LETTERHEAD WILMER CUTLER PICKERING HALE AND DORR LLP] September 23, 2005 Pioneer Ibbotson Asset Allocation Series 60 State Street Boston, Massachusetts 02109 AmSouth Funds 3435 Stelzer Road Columbus, Ohio 43219 Ladies and Gentlemen: This opinion is...Agreement and Plan of Reorganization • September 27th, 2005 • Pioneer Ibbotson Asset Allocation Series
This opinion is being delivered to you in connection with the Agreement and Plan of Reorganization (the "Agreement") made as of August 22, 2005 by and between Pioneer Ibbotson Asset Allocation Series, a Delaware statutory trust, on behalf of its series, Pioneer Ibbotson Moderate Allocation Fund ("Acquiring Fund"), and AmSouth Funds, a Massachusetts business trust, on behalf of its series, AmSouth Strategic Portfolios: Moderate Growth and Income Portfolio ("Acquired Fund"). Pursuant to the Agreement, Acquiring Fund will acquire all of the assets of Acquired Fund in exchange solely for (i) the assumption by Acquiring Fund of all of the Assumed Liabilities of Acquired Fund, as defined in the Agreement (the "Acquired Fund Liabilities"), and (ii) the issuance of shares of beneficial interest of Acquiring Fund (the "Acquiring Fund Shares") to Acquired Fund, followed by the distribution by Acquired Fund, in liquidation of Acquired Fund, of the Acquiring Fund Shares to the shareholders of Acqu
