-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TILwLyUPavej6o+qlQhtfnKDrO1I7KBCVHpO1W/siF46gYuRZNJYKbxgJHrvuS3I /4gjm8htVxUPGvhLwM/80A== 0000078713-08-000105.txt : 20081230 0000078713-08-000105.hdr.sgml : 20081230 20081230120340 ACCESSION NUMBER: 0000078713-08-000105 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081031 FILED AS OF DATE: 20081230 DATE AS OF CHANGE: 20081230 EFFECTIVENESS DATE: 20081230 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PIONEER MID CAP VALUE FUND CENTRAL INDEX KEY: 0000863334 IRS NUMBER: 043091159 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-06106 FILM NUMBER: 081274768 BUSINESS ADDRESS: STREET 1: 60 STATE ST - 13TH FL CITY: BOSTON STATE: MA ZIP: 02109-1820 BUSINESS PHONE: 6177427825 MAIL ADDRESS: STREET 1: 60 STATE ST STREET 2: 13TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109-1820 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER CAPITAL GROWTH FUND /MA/ DATE OF NAME CHANGE: 19980630 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER GROWTH TRUST DATE OF NAME CHANGE: 19920703 0000863334 S000004143 Pioneer Mid Cap Value Fund C000011629 Pioneer Mid Cap Value Fund: Class A PCGRX C000011630 Pioneer Mid Cap Value Fund: Class B PBCGX C000011631 Pioneer Mid Cap Value Fund: Class C PCCGX C000011632 Pioneer Mid Cap Value Fund: Class Y PYCGX C000011633 Pioneer Mid Cap Value Fund: Class R PCMRX N-CSR 1 ncsr.txt OMB APPROVAL OMB Number: 3235-0570 Expires: August 31, 2010 Estimated average burden hours per response.....18.9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-06106 Pioneer Mid Cap Value Fund (Exact name of registrant as specified in charter) 60 State Street, Boston, MA 02109 (Address of principal executive offices) (ZIP code) Dorothy E. Bourassa, Pioneer Investment Management, Inc., 60 State Street, Boston, MA 02109 (Name and address of agent for service) Registrant's telephone number, including area code: (617) 742-7825 Date of fiscal year end: October 31 Date of reporting period: November 1, 2007 through October 31, 2008 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO SHAREOWNERS. Pioneer Mid Cap Value Fund Annual Report | October 31, 2008 Ticker Symbols: Class A PCGRX Class B PBCGX Class C PCCGX Class R PCMRX Class Y PYCGX [LOGO]PIONEER Investments(R) visit us: pioneerinvestments.com 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 14 Schedule of Investments 16 Financial Statements 25 Notes to Financial Statements 34 Report of Independent Registered Public Accounting Firm 41 Approval of Investment Advisory Agreement 45 Trustees, Officers and Service Providers 49
Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 1 President's Letter Dear Shareowner, Stock and bond markets around the globe this year have experienced one of their most tumultuous periods in history. Investors have witnessed volatility of a magnitude that many have never before seen. Distance often provides the best vantage point for perspective. Still, we believe that the benefits of basic investment principles that have stood the test of time -- even in the midst of market turmoil -- cannot be underestimated. First, invest for the long term. The founder of Pioneer Investments, Philip L. Carret, began his investment career during the 1920's. One lesson he learned is that while great prosperity affords an advantageous time for selling stocks, extreme economic slumps can create opportunities for purchase. Indeed, many of our portfolio managers, who follow the value-conscious investing approach of our founder, are looking at recent market conditions as an opportunity to buy companies whose shares we believe have been unjustifiably beaten down by indiscriminate selling, but that we have identified as having strong prospects over time. While investors may be facing a sustained market downturn, we continue to believe that patience, along with staying invested in the market, are important considerations for long-term investors. A second principle is to stay diversified across different types of investments. The global scope of the current market weakness poses challenges for this basic investment axiom. But the turbulence makes now a good time to reassess your portfolio and make sure that your investments continue to meet your needs. We believe you should work closely with your financial advisor to find the mix of stocks, bonds and money market assets that is best aligned to your particular risk tolerance and investment objective. As the investment markets sort through the continuing crisis in the financial industry, we are staying focused on the fundamentals and risk management. With more than 80 years of experience behind us, we have learned how to navigate turbulent markets. At Pioneer Investments, risk management has always been a critical part of our culture -- not just during periods of extraordinary volatility. Our investment process is based on fundamental research, quantitative analysis and active portfolio management. This three-pillared process, which we apply to each of our portfolios, is supported by an integrated team approach and is designed to carefully balance risk and reward. While we see potential chances for making money in many corners of the market, it takes 2 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 research and experience to separate solid investment opportunities from speculation. We invite you to learn more about Pioneer and our time-tested approach to investing by consulting with your financial advisor or visiting us online at www.pioneerinvestments.com. Thank you for investing with Pioneer. Sincerely, /s/Daniel K. Kingsbury Daniel K. Kingsbury President and CEO Pioneer Investment Management USA, Inc. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 3 Portfolio Management Discussion | 10/31/08 A spreading credit crisis undermined the health of the overall U.S. economy and caused a sharp downturn in the equity market during the 12 months ended October 31, 2008. Widening problems in the financials sector especially affected the mid-cap value market, which includes the stocks of many financial corporations. In the following discussion, Rod Wright, portfolio manager of the Pioneer Mid Cap Value Fund, provides an update on the Fund and the factors that influenced its performance during the 12-month period. Q How did the Fund perform during the 12 months ended October 31, 2008? A Pioneer Mid Cap Value Fund Class A shares had a total return of -36.70% at net asset value for the fiscal year ended October 31. During the same 12 months, the Fund's benchmark, the Russell Midcap Value Index (the Russell Index), returned -38.83%, while the broad-market Standard & Poor's 500 Index (the S&P 500) returned -36.08%. Over the same 12-month period, the average return of the 362 mutual funds in Lipper Analytical Service's Mid Cap Value category was -39.25%. Q What were the principal factors affecting the Fund's performance during the 12-month period? A The investment environment for equities was very difficult, as problems that began in the credit markets spread and affected the general economy. Economic activity contracted in the third quarter of 2008 -- the final quarter of the Fund's fiscal year. Consumers, who had helped propel the economy's expansion, abruptly curtailed their spending, leading to sharp cutbacks in expectations for retailers and other consumer-sensitive corporations. Because they had the most exposure to the credit markets and the greatest vulnerability to swings in the capital markets, financial stocks performed particularly poorly, as investors tried to avoid any securities that carried credit risk. This particularly affected the benchmark Russell Mid Cap Value Index, in which financial companies have a 31% weight. By comparison, just 5.7% of the Russell Midcap Growth Index is in financial stocks. We were disappointed with the Fund's negative results during the period, despite the Fund's outperformance of the Russell Midcap Value Index and its Lipper peer group. In general, we positioned the Fund defensively, which helped overall returns relative to the Russell Index during a tumultuous period in the market. Our long-term discipline for the Fund focuses on individual stock selection rather than sector positioning, and the Fund's weightings of any individual sector or industry tend to be the result of 4 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 stock-selection decisions rather than deliberate allocations. As a result of our stock selections, the Fund's underweighted position in the financials sector supported performance on a relative basis. Selections in telecommunication services and consumer staples also helped, as did investments in the consumer discretionary, industrials and health care groups. However, the Fund's underweight position in the energy sector, combined with poor results among the energy corporations in which we did invest, detracted from relative results. Investments in materials and, to a lesser extent, information technology also hurt performance. The Fund's positioning in the utilities sector did not appreciably impact on overall results. Q What individual investments most influenced the Fund's performance during the 12 months ended October 31, 2008? A The largest single positive contributor to performance was the Fund's investment in insurance company UNUM, which reaped the benefit from a prior restructuring program that strengthened its balance sheet, improved its operations, and resulted in credit rating upgrades by two major ratings services -- a rarity for a financial company in the current environment. Another financials holding that was able to withstand the worst effects of the credit crisis and contribute to the Fund's performance was PNC Financial Services, a regional banking and financial services company. In addition, three Fund holdings were the subject of takeover proposals within their industries, helping lift their stock valuations. Barr Pharmaceuticals, a specialty pharmaceutical company, received an acquisition offer from Teva Pharmaceuticals; Anheuser-Busch was the recipient of a buyout proposal from Belgian brewer Inbev; and Wm. Wrigley & Co. was acquired by Mars. Other holdings that supported the Fund's results included: cosmetics company Estee Lauder; health care services provider Omnicare; industrial supplier W.W. Grainger; and supermarket chain Kroger. The Fund also avoided some of the Russell Mid Cap Value Index's worst performers during the period, such as insurer XL Capital, which also helped relative performance. On the negative side, the biggest single detractor from the Fund's performance was First Marblehead, a financials firm specializing in securitizing student loans. We sold our position in the company, whose ability to package student loans into securities for investors was severely affected by the disruptions in the credit markets. In addition to the adverse impact of the Fund's underweight position in the energy sector, some of its energy investments did not perform well. Independent oil refiner Tesoro was hurt when the price of crude oil increased much more rapidly than prices for refined products, such as gasoline and heating oil. We sold that investment and also liquidated the Fund's holding in another disappointing energy-related company, KBR, Inc. We were concerned about the sustainability of the revenue growth for KBR, which is Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 5 involved in defense department contract services, as well as energy services. In the materials group, investments in Freeport-McMoRan Copper & Gold and fertilizer corporation Mosaic both fell in value when demand for commodities softened amid concerns about the global economy. Harman International, which produces electronics equipment for the automotive industry, and Infineon Technology, a semiconductor corporation, were two other investments that held back the Fund's performance. Q What is your investment outlook? A We remain cautious and have sought to position the Fund defensively, as we think the full effects of the financial crisis have yet to be felt. We think the problems in the economy are significant and are likely to persist because a significant amount of bad debt still needs to be worked through. However, despite the travails of the past year, we think the market downdraft has created some good opportunities in the share prices of higher-quality companies whose stocks have declined dramatically in the wake of the massive sell-off. We intend to take advantage of attractive prices for sound companies with solid balance sheets and healthy businesses, which we think have the potential to hold up well even if the market slump continues. Please refer to the Schedule of Investments on pages 16-24 for a full listing of Fund securities. Investments in mid-sized companies may offer the potential for higher returns, but are also subject to greater short-term price fluctuations than larger, more established companies. Investing in foreign and/or emerging markets securities involves risks relating to interest rates, currency exchange rates, economic, and political conditions. 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. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. 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. 6 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Portfolio Summary | 10/31/08 Portfolio Diversification - -------------------------------------------------------------------------------- (As a percentage of total investment portfolio) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] U.S. Common Stocks 84.3% Temporary Cash Investments 15.7%
Sector Distribution - -------------------------------------------------------------------------------- (As a percentage of equity holdings) [THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL] Financials 25.7% Information Technology 13.1% Utilities 11.5% Industrials 11.2% Health Care 10.8% Consumer Staples 9.3% Consumer Discretionary 8.2% Materials 5.0% Energy 4.7% Telecommunication Services 0.5%
10 Largest Holdings - -------------------------------------------------------------------------------- (As a percentage of equity holdings)* 1. Unum Group 3.36% 2. Omnicare, Inc. 3.34 3. Aon Corp. 3.06 4. W.W. Grainger, Inc. 3.04 5. Waste Management, Inc. 2.94 6. Ball Corp. 2.59 7. The Interpublic Group of Companies, Inc. 2.41 8. Equifax, Inc. 2.37 9. NSTAR 2.22 10. NCR Corp. 2.18
* This list excludes temporary cash and derivative instruments. The portfolio is actively managed, and current holdings may be different. The holdings listed should not be considered recommendations to buy or sell any security listed. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 7 Prices and Distributions | 10/31/08 Net Asset Value per Share - --------------------------------------------------------------------------------
Class 10/31/08 10/31/07 A $ 15.04 $ 25.62 - -------------------------------------------------------------------------------- B $ 12.47 $ 21.65 - -------------------------------------------------------------------------------- C $ 12.38 $ 21.48 - -------------------------------------------------------------------------------- R $ 14.82 $ 25.26 - -------------------------------------------------------------------------------- Y $ 15.76 $ 26.73 - --------------------------------------------------------------------------------
Distributions per Share: 11/1/07-10/31/08 - --------------------------------------------------------------------------------
Net Investment Short-Term Long-Term Class Income Capital Gains Capital Gains A $ 0.0980 $ 0.3182 $ 1.3465 - -------------------------------------------------------------------------------- B $ -- $ 0.3182 $ 1.3465 - -------------------------------------------------------------------------------- C $ -- $ 0.3182 $ 1.3465 - -------------------------------------------------------------------------------- R $ 0.0405 $ 0.3182 $ 1.3465 - -------------------------------------------------------------------------------- Y $ 0.1798 $ 0.3182 $ 1.3465 - --------------------------------------------------------------------------------
8 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Performance Update | 10/31/08 Class A Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Value Fund at public offering price, compared to that of the Russell Midcap Value Index.
