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                                SCHEDULE 14A
                               (Rule 14a-101)
                          SCHEDULE 14A INFORMATION

   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange
                                Act of 1934

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Filed by a Party other than the Registrant [ ]

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    Rule 14a-6(e)(2))
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                          THE PIONEER GROUP, INC.
- ------------------------------------------------------------------------------
              (Name of Registrant as Specified in Its Charter)

                                    n/a
- ------------------------------------------------------------------------------
  (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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                   LENS = Little Experience, No Strategy


                                                          May 9, 2000


Dear Fellow Stockholder:

      We are pleased to report that our sale process continues its strong
momentum. Prospective buyers have completed due diligence and we have just
received the second round of bids.

      We are extremely pleased by the overwhelming interest expressed in
your Company. Yet, the rapid progress of negotiations between your Board
and our prospective buyers may come to an abrupt halt if Lens is given
control of the Company. It is unclear what would happen to the bids on the
table if a change in control of the Board were to take place. One thing is
certain. The process would be delayed, if not completely jeopardized, by
that course of events. DO NOT LET THAT HAPPEN. VOTE THE WHITE PROXY TO
ALLOW YOUR BOARD TO COMPLETE THE PROCESS IT STARTED.

      Pioneer is a complex entity. If the Lens group were to gain control,
who knows how long the Lens candidates would take to gain the depth of
understanding of Pioneer's assets necessary to negotiate a sale of the
Company. It would be disastrous for you and your Company if Lens's
dissident candidates were elected to the Pioneer Board and were then unable
to negotiate an acceptable transaction. DON'T TAKE THIS RISK WITH YOUR
COMPANY. DO NOT SIGN ANY GOLD PROXY YOU RECEIVE FROM THE LENS GROUP.

      Your Board of Directors fully recognizes its fiduciary
responsibilities. Pioneer's Board and management have a far greater
personal stake as stockholders than do the Lens candidates in the
successful outcome of this process. The Lens candidates have given you no
reason to believe that they could accomplish a sale at all, let alone on
better terms than could the current Board. The Lens candidates lack the
experience, knowledge of Pioneer, negotiating leverage, and personal
incentive necessary to oversee the prompt sale of the Company on the most
favorable terms for stockholders.

      Does it make sense to have a Board that doesn't understand your
Company negotiate its sale? We ask for your vote so that we may
successfully complete the process we have begun and bring to you the most
compelling value possible. PLEASE SUPPORT YOUR BOARD OF DIRECTORS BY
SIGNING, DATING, AND MAILING THE ENCLOSED WHITE MANAGEMENT PROXY TODAY.
Because the annual meeting is just a short time away, it is important to
act without delay.

      Thank you for your support.


                                                Sincerely,

                                                /s/ John F. Cogan, Jr.

                                                John F. Cogan, Jr.
                                                President


                                -IMPORTANT-

Please be sure your latest dated proxy card is a WHITE proxy card voting
FOR the management nominees. A later dated gold proxy card, even if marked
"withhold authority" to vote for the LENS group, will revoke your vote for
management. If you have any questions or need assistance in voting your
shares, please call D. F. King & Co., Inc., our proxy solicitor, at:

                      (800) 347-4750 (call toll-free)