2,070,440 2,500,000 BBB-/NR Massachusetts State Health & Educational Facilities Authority, 5.5%, 7/1/40 2,322,175
20 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Massachusetts - (continued) $ 5,090,000 BBB/Baa3 Massachusetts State Health & Educational Facilities Authority, 5.75%, 7/1/32 $ 5,569,173 200,000 BBB+/NR Massachusetts State Health & Educational Facilities Authority, 5.75%, 7/1/32 211,990 40,000 AAA/Aaa Massachusetts State Health & Educational Facilities Authority, 6.0%, 7/1/18 42,856 1,250,000 AA/Aa2 Massachusetts State Health & Educational Facilities Authority, 6.25% 7/1/22 1,283,263 2,000,000 AAA/Aaa Massachusetts State Health & Educational Facilities Authority, 6.5%, 7/1/21 2,086,440 1,000,000 A-/A3 Massachusetts State Health & Educational Facilities Authority, 6.75%, 7/1/16 1,062,810 1,145,000 AA/Aa2 Massachusetts State Health & Educational Facilities Authority, 6.25%, 10/1/31 1,187,296 6,215,000 AA/Aa2 Massachusetts State Health and Educational Facilities Authority, 5.25%, 7/1/33 7,082,117 ------------ $ 75,298,366 ------------ Maryland - 0.8% 4,600,000 NR/NR Maryland Health Department, 4.75% 1/1/13 $ 4,399,670 ------------ $ 4,399,670 ------------ Maine - 0.1% 300,000 AAA/Aaa Maine Municipal Bond Bank, 5.0%, 11/1/09 $ 307,866 ------------ $ 307,866 ------------
The accompanying notes are an integral part of these financial statements. 21 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Michigan - 1.3% $ 1,500,000 BBB-/NR John Tolfree Health System, 6.0%, 9/15/23 $ 1,520,355 400,000 AAA/Aaa Michigan State Trunk Line, 5.5%, 11/1/10 425,572 4,000,000 BBB-/Ba1 Michigan State Hospital Finance Authority, 6.0%, 2/1/24 4,001,280 1,500,000 AAA/Aaa Southfield Michigan Public Schools, 4.5%, 5/1/27 1,494,165 ------------ $ 7,441,372 ------------ Minnesota - 1.2% 5,000,000 A/A2 Becker Minnesota Pollution Control Revenue Northern States Power "A" Conversions, 8.5%, 4/1/30 $ 5,876,400 1,000,000 NR/Baa3 Laurentian Energy Authority Minnesota Cogeneration, 5.0%, 12/1/15 1,013,660 ------------ $ 6,890,060 ------------ Missouri - 0.1% 295,000 AAA/NR Missouri State Housing Development Common Mortgage Revenue, Single Family, Series B-2, 6.4%, 3/1/29 $ 303,349 ------------ $ 303,349 ------------ Mississippi - 1.5% 1,800,000 NR/NR Columbus Mississippi Industrial Development Revenue, 5.9%, 12/1/11 $ 1,831,302 6,000,000 BBB/Baa2 Lowndes County Mississippi Solid Waste Disposal & Pollution Control Revenue, 6.8%, 4/1/22 6,603,360 ------------ $ 8,434,662 ------------ Montana - 0.1% 500,000 BBB+/Baa1 Forsyth Pollution Control Revenue, 5.2%, 5/1/33 $ 505,890 ------------ $ 505,890 ------------
22 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value North Carolina - 0.8% $ 2,250,000 NR/NR North Carolina Capital Facilities Finance, 4.5%, 10/1/26 $ 1,976,670 2,250,000 AA+/Aa1 University North Carolina Revenues, 5.0%, 12/1/36 2,357,460 ------------ $ 4,334,130 ------------ North Dakota - 0.2% 280,000 NR/Aa1 North Dakota State Housing Finance Agency Revenue, 5.8%, 7/1/18 $ 285,519 575,000 NR/Aa1 North Dakota State Housing Finance Agency Revenue, 6.0%, 7/1/20 582,055 ------------ $ 867,574 ------------ Nebraska - 0.9% 1,648,869 NR/NR Energy America Nebraska Natural Gas Revenue, 5.45%, 4/15/08 $ 1,642,043 1,325,000 AAA/Aaa Municipal Energy Agency, 6.0%, 4/1/08 1,334,514 2,050,000 7.75 AAA/Aaa Nebraska Investment Finance Authority Single Family, Floating Rate Note, 3/1/26 2,092,558 ------------ $ 5,069,115 ------------ New Hampshire - 2.3% 5,000,000 A-/NR New Hampshire Health & Educational Facilities Authority Revenue, 5.0%, 10/1/37 $ 4,601,300 5,000,000 A-/NR New Hampshire Health & Educational Facilities Authority Revenue, 5.0%, 10/1/32 4,663,700 1,250,000 A+/A2 New Hampshire Health & Educational Facilities Authority Revenue, 5.75%, 10/1/31 1,282,425 2,000,000 BBB+/Baa1 New Hampshire Health & Educational Facilities Authority Revenue, 5.75%, 7/1/22 2,059,500 140,000 NR/Aa2 New Hampshire State Housing Finance Authority, 6.125%, 1/1/20 143,333 ------------ $ 12,750,258 ------------
The accompanying notes are an integral part of these financial statements. 23 Pioneer Tax Free Income Fund -------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value New Jersey - 4.8% $ 500,000 NR/NR New Jersey Economic Development Authority, 5.3%, 11/1/26 $ 448,720 450,000 NR/NR New Jersey Economic Development Authority, 5.375%, 11/1/36 392,792 5,060,000 B/B3 New Jersey Economic Development Authority Special Facility Revenue, 7.0%, 11/15/30 5,091,170 2,000,000 A+/A2 New Jersey Health Care Facilities Financing Authority, 5.0%, 7/1/24 2,019,580 4,140,000 BBB-/Baa3 New Jersey Health Care Facilities Financing Authority, 5.25%, 7/1/30 3,811,988 1,000,000 AAA/Aaa Tobacco Settlement Financing Corp., New Jersey, 6.25%, 6/1/43 1,137,860 5,215,000 AAA/Aaa Tobacco Settlement Financing Corp., New Jersey, 6.75%, 6/1/39 6,061,812 9,500,000 BBB/Baa3 Tobacco Settlement Financing Corp., 5.0%, 6/1/41 7,922,905 ------------ $ 26,886,827 ------------ Nevada - 1.7% 10,000,000 A-/A3 Reno Nevada Hospital Revenue, 5.25%, 6/1/41 $ 9,619,100 ------------ $ 9,619,100 ------------ New York - 4.0% 1,000,000 NR/Ba2 Albany Individual Development, 6.0%, 7/1/19 $ 1,016,820 400,000 AA-/A1 Metropolitan Transportation Authority New York, 5.5%, 7/1/14 440,532 2,000,000 5.50 AAA/Aa1 New York City Transportation Finance Authority Revenue, Floating Rate Note, 11/1/26 2,154,140 4,400,000 A+/A1 New York State Dorm Authority, 0.0%, 7/1/39* 3,627,668 8,465,000 AAA/Aaa New York State Dorm Authority, 5.0%, 7/1/25 9,038,842
24 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value New York - (continued) $ 5,515,000 AAA/Aaa New York State Dorm Authority, 5.25%, 7/1/24 $ 6,122,643 ------------ $ 22,400,645 ------------ Ohio - 0.2% 400,000 AAA/Aaa Ohio State Building Authority Revenue, 5.5%, 10/1/11 $ 430,340 500,000 AA/Aa2 Ohio State Building Authority Revenue, 6.0%, 10/1/08 511,130 ------------ $ 941,470 ------------ Oklahoma - 0.3% 1,530,000 AAA/Aaa Moore Oklahoma General Obligation, 5.75%, 4/1/12 $ 1,637,222 ------------ $ 1,637,222 ------------ Oregon - 0.8% 1,165,000 AAA/Aaa Jackson County School District No. 4, 5.5%, 6/15/17 $ 1,254,752 315,000 BBB/NR Klamath Falls Inter-Community Hospital Authority Revenue, 6.125%, 9/1/22 353,991 185,000 BBB/NR Klamath Falls Inter-Community Hospital Authority Revenue, 6.125%, 9/1/22 194,548 1,000,000 NR/Aaa Portland Urban Development, 5.75%, 6/15/08 1,062,640 1,650,000 AAA/Aaa Wasco County School District, 5.5%, 6/15/19 1,896,939 ------------ $ 4,762,870 ------------ Pennsylvania - 4.4% 4,000,000 BB+/B1 Allentown Pennsylvania Area Hospital Authority, 6.0%, 11/15/16 $ 3,994,240 1,165,000 A-/NR Chester County Pennsylvania Health & Education Faculty, 5.0%, 11/1/19 1,184,898 1,650,000 A-/NR Chester County Pennsylvania Health & Education Faculty, 5.0%, 11/1/31 1,576,889