Average Annual Total Returns (As of October 31, 2008) - -------------------------------------------------------------------- Net Asset Public Offering Period Value (NAV) Price (POP) - -------------------------------------------------------------------- 10 Years 6.38% 5.75% 5 Years 2.24 1.03 1 Year -36.70 -40.34 - -------------------------------------------------------------------- Expense Ratio (Per prospectus dated March 1, 2008) - -------------------------------------------------------------------- Gross Net - -------------------------------------------------------------------- 1.03% 1.03% - --------------------------------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
- ---------------------------------------------------------------------------- Date Pioneer Mid Cap Value Fund Russell Mid-Cap Value Index - ---------------------------------------------------------------------------- 10/98 $9,425 $10,000 - ---------------------------------------------------------------------------- $10,370 $10,570 - ---------------------------------------------------------------------------- 10/00 $12,444 $11,822 - ---------------------------------------------------------------------------- $12,675 $11,660 - ---------------------------------------------------------------------------- 10/02 $11,915 $11,313 - ---------------------------------------------------------------------------- $15,659 $15,100 - ---------------------------------------------------------------------------- 10/04 $18,423 $18,081 - ---------------------------------------------------------------------------- $20,616 $21,607 - ---------------------------------------------------------------------------- 10/06 $23,731 $26,040 - ---------------------------------------------------------------------------- $27,638 $28,573 - ---------------------------------------------------------------------------- 10/08 $17,494 $17,479 - ----------------------------------------------------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. NAV results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. POP returns reflect deduction of maximum 5.75% sales charge. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 9 Performance Update | 10/31/08 Class B Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value Index.
Average Annual Total Returns (As of October 31, 2008) - ------------------------------------------------------------------ If If Period Held Redeemed - ------------------------------------------------------------------ 10 Years 5.45% 5.45% 5 Years 1.30 1.30 1 Year -37.32 -39.62 - ------------------------------------------------------------------ Expense Ratio (Per prospectus dated March 1, 2008) - ------------------------------------------------------------------ Gross Net - ------------------------------------------------------------------ 1.97% 1.97% - ------------------------------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
- ---------------------------------------------------------------------------- Date Pioneer Mid Cap Value Fund Russell Mid-Cap Value Index - ---------------------------------------------------------------------------- 10/98 $10,000 $10,000 - ---------------------------------------------------------------------------- $10,911 $10,570 - ---------------------------------------------------------------------------- 10/00 $12,989 $11,822 - ---------------------------------------------------------------------------- $13,121 $11,660 - ---------------------------------------------------------------------------- 10/02 $12,234 $11,313 - ---------------------------------------------------------------------------- $15,939 $15,100 - ---------------------------------------------------------------------------- 10/04 $18,591 $18,081 - ---------------------------------------------------------------------------- $20,600 $21,607 - ---------------------------------------------------------------------------- 10/06 $23,502 $26,040 - ---------------------------------------------------------------------------- $27,118 $28,573 - ---------------------------------------------------------------------------- 10/08 $16,999 $17,479 - ----------------------------------------------------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. "If Redeemed" returns reflect the deduction of applicable contingent deferred sales charge (CDSC). Effective December 1, 2004, the period during which a CDSC is applied to withdrawals was shortened to 5 years. The maximum CDSC for Class B shares continues to be 4%. For more complete information, please see the prospectus 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 pioneerinvestments.com. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. 10 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Performance Update | 10/31/08 Class C Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value Index.
Average Annual Total Returns (As of October 31, 2008) - ------------------------------------------------------------------ If If Period Held Redeemed - ------------------------------------------------------------------ 10 Years 5.46% 5.46% 5 Years 1.38 1.38 1 Year -37.23 -37.23 - ------------------------------------------------------------------ Expense Ratio (Per prospectus dated March 1, 2008) - ------------------------------------------------------------------ Gross Net - ------------------------------------------------------------------ 1.87% 1.87% - ------------------------------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
- ---------------------------------------------------------------------------- Date Pioneer Mid Cap Value Fund Russell Mid-Cap Value Index - ---------------------------------------------------------------------------- 10/98 $10,000 $10,000 - ---------------------------------------------------------------------------- $10,902 $10,570 - ---------------------------------------------------------------------------- 10/00 $12,965 $11,822 - ---------------------------------------------------------------------------- $13,089 $11,660 - ---------------------------------------------------------------------------- 10/02 $12,192 $11,313 - ---------------------------------------------------------------------------- $15,887 $15,100 - ---------------------------------------------------------------------------- 10/04 $18,525 $18,081 - ---------------------------------------------------------------------------- $20,552 $21,607 - ---------------------------------------------------------------------------- 10/06 $23,472 $26,040 - ---------------------------------------------------------------------------- $27,100 $28,573 - ---------------------------------------------------------------------------- 10/08 $17,010 $17,479 - ----------------------------------------------------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class C shares held for less than one year are also subject to a 1% contingent deferred sales charge (CDSC). The performance of Class C shares does not reflect the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a 1% sales charge, your returns would be lower than those shown above. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 11 Performance Update | 10/31/08 Class R Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value Index.
Average Annual Total Returns (As of October 31, 2008) - ------------------------------------------------------------------ If If Period Held Redeemed - ------------------------------------------------------------------ 10 Years 6.03% 6.03% 5 Years 2.02 2.02 1 Year -36.83 -36.83 - ------------------------------------------------------------------ Expense Ratio (Per prospectus dated March 1, 2008) - --------------------------------------------------------------------- Gross Net - ------------------------------------------------------------------ 1.33% 1.33% - ------------------------------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
- ---------------------------------------------------------------------------- Date Pioneer Mid Cap Value Fund Russell Mid-Cap Value Index - ---------------------------------------------------------------------------- 10/98 $10,000 $10,000 - ---------------------------------------------------------------------------- $10,948 $10,570 - ---------------------------------------------------------------------------- 10/00 $13,072 $11,822 - ---------------------------------------------------------------------------- $13,248 $11,660 - ---------------------------------------------------------------------------- 10/02 $12,392 $11,313 - ---------------------------------------------------------------------------- $16,253 $15,100 - ---------------------------------------------------------------------------- 10/04 $19,097 $18,081 - ---------------------------------------------------------------------------- $21,330 $21,607 - ---------------------------------------------------------------------------- 10/06 $24,485 $26,040 - ---------------------------------------------------------------------------- $28,438 $28,573 - ---------------------------------------------------------------------------- 10/08 $17,963 $17,479 - ----------------------------------------------------------------------------
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. The performance of Class R shares for the period prior to the commencement of operations of Class R shares on April 1, 2003, is based on the performance of Class A shares, reduced to reflect the higher distribution and service fees of Class R shares. For the period after April 1, 2003, the actual performance of Class R shares is reflected. Class R shares are not subject to sales charges and are available for limited groups of eligible investors, including institutional investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. 12 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Performance Update | 10/31/08 Class Y Shares Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer Mid Cap Value Fund, compared to that of the Russell Midcap Value Index.
Average Annual Total Returns (As of October 31, 2008) - ------------------------------------------------------------------ If If Period Held Redeemed - ------------------------------------------------------------------ 10 Years 6.88% 6.88% 5 Years 2.72 2.72 1 Year -36.41 -36.41 - ------------------------------------------------------------------ Expense Ratio (Per prospectus dated March 1, 2008) - ------------------------------------------------------------------ Gross Net - ------------------------------------------------------------------ 0.68% 0.68% - ------------------------------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
- ---------------------------------------------------------------------------- Date Pioneer Mid Cap Value Fund Russell Mid-Cap Value Index - ---------------------------------------------------------------------------- 10/98 $10,000 $10,000 - ---------------------------------------------------------------------------- $11,054 $10,570 - ---------------------------------------------------------------------------- 10/00 $13,327 $11,822 - ---------------------------------------------------------------------------- $13,642 $11,660 - ---------------------------------------------------------------------------- 10/02 $12,886 $11,313 - ---------------------------------------------------------------------------- $17,019 $15,100 - ---------------------------------------------------------------------------- 10/04 $20,121 $18,081 - ---------------------------------------------------------------------------- $22,657 $21,607 - ---------------------------------------------------------------------------- 10/06 $26,190 $26,040 - ---------------------------------------------------------------------------- $30,602 $28,573 - ---------------------------------------------------------------------------- 10/08 $19,458 $17,479 - ----------------------------------------------------------------------------
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 their 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 and can be rescinded at any time. See the prospectus and financial statements for complete details. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Russell Midcap Value Index measures the performance of U.S. mid-cap value stocks. Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in an index. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 13 Comparing Ongoing Fund Expenses As a shareowner in the Fund, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses; and (2) transaction costs, including sales charges (loads) on purchase payments. This example is intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 at the beginning of the Fund's latest six-month period and held throughout the six months. Using the Tables - -------------------------------------------------------------------------------- Actual Expenses The first table below provides information about actual account values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period as follows: 1. Divide your account value by $1,000 Example: an $8,600 account value [divided by] $1,000 = 8.6 2. Multiply the result in (1) above by the corresponding share class's number in the third row under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Expenses Paid on a $1,000 Investment in Pioneer Mid Cap Value Fund Based on actual returns from May 1, 2008 through October 31, 2008.
- ----------------------------------------------------------------------------------------------------------------- Share Class A B C R Y - ----------------------------------------------------------------------------------------------------------------- Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 Value on 5/1/08 - ----------------------------------------------------------------------------------------------------------------- Ending Account Value $712.52 $709.29 $709.51 $711.85 $714.49 (after expenses) on 10/31/08 - ----------------------------------------------------------------------------------------------------------------- Expenses Paid $4.86 $8.94 $8.47 $6.02 $3.06 During Period* - -----------------------------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.13%, 2.08%, 1.97%, 1.40%, and 0.71% for Class A, Class B, Class C, Class R and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the partial year period). 14 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) that are charged at the time of the transaction. Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Mid Cap Value Fund Based on a hypothetical 5% per year return before expenses, reflecting the period from May 1, 2008 through October 31, 2008.
