SHARE PURCHASE AGREEMENT
This Agreement is made as of the 25th day of July, 2002 between Pioneer
Funds Distributor, Inc., a Delaware corporation ("PFD"), and Pioneer Large Cap
Growth Fund, a Delaware business trust (the "Fund").
WHEREAS, the Fund wishes to sell to PFD, and PFD wishes to purchase
from the Fund, $100,000 of shares of beneficial interest of the Fund (10,000
shares at a purchase price of $10.00 per share (collectively, the "Shares"));
and
WHEREAS, PFD is purchasing the Shares for the purpose of providing the
initial capitalization of the Fund as required by the Investment Company Act of
1940;
NOW, THEREFORE, the parties hereto agree as follows:
1. Simultaneously with the execution of this Agreement, PFD is delivering
to the Fund a check in the amount of $100,000 in full payment for the Shares.
2. PFD agrees that it is purchasing the Shares for investment and has no
present intention of redeeming or reselling the Shares.
3. PFD further agrees that it may not withdraw the Shares from the
Fund for the first two years and at a rate, which at any time during the Fund's
next three years of operations, exceeds in the aggregate $2,777.78 per month.
Executed as of the date first set forth above.
PIONEER FUNDS DISTRIBUTOR, INC.
/s/ Xxxxxx X. Xxxxxxxx
By: Xxxxxx X. Xxxxxxxx
Its: President
PIONEER LARGE CAP GROWTH FUND
/s/ Xxxxxx X. Xxxxxx
By: Xxxxxx X. Xxxxxx
Its: Executive Vice President