The accompanying notes are an integral part of these financial statements. 25 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Pennsylvania - (continued) $ 1,220,000 A-/NR Chester County Pennsylvania Health & Education Facility, 5.0%, 11/1/20 $ 1,235,567 1,000,000 B/NR Columbia County Pennsylvania Hospital Authority, 5.8%, 6/1/19 918,590 1,000,000 BBB/NR Montgomery County Pennsylvania Industrial, 5.0%, 12/1/24 943,250 1,000,000 BBB/NR Montgomery County Pennsylvania Industrial, 5.0%, 12/1/30 899,230 15,000,000 BBB/Baa3 Philadelphia Pennsylvania Hospital, 5.0%, 7/1/34 13,275,000 500,000 AAA/Aaa Philadelphia Pennsylvania Parking, 4.875%, 9/1/09 513,220 65,000 A/NR Sayre Pennsylvania Health Care Facilities Authority, 5.75%, 12/1/21 67,907 185,000 A/NR Sayre Pennsylvania Health Care Facilities Authority, 5.75%, 12/1/21 203,792 ------------ $ 24,812,583 ------------ Puerto Rico - 1.0% 5,000,000 AAA/Aaa Puerto Rico Electric Power, 0.0%, 7/1/17* $ 3,322,150 3,305,000 AAA/Aaa Puerto Rico Electric Power, 0.0%, 7/1/17* 2,195,941 ------------ $ 5,518,091 ------------ Rhode Island - 0.5% 250,000 A-/A3 Rhode Island State Health & Education Facilities Authorities, 6.5%, 8/15/32 $ 284,025 415,000 A-/A3 Rhode Island State Health & Educational Building Corp., 6.375%, 8/15/21 469,842 65,000 A-/A3 Rhode Island State Health & Educational Building Corp., 6.375%, 8/15/21 69,150
26 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Rhode Island - (continued) $ 2,100,000 BBB/Baa3 Tobacco Settlement Financing Corp., 6.25%, 6/1/42 $ 2,105,460 ------------ $ 2,928,477 ------------ South Carolina - 0.6% 500,000 BBB+/Baa1 SC Jobs Economic Development Authority, 6.0%, 8/1/13 $ 530,315 95,000 NR/Aa2 South Carolina Housing Finance & Development Authority Mortgage Revenue, Series A-1, 6.2%, 7/1/09 95,168 440,000 BBB+/Baa1 South Carolina Jobs Economic, 6.875%, 8/1/27 515,068 2,500,000 BBB/Baa3 Tobacco Settlement Revenue Management, 6.375%, 5/15/30 2,504,200 ------------ $ 3,644,751 ------------ South Dakota - 0.0% 65,000 NR/Aaa South Dakota Conservancy District Revenue, 5.625%, 8/1/17 $ 65,129 ------------ $ 65,129 ------------ Tennessee - 3.5% 1,570,000 NR/Aaa Clarksville Tennessee Water and Gas, 5.15%, 2/1/14 $ 1,716,811 1,000,000 BBB+/Baa1 Johnson City Tennessee Health & Education, 5.5%, 7/1/36 978,880 1,000,000 NR/Ba2 Knox County Health Facility, 6.375%, 4/15/22 1,020,750 1,500,000 NR/Ba2 Knox County Health Facility, 6.5%, 4/15/31 1,532,700 750,000 AA/Aa2 Knoxville County Tennessee Series A, 5.0%, 5/1/13 753,000 750,000 AAA/Aaa Knoxville County Tennessee Health Education & Housing, 7.25%, 1/1/08 750,000 1,000,000 AA/Aa3 Metro Government Nashville/ Davidson County Tennessee, 5.5%, 5/15/12 1,088,550
The accompanying notes are an integral part of these financial statements. 27 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Tennessee - (continued) $ 1,000,000 AA/Aa3 Metro Government Nashville/ Davidson County Tennessee, 5.5%, 5/15/14 $ 1,115,420 1,500,000 AA/Aa2 Metro Government Nashville/ Davidson County Tennessee, 6.0%, 12/1/09 1,583,160 1,000,000 AAA/Aaa Metro Government Nashville/ Davidson County Tennessee, 7.5%, 11/15/12 1,170,090 1,000,000 NR/Aaa Tennessee County Tennessee General, 5.5%, 4/1/19 1,051,270 5,960,000 NR/NR Sumner Court Tennessee Health Educational, 5.5%, 11/1/46 5,577,070 550,000 NR/Aa1 Williamson County Tennessee General, 5.1%, 3/1/14 572,622 500,000 NR/Aa1 Williamson County Tennessee General, 6.0%, 3/1/08 502,480 ------------ $ 19,412,803 ------------ Texas - 8.2% 3,000,000 CCC/CAA1 Brazos River Authority Pollution Control Revenue, 7.7%, 4/1/33 $ 3,102,810 750,000 AAA/Aaa Carroll Independent School District, 6.75%, 8/15/21 951,308 850,000 AAA/Aaa Carroll Independent School District, 6.75%, 8/15/22 1,086,062 13,885,000 CCC+/CAA1 Dallas-Fort Worth Texas International Airport, 6.0%, 11/1/14 13,233,377 1,000,000 A/A2 Harris County Health Facilities Development Authority, 6.375%, 6/1/29 1,107,150 10,000 AA+/Aa1 San Antonio Texas General, 4.75%, 2/1/19 10,183 505,000 AA+/Aa1 San Antonio Texas General, 4.75%, 2/1/19 510,994 300,000 AAA/Aaa San Felipe Del Rio Texas Conservation, 5.0%, 8/15/12 314,163
28 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Texas - (continued) $ 2,310,000 AAA/Aaa Texas Clear Creek Independent School District General Obligation, 0.0%, 2/1/10* $ 2,156,408 2,050,000 NR/Aaa Texas Keller Independent School District General Obligation, 0.0%, 8/15/10* 1,879,461 5,500,000 AAA/Aaa Texas Public Finance Authority Building Revenue, 0.0%, 2/1/08* 5,485,700 2,750,000 AAA/Aaa Texas Public Finance Authority Building Revenue, 0.0%, 2/1/10* 2,566,108 3,500,000 6.20 AA/Aa1 Texas State, Floating Rate Note, 9/30/11 4,187,820 1,000,000 AAA/Aaa Texas Water Development Board, 5.0%, 7/15/27 1,049,490 1,335,000 AAA/Aaa Texas Water Development Board 5.0%, 7/15/26 1,404,260 500,000 AAA/Aaa Tomball Texas Independent Schools, 5.0%, 2/15/11 526,600 3,500,000 BBB+/NR Weslaco Health Facilities, 6.25%, 6/1/25 3,645,985 2,000,000 BBB+/NR Weslaco Health Facilities, 6.25%, 6/1/32 2,065,900 980,000 NR/Aaa Whitehouse Texas Independent School District, 4.8%, 2/15/12 982,107 20,000 NR/Aaa Whitehouse Texas Independent School District, 4.8%, 2/15/12 20,038 ------------ $ 46,285,924 ------------ Utah - 0.1% 500,000 NR/NR Utah County Utah Charter School Revenue, 5.35%, 7/15/17 $ 494,115 ------------ $ 494,115 ------------ Virginia - 0.6% 2,500,000 7.32 AAA/Aaa Henrico County Virginia, Floating Rate Note, 8/23/27 $ 3,296,600 ------------ $ 3,296,600 ------------
The accompanying notes are an integral part of these financial statements. 29 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/07 (continued) --------------------------------------------------------------------------------
S&P/ Floating Moody's Principal Rate (b) Ratings Amount (unaudited) (unaudited) Value Washington - 2.8% $ 1,000,000 NR/Baa2 Skagit County Washington Public Health, 5.75%, 12/1/32 $ 979,210 1,095,000 AAA/Aaa King County Washington Public Hospital District, 5.25%, 12/1/13 1,126,427 300,000 AAA/Aaa King County Washington School District No. 415, 5.5%, 6/1/13 331,575 1,000,000 NR/Aaa Pierce County Washington School District, 4.0%, 12/1/09 1,017,350 500,000 AAA/Aaa Renton Washington Water & Sewer, 4.4%, 12/1/15 525,830 2,250,000 AAA/Aaa Washington Mukilted School, 5.7%, 12/1/11+ 2,455,802 2,500,000 NR/Aaa Snohomish County Public Utility District Revenue, 6.8%, 1/1/20 3,051,975 3,500,000 BBB/Baa3 Tobacco Settlement Authority Washington, 6.625%, 6/1/32 3,570,525 2,500,000 NR/NR Washington State Housing, 5.25%, 1/1/17 2,449,150 ------------ $ 15,507,844 ------------ Wisconsin - 0.3% 1,430,000 AAA/Aaa Adams-Friendship School District, 6.5%, 4/1/16 $ 1,724,194 ------------ $ 1,724,194 ------------ TOTAL MUNICIPAL BONDS (Cost $557,191,852) $560,731,963 ------------ TOTAL INVESTMENT IN SECURITIES - 100.2% (Cost $562,031,318) (a)(c) $562,961,511 ------------ OTHER ASSETS AND LIABILITIES - (0.2)% $ (1,238,466) ------------ TOTAL NET ASSETS - 100.0% $561,723,045 ============
30 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- * Pre-refunded bonds have been collateralized by U.S. Treasury securities which are held in escrow and used to pay principal and interest on the tax-exempt issue and to retire the bonds in full at the earliest refunding date. NR Not rated. + Escrowed to maturity in U.S. Government Securities (a) The concentration of investments by type of obligation/market sector is as follows (unaudited): Insured FGIC 10.7% MBIA 8.2 AmBac 5.4 FSA 3.0 ACA 0.1 ---- 27.4 Escrowed in U.S. Government Securities 4.4 General Obligation 3.7 Revenue Bonds: Health Revenue 26.9 Special Revenue 10.4 Various Revenues 8.9 Pollution Control Revenue 2.9 Transportation Revenue 3.1 Power 0.7 Housing 1.1 Education Revenue 10.1 Water and Sewer 0.4 ----- 100.0% =====