- ------------------------------------------------------------------------------------------------------------ Share Class A B C R Y - ------------------------------------------------------------------------------------------------------------ Beginning Account $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 Value on 5/1/08 - ------------------------------------------------------------------------------------------------------------ Ending Account Value $1,019.46 $1,014.68 $1,015.23 $1,018.10 $1,021.57 (after expenses) on 10/31/08 - ------------------------------------------------------------------------------------------------------------ Expenses Paid $5.74 $10.53 $9.98 $7.10 $3.61 During Period* - ------------------------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.13%, 2.08%, 1.97%, 1.40%, and 0.71% for Class A, Class B, Class C, Class R and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the partial year period). Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 15 Schedule of Investments | 10/31/08
- -------------------------------------------------------------------------- Shares Value - -------------------------------------------------------------------------- COMMON STOCKS -- 96.4% ENERGY -- 4.5% Integrated Oil & Gas -- 0.8% 450,000 USX-Marathon Group, Inc. $ 13,095,000 - -------------------------------------------------------------------------- Oil & Gas Drilling -- 0.7% 300,000 ENSCO International, Inc. $ 11,403,000 - -------------------------------------------------------------------------- Oil & Gas Equipment & Services -- 0.7% 600,000 Weatherford International, Inc.*(b) $ 10,128,000 - -------------------------------------------------------------------------- Oil & Gas Exploration & Production -- 0.7% 133,700 Devon Energy Corp. $ 10,810,982 - -------------------------------------------------------------------------- Oil & Gas Storage & Transportation -- 1.6% 2,550,000 El Paso Corp. (b) $ 24,735,000 -------------- Total Energy $ 70,171,982 - -------------------------------------------------------------------------- MATERIALS -- 4.8% Diversified Chemical -- 0.6% 376,600 Dow Chemical Co. $ 10,043,922 - -------------------------------------------------------------------------- Gold -- 0.6% 325,000 Newmont Mining Corp. (b) $ 8,560,500 - -------------------------------------------------------------------------- Industrial Gases -- 1.1% 298,000 Air Products & Chemicals, Inc. $ 17,322,740 - -------------------------------------------------------------------------- Metal & Glass Containers -- 2.5% 1,125,000 Ball Corp. $ 38,475,000 -------------- Total Materials $ 74,402,162 - -------------------------------------------------------------------------- CAPITAL GOODS -- 3.3% Construction & Engineering -- 0.4% 400,000 KBR, Inc. $ 5,936,000 - -------------------------------------------------------------------------- Trading Companies & Distributors -- 2.9% 575,000 W.W. Grainger, Inc. (b) $ 45,177,750 -------------- Total Capital Goods $ 51,113,750 - -------------------------------------------------------------------------- COMMERCIAL SERVICES & SUPPLIES -- 7.5% Environmental & Facilities Services -- 3.4% 400,000 Republic Services, Inc. (b) $ 9,480,000 1,400,000 Waste Management, Inc. (b) 43,722,000 -------------- $ 53,202,000 - -------------------------------------------------------------------------- Office Services & Supplies -- 1.8% 775,000 Avery Dennison Corp. (b) $ 27,140,500 - -------------------------------------------------------------------------- Research & Consulting Services -- 2.3% 1,350,000 Equifax, Inc. $ 35,208,000 -------------- Total Commercial Services & Supplies $ 115,550,500 - --------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 16 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------ CONSUMER DURABLES & APPAREL -- 1.1% Apparel, Accessories & Luxury Goods -- 0.1% 200,000 Liz Claiborne, Inc. $ 1,630,000 - ------------------------------------------------------------------------------ Homebuilding -- 0.6% 1,200,000 D.R. Horton, Inc. (b) $ 8,856,000 - ------------------------------------------------------------------------------ Housewares & Specialties -- 0.4% 150,000 Fortune Brands, Inc. (b) $ 5,721,000 -------------- Total Consumer Durables & Apparel $ 16,207,000 - ------------------------------------------------------------------------------ CONSUMER SERVICES -- 0.3% Casinos & Gaming -- 0.3% 250,000 MGM Mirage*(b) $ 4,115,000 -------------- Total Consumer Services $ 4,115,000 - ------------------------------------------------------------------------------ MEDIA -- 4.9% Advertising -- 2.3% 6,900,000 The Interpublic Group of Companies, Inc.*(b) $ 35,811,000 - ------------------------------------------------------------------------------ Broadcasting -- 1.0% 1,550,000 CBS Corp. (Class B) (b) $ 15,050,500 - ------------------------------------------------------------------------------ Movies & Entertainment -- 1.6% 300,000 The Walt Disney Co. $ 7,770,000 850,000 Viacom, Inc. (Class B)* 17,187,000 -------------- $ 24,957,000 -------------- Total Media $ 75,818,500 - ------------------------------------------------------------------------------ RETAILING -- 1.7% Apparel Retail -- 1.1% 100,000 Abercrombie & Fitch Co. $ 2,896,000 1,100,000 Gap, Inc. (b) 14,234,000 -------------- $ 17,130,000 - ------------------------------------------------------------------------------ Department Stores -- 0.6% 350,000 J.C. Penney Co., Inc. $ 8,372,000 -------------- Total Retailing $ 25,502,000 - ------------------------------------------------------------------------------ FOOD & DRUG RETAILING -- 3.0% Food Retail -- 3.0% 600,000 Kroger Co. $ 16,476,000 1,409,600 Safeway, Inc. 29,982,192 -------------- $ 46,458,192 -------------- Total Food & Drug Retailing $ 46,458,192 - ------------------------------------------------------------------------------ FOOD, BEVERAGE & TOBACCO -- 3.8% Brewers -- 1.0% 425,000 Molson Coors Brewing Co. (Class B) (b) $ 15,878,000 - ------------------------------------------------------------------------------ Packaged Foods & Meats -- 0.9% 300,000 The J.M. Smucker Co. (b) $ 13,368,000 - ------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 17 Schedule of Investments | 10/31/08 (continued)
- ------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------ Tobacco -- 1.9% 450,000 Lorillard, Inc. $ 29,637,000 -------------- Total Food, Beverage & Tobacco $ 58,883,000 - ------------------------------------------------------------------------------ HOUSEHOLD & PERSONAL PRODUCTS -- 2.1% Household Products -- 0.7% 220,000 Energizer Holdings, Inc.*(b) $ 10,749,200 - ------------------------------------------------------------------------------ Personal Products -- 1.4% 600,000 Estee Lauder Co. (b) $ 21,624,000 -------------- Total Household & Personal Products $ 32,373,200 - ------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SERVICES -- 7.2% Health Care Distributors -- 1.2% 500,000 Cardinal Health, Inc. $ 19,100,000 - ------------------------------------------------------------------------------ Health Care Equipment -- 1.0% 341,000 Zimmer Holdings, Inc.* $ 15,832,630 - ------------------------------------------------------------------------------ Health Care Services -- 3.2% 1,800,000 Omnicare, Inc. (b) $ 49,626,000 - ------------------------------------------------------------------------------ Health Care Supplies -- 0.6% 550,000 Cooper Co., Inc. (b) $ 9,064,000 - ------------------------------------------------------------------------------ Managed Health Care -- 1.2% 376,100 AETNA, Inc. $ 9,353,607 523,100 CIGNA Corp. 8,526,530 -------------- $ 17,880,137 -------------- Total Health Care Equipment & Services $ 111,502,767 - ------------------------------------------------------------------------------ PHARMACEUTICALS & BIOTECHNOLOGY -- 3.2% Life Sciences Tools & Services -- 0.6% 228,000 Thermo Fisher Scientific, Inc.* $ 9,256,800 - ------------------------------------------------------------------------------ Pharmaceuticals -- 2.6% 325,000 Barr Pharmaceuticals, Inc.* $ 20,884,500 825,000 Forest Laboratories, Inc.* 19,164,750 -------------- $ 40,049,250 -------------- Total Pharmaceuticals & Biotechnology $ 49,306,050 - ------------------------------------------------------------------------------ BANKS -- 7.5% Regional Banks -- 4.7% 250,000 City National Corp. (b) $ 13,382,500 925,000 KeyCorp (b) 11,312,750 550,000 Marshall & Ilsley Corp. (b) 9,916,500 350,000 PNC Bank Corp. 23,334,500 356,663 Zions Bancorporation (b) 13,592,427 -------------- $ 71,538,677 - ------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 18 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------ Thrifts & Mortgage Finance -- 2.8% 1,100,000 New York Community Bancorp, Inc. (b) $ 17,193,000 1,500,000 People's Bank 26,250,000 -------------- $ 43,443,000 -------------- Total Banks $ 114,981,677 - ------------------------------------------------------------------------------ DIVERSIFIED FINANCIALS -- 3.6% Asset Management & Custody Banks -- 1.3% 190,000 Franklin Resources, Inc. $ 12,920,000 300,000 Legg Mason, Inc. (b) 6,657,000 -------------- $ 19,577,000 - ------------------------------------------------------------------------------ Investment Banking & Brokerage -- 1.3% 675,000 Lazard, Ltd. (b) $ 20,364,750 - ------------------------------------------------------------------------------ Specialized Finance -- 1.0% 57,500 CME Group, Inc. (b) $ 16,223,625 -------------- Total Diversified Financials $ 56,165,375 - ------------------------------------------------------------------------------ INSURANCE -- 9.6% Insurance Brokers -- 3.0% 1,075,000 Aon Corp. $ 45,472,500 - ------------------------------------------------------------------------------ Life & Health Insurance -- 3.4% 150,000 Lincoln National Corp. $ 2,586,000 3,175,000 Unum Group 50,006,250 -------------- $ 52,592,250 - ------------------------------------------------------------------------------ Property & Casualty Insurance -- 1.3% 1,450,000 Progressive Corp. (b) $ 20,691,500 - ------------------------------------------------------------------------------ Reinsurance -- 1.9% 625,000 Renaissancere Holdings, Ltd. $ 28,687,500 -------------- Total Insurance $ 147,443,750 - ------------------------------------------------------------------------------ REAL ESTATE -- 4.2% Diversified Real Estate Investment Trusts -- 0.6% 125,000 Vornado Realty Trust (b) $ 8,818,750 - ------------------------------------------------------------------------------ Mortgage Real Estate Investment Trusts -- 1.9% 2,100,000 Annaly Capital Management, Inc. (b) $ 29,190,000 - ------------------------------------------------------------------------------ Office Real Estate Investment Trusts -- 0.5% 120,000 Boston Properties, Inc. (b) $ 8,505,600 - ------------------------------------------------------------------------------ Residential Real Estate Investment Trusts -- 0.6% 250,000 Equity Residential Property Trust (b) $ 8,732,500 - ------------------------------------------------------------------------------ Specialized Real Estate Investment Trusts -- 0.6% 110,000 Public Storage, Inc. (b) $ 8,965,000 -------------- Total Real Estate $ 64,211,850 - ------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 19 Schedule of Investments | 10/31/08 (continued)
- ------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------ SOFTWARE & SERVICES -- 2.7% Data Processing & Outsourced Services -- 2.7% 698,000 Western Union Co. $ 10,651,480 1,050,000 Computer Sciences Corp.* 31,668,000 -------------- $ 42,319,480 -------------- Total Software & Services $ 42,319,480 - ------------------------------------------------------------------------------ TECHNOLOGY HARDWARE & EQUIPMENT -- 7.3% Computer Hardware -- 5.1% 1,225,000 Dell, Inc.* $ 14,883,750 1,775,000 NCR Corp.* 32,447,000 2,050,000 Teradata Corp.* 31,549,500 -------------- $ 78,880,250 - ------------------------------------------------------------------------------ Computer Storage & Peripherals -- 0.8% 1,097,000 EMC Corp.*(b) $ 12,922,660 - ------------------------------------------------------------------------------ Office Electronics -- 1.4% 2,750,000 Xerox Corp. $ 22,055,000 -------------- Total Technology Hardware & Equipment $ 113,857,910 - ------------------------------------------------------------------------------ SEMICONDUCTORS -- 2.5% Semiconductor Equipment -- 1.0% 1,225,000 Applied Materials, Inc. $ 15,814,750 - ------------------------------------------------------------------------------ Semiconductors -- 1.5% 600,000 Analog Devices, Inc. $ 12,816,000 1,093,700 NVIDIA Corp.* 9,580,812 -------------- $ 22,396,812 -------------- Total Semiconductors $ 38,211,562 - ------------------------------------------------------------------------------ TELECOMMUNICATION SERVICES -- 0.5% Integrated Telecommunication Services -- 0.5% 1,000,000 Windstream Corp. $ 7,510,000 -------------- Total Telecommunication Services $ 7,510,000 - ------------------------------------------------------------------------------ UTILITIES -- 11.1% Electric Utilities -- 4.1% 625,000 American Electric Power Co., Inc.* $ 20,393,750 700,000 Edison International LLC 24,913,000 350,000 Firstenergy Corp. 18,256,000 -------------- $ 63,562,750 - ------------------------------------------------------------------------------ Gas Utilities -- 1.1% 481,700 Questar Corp. $ 16,599,382 - ------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 20 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ---------------------------------------------------------------------------------------------- Shares Value - ---------------------------------------------------------------------------------------------- Multi-Utilities -- 5.9% 1,000,000 NSTAR $ 33,050,000 300,000 PG&E Corp. 11,001,000 538,600 Public Service Enterprise Group, Inc. 15,161,590 750,000 Sempra Energy 31,942,500 -------------- $ 91,155,090 -------------- Total Utilities $ 171,317,222 - ---------------------------------------------------------------------------------------------- TOTAL COMMON STOCKS (Cost $1,843,741,405) $1,487,422,929 - ----------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------- Principal Amount - ---------------------------------------------------------------------------------------------- TEMPORARY CASH INVESTMENTS -- 17.9% Repurchase Agreements -- 3.1% $ 9,685,000 Bank of America, 0.07%, dated 10/31/08, repurchase price of $9,685,000 plus accrued interest on 11/3/08 collateralized by $9,504,184 U.S. Treasury Note, 3.375%, 6/30/13 $ 9,685,000 9,690,000 Bank of America, 0.21%, dated 10/31/08, repurchase price of $9,690,000 plus accrued interest on 11/3/08 collateralized by $10,365,050 Freddie Mac Giant, 5.0 - 6.0%, 5/1/38 - 9/1/38 9,690,000 9,690,000 Barclays Plc, 0.25%, dated 10/31/08, repurchase price of $9,690,000 plus accrued interest on 11/3/08 collateralized by $10,462,315 Freddie Mac Giant, 6.0%, 5/1/38 9,690,000 9,690,000 Deutsche Bank, 0.25%, dated 10/31/08, repurchase price of $9,690,000 plus accrued interest on 11/3/08 collateralized by the following: $1,481,666 Freddie Mac Giant, 5.0 - 7.0%, 3/1/37 - 2/1/38 $3,499,519 Federal Home Loan Mortgage Corp., 5.602 - 6.277%, 10/1/36 - 8/1/37 $7,143,454 Federal National Mortgage Association (ARM), 4.857 - 5.86%, 8/1/16 - 10/1/37 $221,322 Government National Mortgage Association, 7.0%, 9/15/38 9,690,000 9,690,000 JP Morgan & Chase Co., 0.2%, dated 10/31/08, repurchase price of $9,690,000 plus accrued interest on 11/3/08 collateralized by $10,353,509 Federal National Mortgage Association, 5.0 - 5.5%, 2/1/38 - 10/1/38 9,690,000 -------------- $ 48,445,000 - ----------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 21 Schedule of Investments | 10/31/08 (continued)
- ---------------------------------------------------------------------------------- Principal Amount Value - ---------------------------------------------------------------------------------- Security Lending Collateral -- 14.8% (c) Certificates of Deposit: $ 5,037,398 Abbey National Plc, 3.15%, 8/13/09 $ 5,037,398 5,037,398 Banco Santander NY, 3.09%, 12/22/08 5,037,398 1,823,492 Bank of Scotland NY, 2.89%, 11/4/08 1,823,492 3,031,556 Bank of Scotland NY, 2.96%, 11/3/08 3,031,556 8,068,954 Bank of Scotland NY, 3.01%, 6/5/09 8,068,954 5,037,398 Bank of Scotland NY, 3.06%, 3/5/09 5,037,398 9,094,668 Barclays Bank, 2.85%, 5/27/09 9,094,668 1,002,921 Calyon NY, 4.62%, 1/16/09 1,002,921 592,635 Calyon NY, 4.62%, 1/16/09 592,635 10,097,589 CBA, 4.87%, 7/16/09 10,097,589 9,094,668 DNB NOR Bank ASA NY, 3.04%, 6/5/09 9,094,668 9,254,224 Intesa SanPaolo S.p.A., 2.88%, 5/22/09 9,254,224 9,094,668 New York Life Global, 2.99%, 9/4/09 9,094,668 478,667 NORDEA NY, 3.68%, 12/1/08 478,667 592,635 NORDEA NY, 4.13%, 4/9/09 592,635 7,567,493 Royal Bank of Canada NY, 3.0%, 8/7/09 7,567,493 1,002,921 Skandinavian Enskilda Bank NY, 2.79%, 2/13/09 1,002,921 10,097,585 Societe Generale, 3.29%, 9/4/09 10,097,585 9,094,668 Svenska Bank NY, 4.61%, 7/8/09 9,094,668 10,097,589 U.S. Bank NA, 2.91%, 8/24/09 10,097,589 -------------- $ 115,199,127 - ---------------------------------------------------------------------------------- Commercial Paper: 9,915,239 American Honda Finance Corp., 4.95%, 7/14/09 $ 9,915,239 5,037,398 Bank of Nova Scotia, 3.14%, 5/5/09 5,037,398 957,333 BBVA U.S., 2.83%, 3/12/09 957,333 1,002,921 MetLife, Inc., 2.7%, 11/3/08 1,002,921 3,031,556 John Deere Capital Corp., 2.82%, 12/12/08 3,031,556 10,097,589 Monumental Global Funding, Ltd., 3.2%, 8/17/09 10,097,589 10,074,795 HSBC Bank, Inc., 3.2%, 8/14/09 10,074,795 4,535,937 General Electric Capital Corp., 4.25%, 1/5/09 4,535,937 5,037,398 General Electric Capital Corp., 2.86%, 3/16/09 5,037,398 5,037,398 CME Group, Inc., 3.0%, 8/6/09 5,037,398 1,869,080 IBM, 2.85%, 2/13/09 1,869,080 5,037,398 IBM, 3.03%, 9/25/09 5,037,398 9,094,666 MetLife Global Funding, 3.19%, 6/12/09 9,094,666 8,570,414 Westpac Banking Corp., 2.34%, 6/1/09 8,570,414 -------------- $ 79,299,122 - ---------------------------------------------------------------------------------- Tri-party Repurchase Agreements: 20,195,177 ABN Amro, 0.2%, 11/3/08 $ 20,195,177 2,461,715 Barclays Capital Markets, 0.2%, 11/3/08 2,461,715 -------------- $ 22,656,892 - ---------------------------------------------------------------------------------- Money Market Mutual Fund: 10,097,589 JP Morgan, U.S. Government Money Market Fund $ 10,097,589 - ----------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 22 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ----------------------------------------------------------------------------- Principal Amount Value - ----------------------------------------------------------------------------- Other: $ 683,810 ABS CFAT 2008-A A1, 3.005%, 4/27/09 $ 683,810 -------------- $ 227,936,540 - ----------------------------------------------------------------------------- TOTAL TEMPORARY CASH INVESTMENTS (Cost $276,381,540) $ 276,381,540 - ----------------------------------------------------------------------------- TOTAL INVESTMENT IN SECURITIES -- 114.3% (Cost $2,120,122,945)(a) $1,763,804,469 - ----------------------------------------------------------------------------- OTHER ASSETS AND LIABILITIES -- (14.3)% $ (221,063,337) - ----------------------------------------------------------------------------- TOTAL NET ASSETS -- 100.0% $1,542,741,132 - -----------------------------------------------------------------------------
* Non-income producing security. (a) At October 31, 2008, the net unrealized loss on investments based on cost for federal income tax purposes of $2,132,209,141 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $ 49,130,270 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (417,534,942) -------------- Net unrealized loss $ (368,404,672) --------------
(b) At October 31, 2008, the following securities were out on loan:
- ------------------------------------------------------------------------------ Shares Description Value - ------------------------------------------------------------------------------ 500,800 Annaly Capital Management, Inc. $ 6,961,120 205,100 Avery Dennison Corp. 7,182,602 118,500 Boston Properties, Inc. 8,399,280 1,271,800 CBS Corp. (Class B) 12,349,178 110,900 City National Corp. 5,936,477 32,600 CME Group, Inc. 9,198,090 259,200 Cooper Co., Inc. 4,271,616 673,800 D.R. Horton, Inc. 4,972,644 672,700 El Paso Corp. 6,525,190 75,000 EMC Corp.* 883,500 21,200 Energizer Holdings, Inc.* 1,035,832 118,000 Equity Residential Property Trust 4,121,740 89,600 Estee Lauder Co. 3,229,184 4,000 Fortune Brands, Inc. 152,560 15,700 Gap, Inc. 203,158 963,000 The Interpublic Group of Companies, Inc.* 4,997,970 278,000 The J.M. Smucker Co. 12,387,680 249,300 KeyCorp 3,048,939 9,200 Lazard, Ltd. 277,564
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 23 Schedule of Investments | 10/31/08 (continued)
- ----------------------------------------------------------------------- Shares Description Value - ----------------------------------------------------------------------- 278,000 Legg Mason, Inc. $ 6,168,820 544,500 Marshall & Ilsley Corp. 9,817,335 420,000 MGM Mirage*+ 6,913,200 385,000 Molson Coors Brewing Co. (Class B) 14,383,600 510,000 New York Community Bancorp, Inc. 7,971,300 249,800 Newmont Mining Corp. 6,579,732 30,000 Omnicare, Inc. 827,100 35,000 Progressive Corp.* 499,450 21,000 Public Storage, Inc. 1,711,500 196,500 Republic Services, Inc. 4,657,050 106,200 Vornado Realty Trust 7,492,410 53,800 W.W. Grainger, Inc. 4,227,066 1,385,000 Waste Management, Inc.* 43,253,550 329,000 Weatherford International, Inc.* 5,553,520 227,870 Zions Bancorporation 8,684,126 - ----------------------------------------------------------------------- Total $ 224,874,083 - -----------------------------------------------------------------------
+ Pending sale as of October 31, 2008. (c) Security lending collateral is managed by Credit Suisse. Purchases and sales of securities (excluding temporary cash investments) for the year ended October 31, 2008 aggregated $1,369,623,279 and $1,645,874,095, respectively. The accompanying notes are an integral part of these financial statements. 24 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Statement of Assets and Liabilities | 10/31/08 ASSETS: Investment in securities (including securities loaned of $224,874,083) (cost $2,120,122,945) $1,763,804,469 Cash 4,215,685 Receivables -- Investment securities sold 10,099,613 Fund shares sold 1,595,585 Dividends and interest 1,357,764 Other 51,584 - ----------------------------------------------------------------------------- Total assets $1,781,124,700 - ----------------------------------------------------------------------------- LIABILITIES: Payables -- Investment securities purchased $ 8,095,141 Fund shares repurchased 1,603,915 Upon return of securities loaned 227,936,540 Due to affiliates 598,096 Accrued expenses 149,876 - ----------------------------------------------------------------------------- Total liabilities $ 238,383,568 - ----------------------------------------------------------------------------- NET ASSETS: Paid-in capital $2,023,073,706 Undistributed net investment income 13,816,761 Accumulated net realized loss on investments (137,830,859) Net unrealized loss on investments (356,318,476) - ----------------------------------------------------------------------------- Total net assets $1,542,741,132 - ----------------------------------------------------------------------------- NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class A (based on $1,101,940,530/73,268,976 shares) $ 15.04 Class B (based on $70,728,714/5,671,419 shares) $ 12.47 Class C (based on $92,814,259/7,495,853 shares) $ 12.38 Class R (based on $40,614,431/2,741,332 shares) $ 14.82 Class Y (based on $236,643,198/15,016,794 shares) $ 15.76 MAXIMUM OFFERING PRICE: Class A ($15.04 [divided by] 94.25%) $ 15.96 - -----------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 25 Statement of Operations For the Year Ended 10/31/08 INVESTMENT INCOME: Dividends $41,135,442 Interest 1,742,888 Income from securities loaned, net 1,124,253 - ----------------------------------------------------------------------------------------- Total investment income $ 44,002,583 - ----------------------------------------------------------------------------------------- EXPENSES: Management fees Basic Fee $14,707,110 Performance Adjustment (989,231) Transfer agent fees and expenses Class A 3,564,639 Class B 472,553 Class C 446,053 Class R 125,768 Class Y 129,844 Distribution fees Class A 4,084,715 Class B 1,131,287 Class C 1,446,209 Class R 277,344 Administrative fees 511,603 Custodian fees 108,269 Registration fees 139,970 Professional fees 198,806 Printing expense 139,402 Fees and expenses of nonaffiliated trustees 66,691 Miscellaneous 344,344 - ----------------------------------------------------------------------------------------- Total expenses $ 26,905,376 - ----------------------------------------------------------------------------------------- Less fees paid indirectly (98,030) - ----------------------------------------------------------------------------------------- Net expenses $ 26,807,346 - ----------------------------------------------------------------------------------------- Net investment income $ 17,195,237 - ----------------------------------------------------------------------------------------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments $(135,517,223) - ----------------------------------------------------------------------------------------- Change in net unrealized loss on investments $(832,460,307) - ----------------------------------------------------------------------------------------- Net loss on investments $(967,977,530) - ----------------------------------------------------------------------------------------- Net decrease in net assets resulting from operations $(950,782,293) - -----------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 26 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Statements of Changes in Net Assets For the Years Ended 10/31/08 and 10/31/07, respectively
- ------------------------------------------------------------------------------------------------------ Year Ended Year Ended 10/31/08 10/31/07 - ------------------------------------------------------------------------------------------------------ FROM OPERATIONS: Net investment income $ 17,195,237 $ 11,446,219 Net realized gain (loss) on investments (135,517,223) 185,968,082 Change in net unrealized gain (loss) on investments (832,460,307) 216,983,578 - ------------------------------------------------------------------------------------------------------ Net increase (decrease) in net assets resulting from operations $ (950,782,293) $ 414,397,879 - ------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class A ($0.10 and $0.10 per share, respectively) $ (8,273,155) $ (8,904,124) Class R ($0.04 and $0.08 per share, respectively) (109,982) (163,640) Class Y ($0.18 and $0.21 per share, respectively) (2,556,502) (2,684,105) Net realized gain: Class A ($1.66 and $3.30 per share, respectively) (132,284,457) (249,231,183) Class B ($1.66 and $3.30 per share, respectively) (11,297,516) (24,715,474) Class C ($1.66 and $3.30 per share, respectively) (14,319,888) (28,270,849) Investor Class ($0.00 and $3.30 per share, respectively) -- (7,692,395) Class R ($1.66 and $3.30 per share, respectively) (4,190,895) (5,657,035) Class Y ($1.66 and $3.30 per share, respectively) (22,414,248) (38,852,304) - ------------------------------------------------------------------------------------------------------ Total distributions to shareowners $ (195,446,643) $ (366,171,109) - ------------------------------------------------------------------------------------------------------ FROM FUND SHARE TRANSACTIONS: Net proceeds from sale of shares $ 374,428,951 $ 637,423,424 Reinvestment of distributions 166,614,001 309,803,431 Cost of shares repurchased (654,933,294) (889,020,605) - ------------------------------------------------------------------------------------------------------ Net increase (decrease) in net assets resulting from Fund share transactions $ (113,890,342) $ 58,206,250 - ------------------------------------------------------------------------------------------------------ Net increase (decrease) in net assets $(1,260,119,278) $ 106,433,020 NET ASSETS: Beginning of year 2,802,860,410 2,696,427,390 - ------------------------------------------------------------------------------------------------------ End of year $ 1,542,741,132 $2,802,860,410 - ------------------------------------------------------------------------------------------------------ Undistributed net investment income $ 13,816,761 $ 8,918,260 - ------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 27 Statements of Changes in Net Assets (continued)
- -------------------------------------------------------------------------------------------------------- '08 Shares '08 Amount '07 Shares '07 Amount - -------------------------------------------------------------------------------------------------------- Class A Shares sold 11,025,419 $ 228,871,310 15,858,668 $392,570,324 Conversion from Investor Class Shares -- -- 2,648,752 60,868,325 Reinvestment of distributions 5,488,282 124,164,328 10,128,942 228,801,001 Less shares repurchased (23,224,117) (473,490,637) (25,497,829) (628,291,265) - -------------------------------------------------------------------------------------------------------- Net increase (decrease) (6,710,416) $(120,454,999) 3,138,533 $ 53,948,385 - -------------------------------------------------------------------------------------------------------- Class B Shares sold 509,962 $ 8,829,076 915,604 $ 19,034,949 Reinvestment of distributions 545,043 10,274,003 1,165,397 22,329,112 Less shares repurchased (2,283,474) (38,922,977) (2,740,303) (56,957,141) - -------------------------------------------------------------------------------------------------------- Net decrease (1,228,469) $ (19,819,898) (659,302) $(15,593,080) - -------------------------------------------------------------------------------------------------------- Class C Shares sold 1,010,302 $ 17,512,622 1,798,827 $ 37,004,372 Reinvestment of distributions 613,405 11,464,481 1,162,810 22,093,525 Less shares repurchased (2,860,003) (48,759,731) (2,877,077) (59,252,128) - -------------------------------------------------------------------------------------------------------- Net increase (decrease) (1,236,296) $ (19,782,628) 84,560 $ (154,231) - -------------------------------------------------------------------------------------------------------- Investor Class Reinvestment of distributions -- $ -- 330,088 $ 7,480,413 Conversion to Class A Shares -- -- (2,639,642) (60,868,325) Less shares repurchased -- -- (56,435) (1,406,561) - -------------------------------------------------------------------------------------------------------- Net decrease -- $ -- (2,365,989) $(54,794,473) - -------------------------------------------------------------------------------------------------------- Class R Shares sold 1,159,498 $ 23,517,558 1,271,668 $ 30,686,994 Reinvestment of distributions 179,875 4,009,148 244,399 5,454,111 Less shares repurchased (1,081,667) (21,598,031) (751,641) (18,367,223) - -------------------------------------------------------------------------------------------------------- Net increase 257,706 $ 5,928,675 764,426 $ 17,773,882 - -------------------------------------------------------------------------------------------------------- Class Y Shares sold 4,404,922 $ 95,698,385 6,129,171 $158,126,785 Reinvestment of distributions 705,557 16,702,041 1,002,036 23,645,269 Less shares repurchased (3,356,387) (72,161,918) (4,947,968) (124,746,287) - -------------------------------------------------------------------------------------------------------- Net increase 1,754,092 $ 40,238,508 2,183,239 $ 57,025,767 - --------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 28 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Financial Highlights