(b) Debt obligation with a variable interest rate. Rate shown is rate at period end (c) At December 31, 2007, the net unrealized gain on investments based on cost for federal income tax purposes of $562,310,165 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $19,108,672 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (18,457,326) ----------- Net unrealized gain $ 651,346 ===========
Purchase and sales of securities (excluding temporary cash investments) for the year ended December 31, 2007 aggregated $426,381,692 and $470,722,912, respectively. The accompanying notes are an integral part of these financial statements. 31 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/07 -------------------------------------------------------------------------------- ASSETS: Investment in securities, at value (cost $562,031,318) $562,961,511 Receivables - Investment securities sold 46,132 Fund shares sold 1,380,533 Interest 7,194,031 Other 51,920 ------------ Total assets $571,634,127 ------------ LIABILITIES: Payables - Investment securities purchased $ 2,442,445 Fund shares repurchased 1,529,115 Dividends 1,185,830 Due to bank 4,640,780 Due to affiliates 62,048 Accrued expenses 50,864 ------------ Total liabilities $ 9,911,082 ------------ NET ASSETS: Paid-in capital $570,120,050 Undistributed net investment income 284,485 Accumulated net realized loss on investments (9,611,683) Net unrealized gain on investments 930,193 ------------ Total net assets $561,723,045 ============ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class A (based on $313,705,643/28,179,852 shares) $ 11.13 ============ Class B (based on $14,622,470/1,324,866 shares) $ 11.04 ============ Class C (based on $13,580,501/1,239,065 shares) $ 10.96 ============ Class Y (based on $219,814,431/19,858,193 shares) $ 11.07 ============ MAXIMUM OFFERING PRICE: Class A ($11.13 [divided by] 95.5%) $ 11.65 ============
32 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS -------------------------------------------------------------------------------- For the Year Ended 12/31/07 INVESTMENT INCOME: Interest $ 30,943,440 ------------ EXPENSES: Management fees $2,985,435 Transfer agent fees and expenses Class A 233,111 Class B 19,721 Class C 10,786 Class Y 3,597 Distribution fees Class A 833,565 Class B 161,084 Class C 136,632 Administrative reimbursements 142,272 Custodian fees 21,196 Registration fees 70,573 Professional fees 66,468 Printing expense 21,590 Interest expense 4,392 Fees and expenses of nonaffiliated trustees 11,476 Miscellaneous 37,032 ---------- Total expenses $ 4,758,930 Less fees paid indirectly (12,492) ------------ Net expenses $ 4,746,438 ------------ Net investment income $ 26,197,002 ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments $ 1,855,800 ------------ Change in net unrealized gain on investments $(35,099,680) ------------ Net loss on investments $(33,243,880) ------------ Net decrease in net assets resulting from operations $ (7,046,878) ============
The accompanying notes are an integral part of these financial statements. 33 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS -------------------------------------------------------------------------------- For the Years Ended 12/31/07 and 12/31/06, respectively
Year Ended Year Ended 12/31/07 12/31/06 FROM OPERATIONS: Net investment income $ 26,197,002 $ 27,174,024 Net realized gain on investments 1,855,800 1,010,751 Change in net unrealized gain (loss) on investments (35,099,680) 5,927,066 -------------- -------------- Net increase (decrease) in net assets resulting from operations $ (7,046,878) $ 34,111,841 -------------- -------------- DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class A ($0.48 and $0.47 per share, respectively) $ (14,126,381) $ (12,940,338) Class B ($0.38 and $0.37 per share, respectively) (545,848) (681,571) Class C ($0.39 and $0.38 per share, respectively) (467,609) (447,945) Investor Class ($0.00 and $0.48 per share, respectively) - (343,022) Class Y ($0.51 and $0.51 per share, respectively) (11,927,188) (12,697,789) -------------- -------------- Total distributions to shareowners $ (27,067,026) $ (27,110,665) -------------- -------------- FROM FUND SHARE TRANSACTIONS: Net proceeds from sale of shares $ 122,757,979 $ 119,982,240 Reinvestment of distributions 11,216,220 10,962,474 Cost of shares repurchased (195,187,071) (143,799,330) -------------- -------------- Net decrease in net assets resulting from Fund share transactions $ (61,212,872) $ (12,854,616) -------------- -------------- Net decrease in net assets $ (95,326,776) $ (5,853,440) NET ASSETS: Beginning of year 657,049,821 662,903,261 -------------- -------------- End of year $ 561,723,045 $ 657,049,821 ============== ============== Undistributed net investment income $ 284,485 $ 277,072 ============== ==============
34 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
'07 Shares '07 Amount '06 Shares '06 Amount CLASS A Shares sold 3,744,108 $ 42,584,681 5,186,888 $ 60,516,604 Reinvestment of distributions 817,381 9,346,227 791,333 9,202,860 Conversion from Investor class shares - - 700,263 8,270,107 Less shares repurchased (6,143,218) (69,857,173) (4,099,369) (47,663,271) ---------- -------------- ---------- ------------- Net increase (decrease) (1,581,729) $ (17,926,265) 2,579,115 $ 30,326,300 ========== ============== ========== ============= CLASS B Shares sold 232,076 $ 2,626,046 363,813 $ 4,159,710 Reinvestment of distributions 26,073 295,815 33,526 386,150 Less shares repurchased (450,067) (5,110,697) (788,524) (9,093,116) ---------- -------------- ---------- ------------- Net decrease (191,918) $ (2,188,836) (391,185) $ (4,547,256) ========== ============== ========== ============= CLASS C Shares sold 444,452 $ 4,991,606 594,551 $ 6,783,020 Reinvestment of distributions 21,984 247,272 20,403 233,660 Less shares repurchased (346,219) (3,863,090) (549,388) (6,309,610) ---------- -------------- ---------- ------------- Net increase 120,217 $ 1,375,788 65,566 $ 707,070 ========== ============== ========== ============= INVESTOR CLASS Shares sold - $ - - $ - Reinvestment of distributions - - 25,352 294,474 Conversion to Class A shares - - (700,155) (8,270,107) Less shares repurchased - - (58,922) (685,604) ---------- -------------- ---------- ------------- Net decrease - $ - (733,725) $ (8,661,237) ========== ============== ========== ============= CLASS Y Shares sold 6,396,471 $ 72,555,646 4,191,432 $ 48,522,906 Reinvestment of distributions 117,279 1,326,906 73,020 845,330 Less shares repurchased (10,334,089) (116,356,111) (6,922,861) (80,047,729) ----------- -------------- ---------- ------------- Net decrease (3,820,339) $ (42,473,559) (2,658,409) $ (30,679,493) ========== ============== ========== =============