- -------------------------------------------------------------------------------------- Year Year Ended Ended 10/31/08 10/31/07 - -------------------------------------------------------------------------------------- Class A Net asset value, beginning of period $ 25.62 $ 25.33 - -------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income $ 0.17 $ 0.11 Net realized and unrealized gain (loss) on investments (8.99) 3.58 - -------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (8.82) $ 3.69 Distributions to shareowners: Net investment income (0.10) (0.10) Net realized gain (1.66) (3.30) - -------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (10.58) $ 0.29 - -------------------------------------------------------------------------------------- Net asset value, end of period $ 15.04 $ 25.62 - -------------------------------------------------------------------------------------- Total return* (36.70)% 16.47% Ratio of net expenses to average net assets+ 1.13% 1.03% Ratio of net investment income to average net assets+ 0.80% 0.48% Portfolio turnover rate 61% 54% Net assets, end of period (in thousands) $1,101,941 $2,048,721 Ratios with reduction for fees paid indirectly: Net expenses 1.13% 1.02% Net investment income 0.80% 0.49% - -------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------- Year Year Year Ended Ended Ended 10/31/06 10/31/05 10/31/04 - ---------------------------------------------------------------------------------------------------- Class A Net asset value, beginning of period $ 22.84 $ 25.57 $ 22.25 - ---------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income $ 0.12 $ 0.04 $ 0.01 Net realized and unrealized gain (loss) on investments 3.24 2.86 3.83 - ---------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 3.36 $ 2.90 $ 3.84 Distributions to shareowners: Net investment income (0.02) -- -- Net realized gain (0.85) (5.63) (0.52) - ---------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ 2.49 $ (2.73) $ 3.32 - ---------------------------------------------------------------------------------------------------- Net asset value, end of period $ 25.33 $ 22.84 $ 25.57 - ---------------------------------------------------------------------------------------------------- Total return* 15.11% 11.90% 17.65% Ratio of net expenses to average net assets+ 1.08% 1.10% 1.21% Ratio of net investment income to average net assets+ 0.46% 0.16% 0.05% Portfolio turnover rate 91% 74% 59% Net assets, end of period (in thousands) $1,946,583 $1,957,797 $1,547,823 Ratios with reduction for fees paid indirectly: Net expenses 1.07% 1.10% 1.21% Net investment income 0.47% 0.16% 0.05% - ----------------------------------------------------------------------------------------------------
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, and the complete redemption of the investment at net asset value at the end of each period. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 29 Financial Highlights (continued)
- ----------------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 10/31/08 10/31/07 10/31/06 10/31/05 10/31/04 - ----------------------------------------------------------------------------------------------------------------------------- Class B Net asset value, beginning of period $ 21.65 $ 22.00 $ 20.10 $ 23.32 $ 20.48 - ----------------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ (0.01) $ (0.10) $ (0.11) $ (0.17) $ (0.22) Net realized and unrealized gain (loss) on investments (7.51) 3.05 2.86 2.58 3.55 - ----------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (7.52) $ 2.95 $ 2.75 $ 2.41 $ 3.33 Distributions to shareowners: Net realized gain (1.66) (3.30) (0.85) (5.63) (0.49) - ----------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (9.18) $ (0.35) $ 1.90 $ (3.22) $ 2.84 - ----------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 12.47 $ 21.65 $ 22.00 $ 20.10 $ 23.32 - ----------------------------------------------------------------------------------------------------------------------------- Total return* (37.32)% 15.38% 14.09% 10.81% 16.64% Ratio of net expenses to average net assets+ 2.09% 1.97% 2.00% 2.06% 2.13% Ratio of net investment loss to average net assets+ (0.16)% (0.46)% (0.46)% (0.80)% (0.86)% Portfolio turnover rate 61% 54% 91% 74% 59% Net assets, end of period (in thousands) $ 70,729 $149,348 $166,294 $195,916 $208,844 Ratios with reduction for fees paid indirectly: Net expenses 2.08% 1.95% 1.98% 2.06% 2.13% Net investment loss (0.15)% (0.44)% (0.44)% (0.80)% (0.86)% - -----------------------------------------------------------------------------------------------------------------------------
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, and the complete redemption of the investment at net asset value at the end of each period. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 30 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ------------------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 10/31/08 10/31/07 10/31/06 10/31/05 10/31/04 - ------------------------------------------------------------------------------------------------------------------------------- Class C Net asset value, beginning of period $ 21.48 $ 21.84 $ 19.94 $ 23.15 $ 20.34 - ------------------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment loss $ 0.00(b) $ (0.08) $ (0.08) $ (0.11) $ (0.16) Net realized and unrealized gain (loss) on investments (7.44) 3.02 2.83 2.53 3.46 - ------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (7.44) $ 2.94 $ 2.75 $ 2.42 $ 3.30 Distributions to shareowners: Net realized gain (1.66) (3.30) (0.85) (5.63) (0.49) - ------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (9.10) $ (0.36) $ 1.90 $ (3.21) $ 2.81 - ------------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 12.38 $ 21.48 $ 21.84 $ 19.94 $ 23.15 - ------------------------------------------------------------------------------------------------------------------------------- Total return* (37.23)% 15.46% 14.20% 10.95% 16.60% Ratio of net expenses to average net assets+ 1.98% 1.87% 1.90% 1.95% 2.11% Ratio of net investment loss to average net assets+ (0.05)% (0.36)% (0.36)% (0.68)% (0.88)% Portfolio turnover rate 61% 54% 91% 74% 59% Net assets, end of period (in thousands) $ 92,814 $187,566 $188,847 $183,357 $105,778 Ratios with reduction for fees paid indirectly: Net expenses 1.97% 1.86% 1.89% 1.95% 2.11% Net investment loss (0.04)% (0.35)% (0.35)% (0.68)% (0.88)% - -------------------------------------------------------------------------------------------------------------------------------
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, and the complete redemption of the investment at net asset value at the end of each period. Total return would be reduced if sales charges were taken into account. + Ratios with no reduction for fees paid indirectly. (b) Amount rounds to less than $0.01 per share. The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 31 Financial Highlights (continued)
- -------------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 10/31/08 10/31/07 10/31/06 10/31/05 10/31/04 - -------------------------------------------------------------------------------------------------------------------------- Class R Net asset value, beginning of period $ 25.26 $ 25.06 $ 22.67 $ 25.46 $22.25 - -------------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.11 $ 0.05 $ 0.03 $ (0.01) $ 0.06 Net realized and unrealized gain (loss) on investments (8.85) 3.53 3.23 2.85 3.74 - -------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (8.74) $ 3.58 $ 3.26 $ 2.84 $ 3.80 Distributions to shareowners: Net investment income (0.04) (0.08) (0.02) -- -- Net realized gain (1.66) (3.30) (0.85) (5.63) (0.59) - -------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $(10.44) $ 0.20 $ 2.39 $ (2.79) $ 3.21 - -------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 14.82 $ 25.26 $ 25.06 $ 22.67 $25.46 - -------------------------------------------------------------------------------------------------------------------------- Total return* (36.83)% 16.14% 14.79% 11.69% 17.50% Ratio of net expenses to average net assets+ 1.40% 1.33% 1.38% 1.32% 1.34% Ratio of net investment income (loss) to average net assets+ 0.54% 0.18% 0.15% (0.05)% (0.16)% Portfolio turnover rate 61% 54% 91% 74% 59% Net assets, end of period (in thousands) $40,614 $62,741 $43,091 $17,702 $3,271 Ratios with reduction for fees paid indirectly: Net expenses 1.40% 1.33% 1.37% 1.32% 1.34% Net investment income (loss) 0.54% 0.18% 0.16% (0.05)% (0.16)% - --------------------------------------------------------------------------------------------------------------------------
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 32 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08
- ----------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 10/31/08 10/31/07 10/31/06 10/31/05 10/31/04 - ----------------------------------------------------------------------------------------------------------------------- Class Y Net asset value, beginning of period $ 26.73 $ 26.31 $ 23.68 $ 26.17 $ 22.73 - ----------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income $ 0.26 $ 0.19 $ 0.24 $ 0.06 $ 0.08 Net realized and unrealized gain (loss) on investments (9.39) 3.74 3.35 3.08 3.96 - ----------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ (9.13) $ 3.93 $ 3.59 $ 3.14 $ 4.04 Distributions to shareowners: Net investment income (0.18) (0.21) (0.11) -- -- Net realized gain (1.66) (3.30) (0.85) (5.63) (0.60) - ----------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (10.97) $ 0.42 $ 2.63 $ (2.49) $ 3.44 - ----------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 15.76 $ 26.73 $ 26.31 $ 23.68 $ 26.17 - ----------------------------------------------------------------------------------------------------------------------- Total return* (36.41)% 16.84% 15.59% 12.61% 18.23% Ratio of net expenses to average net assets+ 0.71% 0.68% 0.62% 0.67% 0.78% Ratio of net investment income to average net assets+ 1.23% 0.82% 0.92% 0.62% 0.46% Portfolio turnover rate 61% 54% 91% 74% 59% Net assets, end of period (in thousands) $236,643 $354,485 $291,513 $278,780 $50,081 Ratios with reduction for fees paid indirectly: Net expenses 0.71% 0.68% 0.61% 0.67% 0.78% Net investment income 1.23% 0.82% 0.93% 0.62% 0.46% - -----------------------------------------------------------------------------------------------------------------------
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, and the complete redemption of the investment at net asset value at the end of each period. + Ratios with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 33 Notes to Financial Statements | 10/31/08 1. Organization and Significant Accounting Policies Pioneer Mid Cap Value Fund (the Fund) is a Delaware statutory trust registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The investment objective of the Fund is to seek capital appreciation by investing in a diversified portfolio of securities consisting primarily of common stocks. The Fund offers five classes of shares designated as Class A, Class B, Class C, Class R and Class Y shares. 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, Class C and Class R shareowners, respectively. There is no distribution plan for Class Y shareowners. The Fund's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Fund to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gains and losses on investments during the reporting period. Actual results could differ from those estimates. At times, the Fund's investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political, or regulatory developments or other risks affecting those industries or sectors. The Fund's prospectuses (unaudited) contain information regarding the Fund's principal risks. Please refer to those documents when considering the Fund's principal investment 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: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Fund is computed once daily, on each day the New York Stock Exchange (NYSE) is open, as of the close of regular trading on the NYSE. In computing the net asset value, securities are valued at the last sale price on the 34 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 principal exchange where they are traded. Securities that have not traded on the date of valuation, or securities for which sale prices are not generally reported, are valued at the mean between the last bid and asked prices. Securities for which market quotations are not readily available are valued at their fair values as determined by, or under the direction of, the Board of Trustees. Trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of such times. The Fund may also use the fair value of a security, including a non-U.S. security, when the closing market price on the principal exchange where the security is traded no longer reflects the value of the security. At October 31, 2008 there were no securities fair valued. Temporary cash investments are valued at cost which approximates market value. Dividend income is recorded on the ex-dividend date except that certain dividends from foreign securities where the ex-dividend date may have passed are recorded as soon as the Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. Dividend and interest income is recorded on the accrual basis, net of unrecoverable foreign taxes withheld at the applicable country rates. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. B. Federal Income Taxes It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its share-owners. Therefore, no federal income 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 from or in excess of net investment income or as from net realized gain on investment transactions, or as from paid-in capital, depending on the type of book/tax differences that may exist. At October 31, 2008, the Fund had a net capital loss carryforward of $125,606,123 which will expire in 2016 if not utilized. At October 31, 2008, the Fund has reclassified $1,357,097 to decrease undistributed net investment income and $1,357,097 to decrease accumulated net realized loss on investments to reflect permanent book/tax differences. The Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 35 reclassification has no impact on the net assets of the Fund and is designed to present the Fund's capital accounts on a tax basis. The tax character of distributions paid during the years ended October 31, 2008 and October 31, 2007 was as follows:
---------------------------------------------------------- 2008 2007 ---------------------------------------------------------- Distributions paid from: Ordinary income $ 46,238,056 $ 62,128,845 Long-term capital gain 149,208,587 304,042,264 ---------------------------------------------------------- Total $195,446,643 $366,171,109 ----------------------------------------------------------
The following shows the components of distributable earnings on a federal income tax basis at October 31, 2008:
-------------------------------------------------------- 2008 -------------------------------------------------------- Distributable earnings: Undistributed ordinary income $13,678,221 Capital loss carryforward (125,606,123) Unrealized depreciation (368,404,672) -------------------------------------------------------- Total $(480,332,574) --------------------------------------------------------
The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of losses on wash sales and the tax treatment of partnerships. 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 UniCredit S.p.A. (Uni-Credit), earned approximately $157,156 in underwriting commissions on the sale of Class A shares during the year ended October 31, 2008. 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, Class C, and Class R shares of the Fund, respectively (see Note 4). Class Y shares are not subject to a distribution plan. Shareowners of each class participate in all expenses and fees paid to the transfer agent, Pioneer Investment Management Shareholder Services, Inc. (PIMSS), for its services, which are allocated based on the number of 36 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 accounts in each class and the ratable allocation of related out-of-pocket expenses (see Note 3). Distributions to shareowners are recorded as of the ex-dividend date. Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except that Class A, Class B, Class C, Class R and Class Y shares can bear different transfer agent and distribution expense rates. E. Securities Lending The Fund lends securities in its portfolio to certain broker-dealers or other institutional investors. When entering into a loan, the Fund receives collateral and earns income in the form of negotiated lenders' fees. The Fund also continues to receive interest or payments in lieu of dividends on the securities loaned. Gain or loss on the fair value of the loaned securities that may occur during the term of the loan will be for the account of the Fund. The loans are secured by collateral which is required to be at least 102%, at all times, of the fair value of the securities loaned. The amount of the collateral is required to be adjusted daily to reflect any price fluctuation in the value of the loaned securities. The Fund has the right under the lending agreements to recover the securities from the borrower on demand. The Fund invests cash collateral in cash equivalent investments. Securities lending collateral is managed by Credit Suisse. F. Repurchase Agreements With respect to repurchase agreements entered into by the Fund, the value of the underlying securities (collateral), including accrued interest received from counterparties, is required to be at least equal to or in excess of the value of the repurchase agreement at the time of purchase. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Fund's custodian or subcustodians. The Fund's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. G. Option writing When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from investments. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the closing purchase transaction, Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 37 as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or loss. The Fund as writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option. During the year ended October 31, 2008, the Fund did not write or exercise any option contracts. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredit, manages the Fund's portfolio. PIM receives a basic fee that is calculated at the annual rate of 0.70% of the Fund's average daily net assets up to $500 million; 0.65% of the next $500 million; 0.625% on the next $3 billion and 0.60% on the excess over $4 billion. The basic fee is subject to a performance adjustment up to a maximum of -0.10% based on the performance of the Fund's Class A shares as compared with the Russell Midcap Value Index over a rolling 36-month period. In addition, for the year ended October 31, 2008, the aggregate performance adjustment resulted in a decrease to the basic fee of $989,231. The net management fee of $13,717,879 was equivalent to 0.60% of the average daily net assets for the period. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Fund. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $122,488 in management fees, administrative costs and certain other services payable to PIM at October 31, 2008. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredit, provides substantially all transfer agent and shareowner services to the Fund at negotiated rates. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $451,346 in transfer agent fees payable to PIMSS at October 31, 2008. 4. Distribution and Service Plans The Fund adopted a Plan of Distribution with respect to Class A, Class B, Class C and Class R shares (Class A Plan, Class B Plan, Class C Plan, Class R Plan) in accordance with Rule 12b-1 of the Investment Company Act of 1940. Effective February 1, 2008, under the Class A Plan, the Fund pays PFD 0.25% of the Fund's average daily net assets attributable to Class A shares as compensation for personal services and/or account maintenance services or distribution services with regard to Class A shares. Prior to February 1, 2008, PFD was reimbursed under the Plan of Distribution for distribution expenses in an amount 38 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 of up to 0.25% of the average daily net assets attributes to Class A shares. Pursuant to the Class B and Class C Plan, the Fund pays PFD 1.00% of the average daily net assets attributable to each class of shares. The fee consists of a 0.25% service fee and a 0.75% distribution fee paid as compensation for personal services and/or account maintenance services or distribution services with regard to Class B and Class C shares. Pursuant to the Class R Plan, the Fund pays PFD 0.50% of the average daily net assets attributable to Class R shares as compensation for distribution services. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $24,262 in distribution fees payable to PFD at October 31, 2008. The Fund also has adopted a separate service plan for Class R shares (Service Plan). The Service Plan authorizes the Fund to pay as compensation to securities dealers, plan administrators or other service organizations that agree to provide certain services to retirement plans or plan participants holding shares of the Fund a service fee of up to 0.25% of the Fund's average daily net assets attributable to Class R shares held by such plans in reimbursement for actual expenditures. In addition, redemptions of each class of shares (except Class R and 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 of net asset value purchases of Class A shares within 18 months of purchase. Class B shares that are redeemed within five years of purchase are subject to a CDSC at declining rates beginning at 4.00%, based on the lower of cost or market value of shares being redeemed. Redemptions of Class C shares within one year of purchase are subject to a CDSC of 1.00%, based on the lower of cost or market value of shares being redeemed. Proceeds from the CDSCs are paid to PFD. For the year ended October 31, 2008, CDSCs in the amount of $52,551 were paid to PFD. 5. Commission Recapture and Expense Offset Arrangements Effective July 15, 2005, the Fund has entered into commission recapture arrangements with brokers with whom PIM places trades on behalf of the Fund where they provide services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund. For the year ended October 31, 2008, expenses were not reduced under these agreements. In addition, the Fund has entered into certain expense offset arrangements with PIMSS resulting in a reduction in the Fund's total expenses due to interest earned on cash held by PIMSS. For the year ended October 31, 2008, the Fund's expenses were reduced by $98,030 under such arrangements. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 39 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 October 31, 2008, the Fund had no borrowings under this agreement. 7. New Pronouncements 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. In March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for fiscal years beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about an entity's derivative and hedging activities. Management is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures. 40 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Report of Independent Registered Public Accounting Firm To the Board of Trustees and the Shareowners of Pioneer Mid Cap Value Fund - -------------------------------------------------------------------------------- We have audited the accompanying statement of assets and liabilities of Pioneer Mid Cap Value Fund (the "Fund"), including the schedule of investments, as of October 31, 2008, 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 October 31, 2008, 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 Mid Cap Value Fund at October 31, 2008, 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 the 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 December 19, 2008 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 41 ADDITIONAL INFORMATION (unaudited) For the fiscal year ended October 31, 2008, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act (the Act) of 2003. The Fund intends to designate up to the maximum amount of such dividends allowable under the Act, as taxed at a maximum rate of 15%. Complete information will be computed and reported in conjunction with your 2008 form 1099-DIV. The qualifying percentage of the Fund's ordinary income dividends for the purpose of the corporate dividends received deduction was 54.81%. 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 0% and 68.78%, respectively. 42 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Results of Shareholder Meeting (unaudited) At a special meeting held on May 13, 2008, shareholders of the Fund were asked to consider the proposals described below. A report of the total votes cast by the Fund's shareholders follows:
- ------------------------------------------------------------------------------------------------------- Broker For Withhold Abstain Non-Votes - ------------------------------------------------------------------------------------------------------- Proposal 1 -- To elect Trustees John F. Cogan, Jr. 68,868,245.041 1,738,554.347 84,245.791 0.000 Daniel K. Kingsbury 68,981,362.655 1,624,707.043 84,975.481 0.000 David R. Bock 68,912,458.733 1,693,610.966 84,975.481 0.000 Mary K. Bush 68,469,098.345 2,083,618.374 138,328.460 0.000 Benjamin M. Friedman 68,617,413.378 1,988,656.320 84,975.481 0.000 Margaret B.W. Graham 68,695,884.921 1,910,914.467 84,245.791 0.000 Thomas J. Perna 68,893,618.083 1,713,181.306 84,245.791 0.000 Marguerite A. Piret 68,615,176.403 1,991,622.985 84,245.791 0.000 John Winthrop 68,883,270.763 1,687,729.934 120,044.482 0.000
- ------------------------------------------------------------------------------------------------------- Broker For Against Abstain Non-Votes - ------------------------------------------------------------------------------------------------------- Proposal 2 -- To approve an amendment to the Declaration of Trust 54,574,773.388 2,603,150.748 1,258,026.043 12,255,095.000
- ------------------------------------------------------------------------------------------------------- Broker For Against Abstain Non-Votes - ------------------------------------------------------------------------------------------------------- Proposal 3A -- To approve changes to the Fund's fundamental investment policy relating to borrowing money 54,504,848.655 2,782,024.873 1,149,076.651 12,255,095.000 Proposal 3B -- To approve changes to the Fund's fundamental investment policy relating to underwriting 54,852,226.483 2,423,866.246 1,159,857.450 12,255,095.000 Proposal 3C -- To approve changes to the Fund's fundamental investment policy relating to lending 54,488,007.992 2,740,069.403 1,207,872.784 12,255,095.000 Proposal 3D -- To approve changes to the Fund's fundamental investment policy relating to issuing senior securities 54,759,687.329 2,484,088.022 1,192,174.829 12,255,095.000
Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 43
- ------------------------------------------------------------------------------------------------------- Broker For Against Abstain Non-Votes - ------------------------------------------------------------------------------------------------------- Proposal 3E -- To approve changes to the Fund's fundamental investment policy relating to real estate 54,545,449.417 2,688,519.607 1,201,981.154 12,255,095.000 Proposal 3F -- To approve changes to the Fund's fundamental investment policy relating to commodities 54,623,317.751 2,594,554.016 1,218,078.412 12,255,095.000 Proposal 3G -- To approve changes to the Fund's fundamental investment policy relating to concentration 54,778,189.979 2,471,617.775 1,186,142.425 12,255,095.000 Proposal 3H -- To approve changes to the Fund's fundamental investment policy relating to diversification. 54,944,955.973 2,302,038.648 1,188,955.558 12,255,095.000 Proposal 3I -- To approve the conversion of the Fund's investment objective from fundamental to non- fundamental 51,616,579.037 5,492,538.856 1,326,832.286 12,255,095.000
- ------------------------------------------------------------------------------------------------------- Broker For Against Abstain Non-Votes - ------------------------------------------------------------------------------------------------------- Proposal 4 -- To approve an Amended and Restated Management Agreement with PIM 55,110,678.899 2,039,633.288 1,285,637.992 12,255,095.000
44 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Approval of Investment Advisory Agreement (unaudited) 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. At a meeting held on January 8, 2008, the Trustees considered whether an amended and restated investment advisory agreement for the Fund should be approved for an initial period ending December 31, 2009. The management fee to be paid by the Fund to PIM under the amended and restated investment advisory agreement is the same as the management fee provided in the previously approved investment advisory agreement. Based on their evaluation of the information provided by PIM, including the information provided by PIM in connection with the Trustees' most recent approval of the continuation of the previous investment advisory agreement, the Trustees, including the independent Trustees voting separately, unanimously approved the amended and restated investment advisory agreement. Shareholders of the Fund approved the amended and restated investment advisory agreement at a meeting held on May 13, 2008. In considering the amended and restated 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 amended and restated investment advisory agreement. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services that were provided by PIM to the Fund under the previous investment advisory agreement, and that would continue to be provided by PIM to the Fund under the amended and restated investment advisory agreement, taking into account the investment objective and strategy of the Fund and the information related to Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 45 the Fund provided to the Trustees at each quarterly meeting. The Trustees reviewed the terms of the amended and restated 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 provided under the previous investment advisory agreement and that PIM would continue to provide to the Fund under the amended and restated 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 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 that PIM would continue to provide to the Fund under the amended and restated investment advisory agreement, were satisfactory and consistent with the terms of the amended and restated 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 first quintile of its Morningstar category for the one year period ended June 30, 2007, the third quintile of its Morningstar category for the three year period ended June 30, 2007 and the second quintile of its Morningstar category for the five year period 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 concluded that the investment performance of the Fund was satisfactory. Management Fee and Expenses The Trustees considered that the management fee to be paid by the Fund to PIM under the amended and restated investment advisory agreement would be the same as the management fee to be paid by the Fund under the previously approved investment advisory agreement. 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 46 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 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 first 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 second quintile relative to its Strategic Insight peer group. The Trustees also reviewed management fees charged by PIM to its separate account clients with a similar investment strategy as the Fund. The Trustees noted that in some instances the fee rates for those separate accounts were lower than the management fees for the Fund and considered that, under the investment advisory agreement with the Fund, PIM performs additional services for the Fund that it does not provide to those other clients, including oversight of the Fund's other service providers, regulatory compliance and other services. 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. 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. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 47 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 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 and the benefits to PIM and its affiliates from the use of "soft" commission dollars generated by the Fund to pay for research and brokerage services. 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 amended and restated investment advisory agreement between PIM and the Fund, including the fees payable thereunder, were fair and reasonable and voted to approve the amended and restated investment advisory agreement for the Fund. 48 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 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. 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. This information is also available on the Securities and Exchange Commission's web site at http://www.sec.gov. 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 serves as a trustee of each of the 76 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Fund is 60 State Street, Boston, Massachusetts 02109. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 49 Interested Trustees