The accompanying notes are an integral part of these financial statements. 35 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/07 12/31/06 12/31/05 12/31/04 12/31/03 CLASS A Net asset value, beginning of period $ 11.75 $ 11.62 $ 11.67 $ 11.70 $ 11.61 ------- -------- -------- -------- -------- Increase (decrease) from investment operations: Net investment income $ 0.46 $ 0.47 $ 0.51 $ 0.56 $ 0.56 Net realized and unrealized gain (loss) on investments (0.60) 0.13 (0.04) (0.02) 0.09 ------- -------- -------- -------- -------- Net increase (decrease) from investment operations $ (0.14) $ 0.60 $ 0.47 $ 0.54 $ 0.65 Distributions to shareowners: Net investment income (0.48) (0.47) (0.52) (0.57) (0.56) ------- -------- -------- -------- -------- Net increase (decrease) in net asset value $ (0.62) $ 0.13 $ (0.05) $ (0.03) $ 0.09 ------- -------- -------- -------- -------- Net asset value, end of period $ 11.13 $ 11.75 $ 11.62 $ 11.67 $ 11.70 ======= ======== ======== ======== ======== Total return* (1.23)% 5.31% 4.05% 4.75% 5.80% Ratio of net expenses to average net assets+ 0.84% 0.86% 0.91% 0.91% 0.93% Ratio of net investment income to average net assets+ 4.05% 4.08% 4.36% 4.88% 4.88% Portfolio turnover rate 68% 66% 26% 39% 80% Net assets, end of period (in thousands) $313,706 $349,683 $315,855 $307,463 $326,173 Ratios with reductions for fees paid indirectly: Net expenses 0.84% 0.86% 0.91% 0.91% 0.93% Net investment income 4.05% 4.08% 4.36% 4.88% 4.88%
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. 36 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/07 12/31/06 12/31/05 12/31/04 12/31/03 CLASS B Net asset value, beginning of period $ 11.65 $ 11.51 $ 11.57 $ 11.59 $ 11.51 ------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.36 $ 0.39 $ 0.41 $ 0.48 $ 0.46 Net realized and unrealized gain (loss) on investments (0.59) 0.12 (0.05) (0.02) 0.09 ------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (0.23) $ 0.51 $ 0.36 $ 0.46 $ 0.55 Distributions to shareowners: Net investment income (0.38) (0.37) (0.42) (0.48) (0.47) ------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (0.61) $ 0.14 $ (0.06) $ (0.02) $ 0.08 ------- ------- ------- ------- ------- Net asset value, end of period $ 11.04 $ 11.65 $ 11.51 $ 11.57 $ 11.59 ======= ======= ======= ======= ======= Total return* (1.97)% 4.54% 3.16% 4.07% 4.98% Ratio of net expenses to average net assets+ 1.69% 1.62% 1.72% 1.67% 1.70% Ratio of net investment income to average net assets+ 3.21% 3.33% 3.51% 4.12% 4.10% Portfolio turnover rate 68% 66% 26% 39% 80% Net assets, end of period (in thousands) $14,622 $17,667 $21,962 $17,285 $20,363 Ratios with reduction for fees paid indirectly: Net expenses 1.69% 1.62% 1.72% 1.67% 1.70% Net investment income 3.21% 3.33% 3.51% 4.12% 4.10%
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 37 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/07 12/31/06 12/31/05 12/31/04 12/31/03 CLASS C Net asset value, beginning of period $ 11.57 $ 11.44 $ 11.49 $ 11.52 $ 11.44 ------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.37 $ 0.38 $ 0.41 $ 0.47 $ 0.48 Net realized and unrealized gain (loss) on investments (0.59) 0.13 (0.04) (0.02) 0.08 ------- ------- ------- ------- ------- Net increase (decrease) from investment operations $ (0.22) $ 0.51 $ 0.37 $ 0.45 $ 0.56 Distributions to shareowners: Net investment income (0.39) (0.38) (0.42) (0.48) (0.48) ------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (0.61) $ 0.13 $ (0.05) $ (0.03) $ 0.08 ------- ------- ------- ------- ------- Net asset value, end of period $ 10.96 $ 11.57 $ 11.44 $ 11.49 $ 11.52 ======= ======= ======= ======= ======= Total return* (1.97)% 4.57% 3.30% 4.02% 5.04% Ratio of net expenses to average net assets+ 1.60% 1.61% 1.64% 1.64% 1.66% Ratio of net investment income to average net assets+ 3.29% 3.33% 3.63% 4.15% 4.11% Portfolio turnover rate 68% 66% 26% 39% 80% Net assets, end of period (in thousands) $13,581 $12,941 $12,054 $12,577 $11,266 Ratios with reduction for fees paid indirectly: Net expenses 1.60% 1.61% 1.64% 1.64% 1.66% Net investment income 3.29% 3.33% 3.63% 4.15% 4.11%
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. 38 The accompanying notes are an integral part of these financial statements. Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/07 12/31/06 12/31/05 12/31/04 12/31/03 CLASS Y Net asset value, beginning of period $ 11.69 $ 11.56 $ 11.61 $ 11.64 $ 11.56 ------- -------- -------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.49 $ 0.51 $ 0.54 $ 0.57 $ 0.62 Net realized and unrealized gain (loss) on investments (0.60) 0.13 (0.04) 0.01 0.07 ------- -------- -------- ------- ------- Net increase (decrease) from investment operations $ (0.11) $ 0.64 $ 0.50 $ 0.58 $ 0.69 Distributions to shareowners: Net investment income (0.51) (0.51) (0.55) (0.61) (0.61) ------- -------- -------- ------- ------- Net increase (decrease) in net asset value $ (0.62) $ 0.13 $ (0.05) $ (0.03) $ 0.08 ------- -------- -------- ------- ------- Net asset value, end of period $ 11.07 $ 11.69 $ 11.56 $ 11.61 $ 11.64 ======= ======== ======== ======= ======= Total return* (0.94)% 5.69% 4.40% 5.14% 6.21% Ratio of net expenses to average net assets+ 0.54% 0.52% 0.54% 0.55% 0.57% Ratio of net investment income to average net assets+ 4.35% 4.42% 4.22% 5.26% 5.21% Portfolio turnover rate 68% 66% 26% 39% 80% Net assets, end of period (in thousands) $219,814 $276,760 $304,507 $ 393 $ 1,387 Ratios with reduction for fees paid indirectly: Net expenses 0.54% 0.52% 0.54% 0.55% 0.57% Net investment income 4.35% 4.42% 4.22% 5.26% 5.21%
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 39 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/07 -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer Tax Free Income 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 as high a level of current income exempt from federal income taxes, as possible consistent with the preservation of capital. The Fund offers four classes of shares designated as Class A, Class B, Class C, and Class Y shares. As planned on December 10, 2006, Investor Class shares converted to Class A 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 and Class C shareowners, respectively. There is no distribution plan for Class Y shares. The Fund's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Fund to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses, and gain or loss on investments during the reporting period. Actual results could differ from those estimates. At times, the Fund's investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political, or regulatory developments or other risks affecting those industries and sectors. The Fund's prospectuses contain information regarding the Fund's principal risks. Please refer to those documents when considering the Fund's risks. 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: 40 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 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. Securities are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. Valuations may be supplemented by dealers and other sources, as required. Securities for which there are no other readily available valuation methods are valued at their fair values as determined by, or under the direction of the Board of Trustees. 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 December 31, 2007 there were no securities fair valued. Discount and premium on debt securities are accreted or amortized, respectively, daily into interest income on a yield-to-maturity basis with a corresponding increase or decrease in the cost basis of the security. Interest income is recorded on the accrual basis. Temporary cash investments are valued at cost which approximates market value. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. B. Federal Income Taxes It is the 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 tax provision is required. Tax years prior to 2004 are closed (not subject to examination by tax authorities) due to the expiration of statute of limitations; all other tax years are open. 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 41 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/07 (continued) -------------------------------------------------------------------------------- realized gain on investment transactions, or from paid-in capital, depending on the type of book/tax differences that may exist. At December 31, 2007, the Fund has reclassified $877,437 to decrease accumulated net investment loss and $877,437 to increase accumulated net realized loss on investments. The reclassification has no impact on the net assets of the Fund and presents the Fund's capital accounts on a tax basis. At December 31, 2007, the Fund had a net capital loss carryforward of $9,300,052 of which the following amounts will expire between 2011 and 2012 if not utilized: $7,713,482 in 2011 and $1,586,570 in 2012. The Fund has elected to defer $32,784 of capital losses recognized between November 1, 2007 and December 31, 2007 to its fiscal year ending December 31, 2008. The tax character of distributions paid during the years ended December 31, 2007 and December 31, 2006 was as follows:
2007 2006 ----------------------------------------------------------- Distributions paid from: Taxable income $ 562,300 $ 667,510 Tax exempt income 26,504,726 26,443,155 ----------- ----------- Total $27,067,026 $27,110,665 ----------- -----------
The following shows the components of distributable earnings on a federal income tax basis at December 31, 2007:
2007 ----------------------------------------------------------- Undistributed tax-exempt income $ 284,485 Capital loss carry forward (9,300,052) Post-October loss deferral (32,784) Unrealized appreciation 651,346 ---------- Total $8,397,005 ----------
The difference between book basis and tax-basis unrealized appreciation is attributable to the tax deferral of premium and amortization. 42 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 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 $29,608 in underwriting commissions on the sale of Class A shares during the year ended December 31, 2007. D. Class Allocations Income, common expenses and realized and unrealized gains and losses are calculated at the Fund level and allocated daily to each class of shares based on the respective percentage of adjusted net assets at the beginning of the day. Distribution fees are calculated based on the average daily net asset value attributable to Class A, Class B and Class C shares of the Fund, respectively (see Note 4). Class Y shares are not subject to a distribution 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). The Fund declares, as daily dividends, substantially all of its net investment income. All dividends are paid on a monthly basis. Short-term capital gain distributions, if any, may be declared with the daily dividends. Distributions 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, and in the same amount, except that Class A, Class B, Class C, and Class Y shares can bear different transfer agent and distribution expense rates. 2. Management Agreement Pioneer Investment Management, Inc., (PIM), a wholly owned indirect subsidiary of UniCredito Italiano, the Fund's investment adviser manages the Fund's portfolio. Management fees are calculated daily at the annual rate of 0.50% of the Fund's average daily net assets up to $250 million; 0.48% of the next $50 million; and 0.45% of the excess over $300 million. For the year ended December 31, 2007, the net management fee was equivalent to 0.47% of average net assets. 43 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/07 (continued) -------------------------------------------------------------------------------- In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Fund. Included in "Due to Affiliates" reflected on the Statement of Assets and Liabilities is $22,946 in management fees, administrative costs and certain other services payable to PIM at December 31, 2007. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides substantially all transfer agent and shareholder services to the Fund at negotiated rates. Included in "Due to Affiliates" reflected on the Statement of Assets and Liabilities is $30,392 in transfer agent fees payable to PIMSS at December 31, 2007. 4. Distribution Plans The Fund adopted a Plan of Distribution with respect to Class A, Class B and Class C shares (Class A Plan, Class B Plan and Class C Plan) in accordance with Rule 12b-1 of the Investment Company Act of 1940. Currently under the Class A Plan, PFD is reimbursed for distribution expenses in an amount up to 0.25% of the average daily net assets attributable to 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. Included in "Due to Affiliates" reflected on the Statements of Assets and Liabilities is $8,710 in distribution fees payable to PFD at December 31, 2007. In addition, redemptions of each class of shares (except Class Y shares) may be subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be imposed on redemptions of certain net asset value purchases of Class A shares within 18 months of purchase. Class B shares that are redeemed within five years of purchase are subject to a CDSC at declining rates beginning at 4.00%, based on the lower of cost or market value of shares being redeemed. Redemptions of Class C shares within one year of purchase are subject to a CDSC of 1.00%. Proceeds from the CDSCs are paid to PFD. For the year ended December 31, 2007, CDSCs in the amount of $41,902 were paid to PFD. 44 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 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 year ended December 31, 2007, the Fund's expenses were reduced by $12,492 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 $200 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 $200 million or the limits set by its prospectus for borrowings. Interest on collective borrowings is payable at the Federal Funds 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 December 31, 2007, the Fund had no borrowings under this agreement. 7. New Pronouncement In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures. ADDITIONAL INFORMATION (unaudited) The percentages of the Fund's ordinary income distributions that are exempt from nonresident alien (NRA) tax withholding resulting from qualified interest income and qualified short term gains were 97.33% and 0%, respectively. 