- ------------------------------------------------------------------------------------------------------------------------------------ Position Held Length of Service Principal Occupation During Other Directorships Name and Age with the Fund and Term of Office Past Five Years Held by this Trustee - ------------------------------------------------------------------------------------------------------------------------------------ John F. Cogan, Jr. (82)* Chairman of the Board, Trustee since 1990. Deputy Chairman and a Director None Trustee and President Serves until a of Pioneer Global Asset Man- successor trustee agement S.p.A. ("PGAM"); is elected or Non-Executive Chairman and a earlier retirement Director of Pioneer Investment or removal. 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 Invest- ment Management (Bermuda) Limited and affiliated funds; Director 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 Dis- tributor, Inc. ("PFD") (until May 2006); President of all of the Pioneer Funds; and Of Counsel, Wilmer Cutler Pickering Hale and Dorr LLP - ---------------------------------------------------------------------------------------------------------------------------------- Daniel K. Kingsbury (50)* Trustee and Executive Trustee since 2008. Director, CEO and President of None Vice President Serves until a Pioneer Investment Management successor trustee is USA Inc. (since February 2007); elected or earlier Director and President of retirement or Pioneer Investment Management, removal. Inc. and Pioneer Institutional Asset Management, Inc. (since February 2007); Executive Vice President of all of the Pioneer Funds (since March 2007); Direc- tor of Pioneer Global Asset Management S.p.A. (since April 2007); Head of New Markets Division, Pioneer Global Asset Man- agement S.p.A. (2000 - 2007) - ---------------------------------------------------------------------------------------------------------------------------------- * Mr. Cogan and Mr. Kingsbury are Interested Trustees because they are officers or directors of the Fund's investment adviser and certain of its affiliates.
50 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Independent Trustees
- ----------------------------------------------------------------------------------------------------------------------------- Position Held Length of Service Principal Occupation During Other Directorships Name and Age with the Fund and Term of Office Past Five Years Held by this Trustee - ----------------------------------------------------------------------------------------------------------------------------- David R. Bock (64) Trustee Trustee since 2005. Executive Vice President Director of Enterprise Serves until a and Chief Financial Community Investment, Inc. successor trustee Officer, I-trax, Inc. (privately-held affordable is elected or (publicly traded health housing finance company); earlier retirement care services company) and Director of New York or removal. (2004 - 2007); Partner, Mortgage Trust (publicly Federal City Capital traded mortgage REIT) Advisors (boutique merchant bank) (1997 to 2004 and 2008 - present); and Executive Vice Presi- dent and Chief Financial Officer, Pedestal Inc. (internet-based mortgage trading company) (2000 - 2002) - ----------------------------------------------------------------------------------------------------------------------------- Mary K. Bush (60) Trustee Trustee since 1997. President, Bush International, Director of Marriott Serves until a LLC (international financial International, Inc.; successor trustee advisory firm) Director of Discover is elected or Financial Services (credit earlier retirement card issuer and elec- or removal. tronic payment services); Director of Briggs & Stratton Co. (engine manufacturer); Director of UAL Corporation (airline holding company); Director of Mantech Interna- tional Corporation (national security, defense, and intelligence technology firm); and Member, Board of Governors, Investment Company Institute - -----------------------------------------------------------------------------------------------------------------------------
Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 51 Independent Trustees (continued)
- --------------------------------------------------------------------- Position Held Length of Service Name and Age with the Fund and Term of Office - --------------------------------------------------------------------- Benjamin M. Friedman (64) Trustee Trustee since 2008. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------- Margaret B.W. Graham (61) Trustee Trustee since 1990. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------- Thomas J. Perna (58) Trustee Trustee since 2006. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------- Marguerite A. Piret (60) Trustee Trustee since 1990. Serves until a successor trustee is elected or earlier retirement or removal. - --------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------- Other Directorships Name and Age Principal Occupation During Past Five Years Held by this Trustee - ----------------------------------------------------------------------------------------------------------------------------- Benjamin M. Friedman (64) Professor, Harvard University Trustee, Mellon Institutional Funds Investment Trust and Mellon Institutional Funds Master Portfolio (oversees 17 portfolios in fund complex) - ----------------------------------------------------------------------------------------------------------------------------- Margaret B.W. Graham (61) Founding Director, Vice President and Corporate Secretary, The None Winthrop Group, Inc. (consulting firm); and Desautels Faculty of Management, McGill University - ----------------------------------------------------------------------------------------------------------------------------- Thomas J. Perna (58) Chief Executive Officer, Quadriserv, Inc. (2008 - present) (tech- None nology products for securities lending industry); Private investor (2004 - 2008); and Senior Executive Vice President, The Bank of New York (financial and securities services) (1986 - 2004) - ----------------------------------------------------------------------------------------------------------------------------- Marguerite A. Piret (60) President and Chief Executive Officer, Newbury, Piret & Company, Director of New America Inc. (investment banking firm) High Income Fund, Inc. (closed-end investment company) - -----------------------------------------------------------------------------------------------------------------------------
52 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 Fund Officers
- -------------------------------------------------------------------------- Position Held Length of Service Name and Age with the Fund and Term of Office - -------------------------------------------------------------------------- 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. - -------------------------------------------------------------------------- Mark E. Bradley (48) Treasurer Since 2008. Serves at the discretion of the Board. - -------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Treasurer Since 2000. Serves at the discretion of the Board. - -------------------------------------------------------------------------- Gary Sullivan (50) Assistant Treasurer Since 2002. Serves at the discretion of the Board. - -------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------- Other Directorships Name and Age Principal Occupation During Past Five Years Held by this Officer Dorothy E. Bourassa (60) Secretary of PIM-USA; Senior Vice President - Legal of Pioneer; None Secretary/Clerk of most of PIM-USA's subsidiaries; 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 and None Assistant Secretary of all of the Pioneer Funds since September 2003; Vice President and Senior Counsel of Pioneer from July 2002 to December 2007 - ---------------------------------------------------------------------------------------------------------------------- Mark E. Bradley (48) Vice President - Fund Accounting, Administration and Controller- None ship Services of Pioneer; and Treasurer of all of the Pioneer Funds since March 2008; Deputy Treasurer of Pioneer from March 2004 to February 2008; Assistant Treasurer of all of the Pioneer Funds from March 2004 to February 2008; and Treasurer and Senior Vice President, CDC IXIS Asset Management Services from 2002 to 2003 - ---------------------------------------------------------------------------------------------------------------------- Luis I. Presutti (43) Assistant Vice President - Fund Accounting, Administration and None Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ---------------------------------------------------------------------------------------------------------------------- Gary Sullivan (50) Fund Accounting Manager - Fund Accounting, Administration and None Controllership Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds - ----------------------------------------------------------------------------------------------------------------------
Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 53 Fund Officers (continued)
- -------------------------------------------------------------------------------- Position Held Length of Service Name and Age with the Fund and Term of Office Katherine Kim Sullivan (34) Assistant Treasurer Since 2003. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Compliance Officer Since 2007. Serves at the discretion of the Board. - -------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------- Other Directorships Name and Age Principal Occupation During Past Five Years Held by this Officer - ------------------------------------------------------------------------------------------------------------------- Katherine Kim Sullivan (34) Fund Administration Manager - Fund Accounting, Administration None and Controllership Services since June 2003 and Assistant Trea- surer of all of the Pioneer Funds since September 2003; Assis- tant Vice President - Mutual Fund Operations of State Street Corporation from June 2002 to June 2003 (formerly Deutsche Bank Asset Management) - ------------------------------------------------------------------------------------------------------------------- Teri W. Anderholm (49) Chief Compliance Officer of Pioneer since December 2006 and of None all the Pioneer Funds since January 2007; Vice President and Compliance Officer, MFS Investment Management (August 2005 to December 2006); Consultant, Fidelity Investments (February 2005 to July 2005); Independent Consultant (July 1997 to February 2005) - -------------------------------------------------------------------------------------------------------------------
54 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 This page for your notes. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 55 This page for your notes. 56 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 This page for your notes. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 57 This page for your notes. 58 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 This page for your notes. Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 59 This page for your notes. 60 Pioneer Mid Cap Value Fund | Annual Report | 10/31/08 How to Contact Pioneer We are pleased to offer a variety of convenient ways for you to contact us for assistance or information. Call us for: - -------------------------------------------------------------------------------- Account Information, including existing accounts, new accounts, prospectuses, applications and service forms 1-800-225-6292 FactFone(SM) for automated fund yields, prices, account information and transactions 1-800-225-4321 Retirement plans information 1-800-622-0176 Telecommunications Device for the Deaf (TDD) 1-800-225-1997 Write to us: - -------------------------------------------------------------------------------- PIMSS, Inc. P.O. Box 55014 Boston, Massachusetts 02205-5014 Our toll-free fax 1-800-225-4240 Our internet e-mail address ask.pioneer@pioneerinvestments.com (for general questions about Pioneer only) Visit our web site: www.pioneerinvestments.com This report must be preceded or accompanied by a prospectus. 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. [LOGO]PIONEER Investments(R) Pioneer Investment Management, Inc. 60 State Street Boston, MA 02109 pioneerinvestments.com Securities offered through Pioneer Funds Distributor, Inc. 60 State Street, Boston, MA 02109 Underwriter of Pioneer Mutual Funds, Member SIPC (C) 2008 Pioneer Investments 19443-02-1208 ITEM 2. CODE OF ETHICS. (a) Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so. The registrant has adopted, as of the end of the period covered by this report, a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer and controller. (b) For purposes of this Item, the term "code of ethics" means written standards that are reasonably designed to deter wrongdoing and to promote: (1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant; (3) Compliance with applicable governmental laws, rules, and regulations; (4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and (5) Accountability for adherence to the code. (c) The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless the registrant has elected to satisfy paragraph (f) of this Item by posting its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item. The registrant has made no amendments to the code of ethics during the period covered by this report. (d) If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver. Not applicable. (e) If the registrant intends to satisfy the disclosure requirement under paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item by posting such information on its Internet website, disclose the registrant's Internet address and such intention. Not applicable. (f) The registrant must: (1) File with the Commission, pursuant to Item 10(a), a copy of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form N-CSR; (2) Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or (3) Undertake in its most recent report on this Form N-CSR to provide to any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. See Item 10(2) ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. (a) (1) Disclose that the registrant's board of trustees has determined that the registrant either: (i) Has at least one audit committee financial expert serving on its audit committee; or (ii) Does not have an audit committee financial expert serving on its audit committee. The registrant's Board of Trustees has determined that the registrant has at least one audit committee financial expert. (2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is "independent." In order to be considered "independent" for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of trustees, or any other board committee: (i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) Be an "interested person" of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). Ms. Marguerite A. Piret, an independent trustee, is such an audit committee financial expert. (3) If the registrant provides the disclosure required by paragraph (a)(1) (ii) of this Item, it must explain why it does not have an audit committee financial expert. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. Audit Fees Fees for audit services provided to the Fund, including fees associated with the filings to update its Form N-2 and issuance of comfort letters, totaled approximately $36,700 in 2008 and $40,475 2007. (b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Audit-Related Fees There were no fees for audit-related or other services provided to the Fund during the fiscal years ended October 31, 2008 and 2007. (c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Tax Fees Fees for tax compliance services, primarily for tax returns, totaled approximately $8,290 and $7,820 for 2008 and 2007, respectively. (d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Other Fees There were no other services provided to the Fund during the fiscal years ended October 31, 2008 and 2007. (e) (1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. PIONEER FUNDS APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES PROVIDED BY THE INDEPENDENT AUDITOR SECTION I - POLICY PURPOSE AND APPLICABILITY The Pioneer Funds recognize the importance of maintaining the independence of their outside auditors. Maintaining independence is a shared responsibility involving Pioneer Investment Management, Inc ("PIM"), the audit committee and the independent auditors. The Funds recognize that a Fund's independent auditors: 1) possess knowledge of the Funds, 2) are able to incorporate certain services into the scope of the audit, thereby avoiding redundant work, cost and disruption of Fund personnel and processes, and 3) have expertise that has value to the Funds. As a result, there are situations where it is desirable to use the Fund's independent auditors for services in addition to the annual audit and where the potential for conflicts of interests are minimal. Consequently, this policy, which is intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and procedures to be followed by the Funds when retaining the independent audit firm to perform audit, audit-related tax and other services under those circumstances, while also maintaining independence. Approval of a service in accordance with this policy for a Fund shall also constitute approval for any other Fund whose pre-approval is required pursuant to Rule 210.2-01(c)(7)(ii). In addition to the procedures set forth in this policy, any non-audit services that may be provided consistently with Rule 210.2-01 may be approved by the Audit Committee itself and any pre-approval that may be waived in accordance with Rule 210.2-01(c)(7)(i)(C) is hereby waived. Selection of a Fund's independent auditors and their compensation shall be determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY - ---------------- -------------------------------- ------------------------------------------------- SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES CATEGORY - ---------------- -------------------------------- ------------------------------------------------- I. AUDIT Services that are directly o Accounting research assistance SERVICES related to performing the o SEC consultation, registration independent audit of the Funds statements, and reporting o Tax accrual related matters o Implementation of new accounting standards o Compliance letters (e.g. rating agency letters) o Regulatory reviews and assistance regarding financial matters o Semi-annual reviews (if requested) o Comfort letters for closed end offerings - ---------------- -------------------------------- ------------------------------------------------- II. Services which are not o AICPA attest and agreed-upon procedures AUDIT-RELATED prohibited under Rule o Technology control assessments SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments and are related extensions of o Enterprise security architecture the audit services support the assessment audit, or use the knowledge/expertise gained from the audit procedures as a foundation to complete the project. In most cases, if the Audit-Related Services are not performed by the Audit firm, the scope of the Audit Services would likely increase. The Services are typically well-defined and governed by accounting professional standards (AICPA, SEC, etc.) - ---------------- -------------------------------- ------------------------------------------------- ------------------------------------- ------------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the audit period for all services and related fees pre-approved specific service reported at each regularly subcategories. Approval of the scheduled Audit Committee independent auditors as meeting. auditors for a Fund shall constitute pre approval for these services. ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the fund fiscal year within services and related fees a specified dollar limit (including comparison to for all pre-approved specified dollar limits) specific service subcategories reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limit for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for Audit-Related Services not denoted as "pre-approved", or to add a specific service subcategory as "pre-approved" ------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED - ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- --------------------------- ----------------------------------------------- III. TAX SERVICES Services which are not o Tax planning and support prohibited by the Rule, o Tax controversy assistance if an officer of the Fund o Tax compliance, tax returns, excise determines that using the tax returns and support Fund's auditor to provide o Tax opinions these services creates significant synergy in the form of efficiency, minimized disruption, or the ability to maintain a desired level of confidentiality. - ----------------------- --------------------------- ----------------------------------------------- - ------------------------------------- ------------------------- AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------- ------------------------- - ------------------------------------- ------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year all such services and within a specified dollar limit related fees (including comparison to specified dollar limits) reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for tax services not denoted as pre-approved, or to add a specific service subcategory as "pre-approved" - ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED - ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- --------------------------- ----------------------------------------------- IV. OTHER SERVICES Services which are not o Business Risk Management support prohibited by the Rule, o Other control and regulatory A. SYNERGISTIC, if an officer of the Fund compliance projects UNIQUE QUALIFICATIONS determines that using the Fund's auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, the ability to maintain a desired level of confidentiality, or where the Fund's auditors posses unique or superior qualifications to provide these services, resulting in superior value and results for the Fund. - ----------------------- --------------------------- ----------------------------------------------- - --------------------------------------- ------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------- -------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year within all such services and a specified dollar limit related fees (including comparison to specified dollar limits) reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for "Synergistic" or "Unique Qualifications" Other Services not denoted as pre-approved to the left, or to add a specific service subcategory as "pre-approved" - ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED - ----------------------- ------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- ------------------------- ----------------------------------------------- PROHIBITED SERVICES Services which result 1. Bookkeeping or other services in the auditors losing related to the accounting records or independence status financial statements of the audit under the Rule. client* 2. Financial information systems design and implementation* 3. Appraisal or valuation services, fairness* opinions, or contribution-in-kind reports 4. Actuarial services (i.e., setting actuarial reserves versus actuarial audit work)* 5. Internal audit outsourcing services* 6. Management functions or human resources 7. Broker or dealer, investment advisor, or investment banking services 8. Legal services and expert services unrelated to the audit 9. Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible - ----------------------- ------------------------- ----------------------------------------------- - ------------------------------------------- ------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------------- ------------------------------ o These services are not to be o A summary of all performed with the exception of the(*) services and related services that may be permitted fees reported at each if they would not be subject to audit regularly scheduled procedures at the audit client (as Audit Committee meeting defined in rule 2-01(f)(4)) level will serve as continual the firm providing the service. confirmation that has not provided any restricted services. - ------------------------------------------- ------------------------------
- -------------------------------------------------------------------------------- GENERAL AUDIT COMMITTEE APPROVAL POLICY: o For all projects, the officers of the Funds and the Fund's auditors will each make an assessment to determine that any proposed projects will not impair independence. o Potential services will be classified into the four non-restricted service categories and the "Approval of Audit, Audit-Related, Tax and Other Services" Policy above will be applied. Any services outside the specific pre-approved service subcategories set forth above must be specifically approved by the Audit Committee. o At least quarterly, the Audit Committee shall review a report summarizing the services by service category, including fees, provided by the Audit firm as set forth in the above policy. - -------------------------------------------------------------------------------- (2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. Beginning with non-audit service contracts entered into on or after May 6, 2003, the effective date of the new SEC pre-approval rules, the Fund's audit committee is required to pre-approve services to affiliates defined by SEC rules to the extent that the services are determined to have a direct impact on the operations or financial reporting of the Fund. For the years ended October 31, 2008 and 2007, there were no services provided to an affiliate that required the Fund's audit committee pre-approval. (f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees. N/A (g) Disclose the aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant. The aggregate non-audit fees for the Fund and affiliates, as previously defined, totaled approximately $8,290 in 2008 and $7,820 in 2007. (h) Disclose whether the registrant's audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. The Fund's audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the Affiliates (as defined) that were not pre- approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. Item 5. Audit Committee of Listed Registrants (a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17 CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrants audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state. N/A (b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption from the listing standards for audit committees. N/A Item 6. Schedule of Investments. File Schedule I Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in 210.12- 12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form. Included in Item 1 ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company's investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company's investment adviser, or any other third party, that the company uses, or that are used on the company's behalf, to determine how to vote proxies relating to portfolio securities. Not applicable to open-end management investment companies. Item 8. Portfolio Managers of Closed-End Management Investment Companies. (a) If the registrant is a closed-end management investment company that is filing an annual report on this Form N-CSR,provide the following information: (1) State the name, title, and length of service of the person or persons employed by or associated with the registrant or an investment adviser of the registrant who are primarily responsible for the day-to-day management of the registrants portfolio (Portfolio Manager). Also state each Portfolio Managers business experience during the past 5 years. Not applicable to open-end management investment companies. Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. (a) If the registrant is a closed-end management investment company, in the following tabular format, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any affiliated purchaser, as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrants equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose all purchases covered by this Item, including purchases that do not satisfy the conditions of the safe harbor of Rule 10b-18 under the Exchange Act (17 CFR 240.10b-18), made in the period covered by the report. Provide disclosures covering repurchases made on a monthly basis. For example, if the reporting period began on January 16 and ended on July 15, the chart would show repurchases for the months from January 16 through February 15, February 16 through March 15, March 16 through April 15, April 16 through May 15, May 16 through June 15, and June 16 through July 15. Not applicable to open-end management investment companies. Item 10. Submission of Matters to a Vote of Security Holders. Describe any material changes to the procedures by which shareholders may recommend nominees to the registrants board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item. There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrants board of directors since the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in its definitive proxy statement, or this Item. ITEM 11. CONTROLS AND PROCEDURES. (a) Disclose the conclusions of the registrant's principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, about the effectiveness of the registrant's disclosure controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR 270.30a-2(c))) based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph. The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report. (b) Disclose whether or not there were significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. There were no significant changes in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. The registrant's principal executive officer and principal financial officer, however, voluntarily are reporting the following information: In August of 2006 the registrant's investment adviser enhanced its internal procedures for reporting performance information required to be included in prospectuses. Those enhancements involved additional internal controls over the appropriateness of performance data generated for this purpose. Such enhancements were made following an internal review which identified prospectuses relating to certain classes of shares of a limited number of registrants where, inadvertently, performance information not reflecting the deduction of applicable sales charges was included. Those prospectuses were revised, and the revised prospectuses were distributed to shareholders. ITEM 12. EXHIBITS. File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. (b) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2). Filed herewith. SIGNATURES [See General Instruction F] Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Pioneer Mid Cap Value Fund By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr, President Date December 29, 2008 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr., President Date December 29, 2008 By (Signature and Title)* /s/ Mark Bradley Mark Bradley, Treasurer Date December 29, 2008 * Print the name and title of each signing officer under his or her signature. EX-99 2 cert.txt CERTIFICATIONS -------------- I, John F. Cogan, Jr., certify that: 1. I have reviewed this report on Form N-CSR of Pioneer Mid Cap Value Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: December 29, 2008 /s/ John F. Cogan, Jr. John F. Cogan, Jr. President CERTIFICATIONS -------------- I, Mark Bradley, certify that: 1. I have reviewed this report on Form N-CSR of Pioneer Mid Cap Value Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: December 29, 2008 /s/ Mark Bradley Mark Bradley Treasurer SECTION 906 CERTIFICATION Pursuant to 18 U.S.C. ss. 1350, the undersigned officer of Pioneer Mid Cap Value Fund (the "Fund"), hereby certifies, to the best of his knowledge, that the Fund's Report on Form N-CSR for the period ended October 31, 2008 (the "Report") fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust. Dated: December 29, 2008 /s/ John F. Cogan, Jr. John F. Cogan, Jr. President This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or a separate disclosure document. A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request. SECTION 906 CERTIFICATION Pursuant to 18 U.S.C. ss. 1350, the undersigned officer of Pioneer Mid Cap Value Fund (the "Fund"), hereby certifies, to the best of his knowledge, that the Fund's Report on Form N-CSR for the period ended October 31, 2008 (the "Report") fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust. Dated: December 29, 2008 /s/ Mark Bradley Mark Bradley Treasurer This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or a separate disclosure document. A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request. -----END PRIVACY-ENHANCED MESSAGE-----