45 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -------------------------------------------------------------------------------- To the Board of Trustees and Shareowners of Pioneer Tax Free Income Fund: We have audited the accompanying statement of assets and liabilities of Pioneer Tax Free Income Fund (the "Fund"), including the schedule of investments, as of December 31, 2007, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the 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 December 31, 2007, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Pioneer Tax Free Income Fund at December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 19, 2008 46 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- APPROVAL OF INVESTMENT ADVISORY AGREEMENT -------------------------------------------------------------------------------- Pioneer Investment Management, Inc. (PIM) serves as the Fund's investment adviser pursuant to an investment advisory agreement between PIM and the Fund. The Trustees of the Fund, as required by law, determine annually whether to continue the investment advisory agreement for the Fund. In connection with their most recent consideration of the investment advisory agreement for the Fund, the Trustees received and reviewed a substantial amount of information provided by PIM in response to requests of the independent Trustees and their independent legal counsel. The independent Trustees met on a number of occasions with PIM and also separately with their independent legal counsel to evaluate and discuss the information provided to them by PIM. At a meeting held on November 13, 2007, based on their evaluation of the information provided by PIM, the Trustees, including the independent Trustees voting separately, unanimously approved the continuation of the investment advisory agreement for another year. In considering the continuation of the investment advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the continuation of the agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services provided by PIM to the Fund, taking into account the investment objective and strategy of the Fund and the information related to the Fund provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the investment advisory agreement. The Trustees also reviewed PIM's investment approach for the Fund and its research process. The Trustees considered the resources of PIM and the personnel of PIM who provide investment management services to the Fund. They also considered PIM's compliance and legal resources and personnel. In addition, the Trustees considered the other services that PIM provides to the Fund under the investment advisory agreement and that, as administrator, PIM is responsible for the administration of the Fund's business and other affairs. It was noted that PIM supervises and monitors the performance of the Fund's service providers and provides the Fund with personnel (including officers) as are necessary 47 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- APPROVAL OF INVESTMENT ADVISORY AGREEMENT (continued) -------------------------------------------------------------------------------- for the Fund's operations. The Trustees considered the fees paid to PIM for the provision of such services. Based on these considerations, the Trustees concluded that the nature, extent and quality of services provided by PIM to the Fund were satisfactory and consistent with the terms of the investment advisory agreement. Performance of the Fund The Trustees considered the performance results of the Fund over various time periods. They reviewed information comparing the Fund's performance with the average performance of its peer group of funds as classified by Morningstar, Inc. (Morningstar), an independent provider of investment company data, and with the performance of the Fund's benchmark index. The Trustees considered that the Fund's annualized total return was in the fourth quintile of its Morningstar category for the one year period ended June 30, 2007 and in the first quintile of its Morningstar category for the three, five and ten year periods ended June 30, 2007. (In all quintile rankings referred to throughout this disclosure, first quintile is most favorable to the Fund's shareowners. Thus, highest relative performance would be first quintile and lowest relative expenses would also be first quintile.) The Trustees also considered that the twelve-month yield of the Fund, before deduction of expenses, exceeded the yield of its benchmark index for the same period. After discussing the reasons for the Fund's short-term underperformance with PIM, the Trustees concluded that the investment performance of the Fund was satisfactory. Management Fee and Expenses The Trustees considered information on the fees and expenses of the Fund in comparison to the management fees of its peer group of funds as classified by Morningstar and the expense ratios of a peer group of funds selected on the basis of criteria determined by the independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees considered that the Fund's management fee for the twelve months ended June 30, 2007 was in the second quintile relative to the management fees paid by other funds in its peer group Morningstar category for the comparable period. The Trustees also considered that the Fund's expense ratio for the twelve months ended June 30, 2007 was in the fourth quintile relative to its Strategic 48 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Insight peer group. The Trustees noted PIM's agreement to lower its management fee for assets in excess of $250 million effective January 1, 2008 and considered the impact of the lower fee on the Fund's expense ratio. It was noted that PIM did not currently manage any accounts with an investment objective and strategies that were similar to the Fund. The Trustees concluded that the management fee payable by the Fund to PIM was reasonable in relation to the nature and quality of services provided, taking into account the fees charged by other advisers for managing comparable mutual funds with similar strategies and PIM's agreement to lower the management fee for assets in excess of $250 million. The Trustees also concluded that the Fund's expense ratio was reasonable, taking into account the size of the Fund, the quality of services provided by PIM and the investment performance of the Fund. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Fund, including the methodology used by PIM in allocating certain of its costs to the management of the Fund. The Trustees also considered PIM's profit margin in connection with the overall operation of the Fund. They further reviewed the financial results realized by PIM and its affiliates from non-fund businesses. The Trustees considered PIM's profit margins with respect to the Fund in comparison to the limited industry data available and noted that the profitability of any adviser was affected by numerous factors, including its organizational structure and method for allocating expenses. The Trustees recognized that PIM should be entitled to earn a reasonable level of profit for the services provided to the Fund. The Trustees concluded that PIM's profitability with respect to the management of the Fund was not unreasonable. Economies of Scale The Trustees considered the economies of scale with respect to the management of the Fund, whether the Fund had appropriately benefited from any economies of scale, and whether there was potential for realization of any further economies of scale. The Trustees noted PIM's agreement to lower its management fee for assets in excess of $250 million and to add a breakpoint in the management fee for assets in excess of $750 million. The Trustees 49 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- APPROVAL OF INVESTMENT ADVISORY AGREEMENT (continued) -------------------------------------------------------------------------------- concluded that, because of the breakpoints in the management fee schedule and the reduced fee rates above certain asset levels, any perceived or potential economies of scale would be shared between PIM and the Fund. Other Benefits The Trustees considered the other benefits to PIM from its relationship with the Fund. The Trustees considered that affiliates of PIM serve as the Fund's transfer agent and distributor. The Trustees considered the receipt by PIM and its affiliates of sales loads and payments under Rule 12b-1 plans in respect of the Fund and the other Pioneer funds. The Trustees further considered the intangible benefits to PIM by virtue of its relationship with the Fund and the other Pioneer funds. The Trustees concluded that the receipt of these benefits was reasonable in the context of the overall relationship between PIM and the Fund. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the independent Trustees, concluded that the terms of the investment advisory agreement between PIM and the Fund, including the fees payable thereunder, were fair and reasonable and voted to approve the proposed continuation of the investment advisory agreement for the Fund. 50 Pioneer Tax Free Income 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 Bingham McCutchen LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. Trustees and Officers The Board of Trustees provides broad supervision over the Fund's affairs. The officers of the Fund are responsible for the Fund's operations. The Trustees and officers are listed below, together with their principal occupations during the past five years. Trustees who are interested persons of the Fund within the meaning of the 1940 Act 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 (except Mr. Bock) serves as a trustee of each of the 77 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). Mr. Bock serves as Trustee of 76 of the 77 Pioneer Funds. The address for all 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.pioneerinvestments.com and on the SEC's web site at http://www.sec.gov. 51 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- INTERESTED TRUSTEES --------------------------------------------------------------------------------
Positions Held Length of Service Name and Age With the Fund and Term of Office John F. Cogan, Jr. (81)* Chairman of the Trustee since 1993. Board, Trustee and Serves until a succes- President sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Other Directorships Held Name and Age Principal Occupation During Past Five Years by this Trustee John F. Cogan, Jr. (81)* Deputy Chairman and a Director of Pioneer Global Asset None Management S.p.A. ("PGAM"); Non-Executive Chairman and a Director of Pioneer Investment Management USA Inc. ("PIM-USA"); Chairman and a Director of Pioneer; Chairman and Director of Pioneer Institutional Asset Management, Inc. (since 2006); Director of Pioneer Alternative Investment Management Limited (Dublin); President and a Director of Pioneer Alternative Investment Management (Bermuda) Limited and affiliated funds; Direc- tor of PIOGLOBAL Real Estate Investment Fund (Russia) (until June 2006); Director of Nano-C, Inc. (since 2003); Director of Cole Management Inc. (since 2004); Director of Fiduciary Counseling, Inc.; President and Director of Pioneer Funds Distributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP * Mr. Cogan is an Interested Trustee because he is an officer or director of the Fund's investment adviser and certain of its affiliates. -----------------------------------------------------------------------------------------------------------------
52 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES --------------------------------------------------------------------------------
Positions Held Length of Service Name and Age With the Fund and Term of Office David R. Bock (64) Trustee Trustee since 2005. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Mary K. Bush (59) Trustee Trustee since 1997. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Margaret B.W. Graham (60) Trustee Trustee since 1993. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Other Directorships Held Name and Age Principal Occupation During Past Five Years by this Trustee David R. Bock (64) Executive Vice President and Chief Financial Officer, I-trax, Director of The Enterprise Inc. (publicly traded health care services company) (2004 Social Investment - present); Partner, Federal City Capital Advisors (boutique Company (privately-held merchant bank) (1997 to 2004); and Executive Vice affordable housing President and Chief Financial Officer, Pedestal Inc. finance company); and (internet-based mortgage trading company) (2000 - 2002) Director of New York Mortgage Trust (publicly traded mortgage REIT) ------------------------------------------------------------------------------------------------------------------------ Mary K. Bush (59) President, Bush International, LLC (international financial Director of Brady Corpora- advisory firm) tion (industrial identifica- tion and specialty coated material products manufacturer); Director of Briggs & Stratton Co. (engine manufacturer); Director of UAL Corpora- tion (airline holding company) Director of Mantech International Corporation (national security, defense, and intelligence technology firm): and Member, Board of Governors, Investment Company Institute ------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham (60) Founding Director, Vice-President and Corporate Secretary, None The Winthrop Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University ------------------------------------------------------------------------------------------------------------------------
53 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES --------------------------------------------------------------------------------
Positions Held Length of Service Name and Age With the Fund and Term of Office Thomas J. Perna (57) Trustee Trustee since 2006. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Marguerite A. Piret (59) Trustee Trustee since 1993. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- John Winthrop (71) Trustee Trustee since 1993. Serves until a succes- sor trustee is elected or earlier retirement or removal. -------------------------------------------------------------------------------- Other Directorships Held Name and Age Principal Occupation During Past Five Years by this Trustee Thomas J. Perna (57) Private investor (2004 - present); and Senior Executive Director of Quadriserv Vice President, The Bank of New York (financial and securi- Inc. (technology products ties services) (1986 - 2004) for securities lending industry) ------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (59) President and Chief Executive Officer, Newbury, Piret & Director of New America Company, Inc. (investment banking firm) High Income Fund, Inc. (closed-end investment company) ------------------------------------------------------------------------------------------------------------------------ John Winthrop (71) President, John Winthrop & Co., Inc. (private investment None firm) ------------------------------------------------------------------------------------------------------------------------
54 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FUND OFFICERS --------------------------------------------------------------------------------
Positions Held Length of Service Name and Age With the Fund and Term of Office Daniel K. Kingsbury (49)* Executive Vice Since March 2007. President Serves at the discre- tion of the Board -------------------------------------------------------------------------------- Dorothy E. Bourassa (60) Secretary Since 2003. Serves at the discretion of the Board -------------------------------------------------------------------------------- Christopher J. Kelley (43) Assistant Secretary Since 2003. Serves at the discretion of the Board -------------------------------------------------------------------------------- Vincent Nave (62) Treasurer Since 2000. Serves at the discretion of the Board -------------------------------------------------------------------------------- Mark E. Bradley (48) Assistant Treasurer Since 2004. Serves at the discretion of the Board -------------------------------------------------------------------------------- Luis I. Presutti (42) Assistant Treasurer Since 2000. Serves at the discretion of the Board -------------------------------------------------------------------------------- Other Directorships Held Name and Age Principal Occupation During Past Five Years by this Officer Daniel K. Kingsbury (49)* Director, CEO and President of Pioneer Investment None Management USA Inc., Pioneer Investment Management, Inc. and Pioneer Institutional Asset Management, Inc. (since March 2007); Executive Vice President of all of the Pioneer Funds (since March 2007); Director of Pioneer Global Asset Management S.p.A. (since March 2007); Head of New Markets Division, Pioneer Global Asset Management S.p.A. (2000 - 2007) ------------------------------------------------------------------------------------------------------------------- Dorothy E. Bourassa (60) Secretary of PIM-USA; Senior Vice President - Legal of None Pioneer; Secretary/Clerk of most of PIM-USA's subsidiar- ies; and Secretary of all of the Pioneer Funds since September 2003 (Assistant Secretary from November 2000 to September 2003) ------------------------------------------------------------------------------------------------------------------- Christopher J. Kelley (43) Associate General Counsel of Pioneer since January 2008 None and Assistant Secretary of all of the Pioneer Funds since September 2003; Vice President and Senior Counsel of Pioneer from July 2002 to December 2007 ------------------------------------------------------------------------------------------------------------------- Vincent Nave (62) Vice President - Fund Accounting, Administration and None Controllership Services of Pioneer; and Treasurer of all of the Pioneer Funds ------------------------------------------------------------------------------------------------------------------- Mark E. Bradley (48) Deputy Treasurer of Pioneer since 2004 and Assistant None Treasurer of all of the Pioneer Funds since November 2004; Treasurer and Senior Vice President, CDC IXIS Asset Management Services from 2002 to 2003 ------------------------------------------------------------------------------------------------------------------- Luis I. Presutti (42) Assistant Vice President - Fund Accounting, Administration None and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds -------------------------------------------------------------------------------------------------------------------
55 Pioneer Tax Free Income Fund -------------------------------------------------------------------------------- FUND OFFICERS --------------------------------------------------------------------------------
Positions Held Length of Service Name and Age With the Fund and Term of Office Gary Sullivan (49) Assistant Treasurer Since 2002. Serves at the discretion of the Board -------------------------------------------------------------------------------- Katherine Kim Sullivan (34) Assistant Treasurer Since 2003. Serves at the discretion of the Board -------------------------------------------------------------------------------- Teri W. Anderholm (48) Chief Compliance Since January 2007. Officer Serves at the discre- tion of the Board -------------------------------------------------------------------------------- Other Directorships Held Name and Age Principal Occupation During Past Five Years by this Officer Gary Sullivan (49) Fund Accounting Manager - Fund Accounting, Administra- None tion and Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds ------------------------------------------------------------------------------------------------------------------------ Katherine Kim Sullivan (34) Fund Administration Manager - Fund Accounting, None Administration and Controllership Services since June 2003 and Assistant Treasureer of all of the Pioneer Funds since September 2003; Assistant Vice President - Mutual Fund Operations of State Street Corporation from June 2002 to June 20003 (formerly Deutsche Bank Asset Management) ------------------------------------------------------------------------------------------------------------------------ Teri W. Anderholm (48) Chief Compliance Officer of Pioneer since December 2006 None and of all the Pioneer Funds since January 2007; Vice President and Compliance Officer, MFS Investment Management (August 2005 to December 2006); Consult- ant, Fidelity Investments (February 2005 to July 2005); Independent Consultant (July 1997 to February 2005) ------------------------------------------------------------------------------------------------------------------------
The outstanding capital stock of PFD, Pioneer and PIMSS is indirectly wholly owned by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest banking groups in Italy. Pioneer, the Fund's investment adviser, provides investment management and financial services to mutual funds, institutional and other clients. 56 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This page for your notes. 57 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This page for your notes. 58 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This page for your notes. 59 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This page for your notes. 60 -------------------------------------------------------------------------------- HOW TO CONTACT PIONEER -------------------------------------------------------------------------------- We are pleased to offer a variety of convenient ways for you to contact us for assistance or information. Call us for: Account Information, including existing accounts, new accounts, prospectuses, applications and service forms 1-800-225-6292 FactFone(SM) for automated fund yields, prices, account information and transactions 1-800-225-4321 Retirement plans information 1-800-622-0176 Telecommunications Device for the Deaf (TDD) 1-800-225-1997 Write to us: PIMSS, Inc. P.O. Box 55014 Boston, Massachusetts 02205-5014 Our toll-free fax 1-800-225-4240 Our internet e-mail address ask.pioneer@pioneerinvestments.com (for general questions about Pioneer only) Visit our web site: www.pioneerinvestments.com Before investing consider the Fund's investment objectives, risks, charges and expenses. Contact your advisor or Pioneer Investments for a prospectus containing this information. Read it carefully. The Fund files a complete schedule 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.