FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For the month of April, 2005

Commission File Number 1-7616

PIONEER CORPORATION

4-1, MEGURO 1-CHOME, MEGURO-KU, TOKYO 153-8654, JAPAN

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

This report on Form 6-K contains the following:

For Immediate Release
April 27, 2005               

Pioneer Announces Business Results for Fiscal 2005

TOKYO — Pioneer Corporation today announced its business results on consolidated and non-consolidated bases for fiscal 2005, ended March 31, 2005.

Consolidated Financial Highlights

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Consolidated Business Results

For fiscal 2005 ended March 31, 2005, consolidated operating revenue was ¥733,648 million (US$6,856.5 million), up 4.7% over the previous year. Operating income, however, decreased 94.5% to ¥2,592 million (US$24.2 million), and net loss of ¥8,789 million (US$82.1 million) was posted, compared with net income of ¥24,838 million for the previous year. During fiscal 2005, the average value of the yen was 5.1% higher against the U.S. dollar, and 1.9% lower against the euro, compared to fiscal 2004.

Home Electronics sales increased 7.0% to ¥301,228 million (US$2,815.2 million) from the previous year. In Japan, sales rose 11.6% to ¥87,954 million (US$822.0 million), primarily due to a large increase in sales of plasma displays, including the expansion of our OEM (original equipment manufacturing) product sales, despite decreased sales of recordable DVD drives for personal computers (PCs), DVD recorders and audio products. Overseas sales also rose 5.2% to ¥213,274 million (US$1,993.2 million), due to an increase in sales worldwide of plasma displays and DVD recorders, despite a decrease in sales of audio products and DVD players worldwide, recordable DVD drives and DVD-ROM drives in Europe, as well as the withdrawal from our cable TV set-top box business in North America.

Car Electronics sales increased to ¥303,410 million (US$2,835.6 million), up 3.8% from the previous year. In Japan, sales decreased 1.2% to ¥120,260 million (US$1,123.9 million), influenced by decreased sales of car navigation systems in the consumer market. This offset an increase in sales of car navigation systems in the OEM market, reflecting shifting demand from the consumer market to the OEM market. Overseas sales increased 7.4% to ¥183,150 million (US$1,711.7 million), due to increased sales of car audio products for the OEM market and car navigation systems in Europe and North America, and of car audio products for the consumer market in Central and South America, despite decreased sales of car audio products for the consumer market in Europe and North America.

Royalty revenue from Patent Licensing decreased 13.4% from the previous year to ¥10,237 million (US$95.7 million), reflecting the expiration of patents included in a larger portfolio of patents licensed to the optical disc industry.

Others sales increased 2.9% from the previous year to ¥118,773 million (US$1,110.0 million). In Japan, sales decreased by 14.1% to ¥53,935 million (US$504.1 million), primarily due to a decrease in sales of organic light-emitting diode (OLED) display panels and a sales shift from Japan to China of semiconductors for laser pickups, despite an increase in sales of factory automation systems. Overseas, sales were up 23.3% to ¥64,838 million (US$606.0 million), primarily due to increased sales in China of devices for cellular phones and semiconductors for laser pickups, and in Asia of speaker devices for cellular phones, despite decreased sales in North America and Europe of plasma displays for business use.

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Operating income decreased significantly to ¥2,592 million (US$24.2 million), a 94.5% decrease from the previous year, due mainly to decreased gross profit margin resulting from intensified price competition for our major products. In addition, impairment losses of carrying value of certain production facilities and losses in connection with withdrawal from North American cable TV set-top box business were recognized. As a result, the Company posted net loss of ¥8,789 million (US$82.1 million), compared with net income of ¥24,838 million recorded in the previous year.

Cash Flows

Net cash provided by operating activities was ¥19,946 million (US$186.4 million), a decrease of ¥40,432 million from the previous year. The decrease is mainly attributable to net loss of ¥8,789 million (US$82.1 million) posted this year, compared with net income of ¥24,838 million for the previous year. Net cash used in investing activities was ¥93,516 million (US$874.0 million), an increase of ¥40,762 million over the previous year, mainly due to acquisition of a plasma display production subsidiary and an increase in capital expenditures for expansion of plasma display production capacity. In financing activities, ¥4,019 million (US$37.6 million) was used this year, compared with ¥51,827 million provided the previous year, when convertible bonds of ¥60,000 million in aggregate principal amount were issued. Financing activities this year included dividend payments, repurchase of Pioneer shares and reduction of capital lease obligations. As a result of these activities, cash and cash equivalents at the end of the year came to ¥116,681 million (US$1,090.5 million), a ¥75,738 million decrease compared with the end of the previous year.

Dividend Policy and Year-End Dividend

The Company’s policy on dividends allows for continued and stable dividend payment. The Company determines the appropriate dividend, taking into consideration its financial condition, business results, internal reserves and other factors, all on a consolidated basis.

     In line with the Company’s policy, a year-end cash dividend of ¥12.5 (US$0.12) per share of common stock is expected to be paid, subject to approval at the ordinary general meeting of shareholders to be held on June 29, 2005. Adding this to the interim dividend brings the total annual cash dividend to ¥25 (US$0.23), the same amount as in the previous year.

Addressing Current Challenges

The business environment remains severe, characterized by uncertain economic conditions in our major markets, Japan, North America and Europe, lower prices and harsher competition beyond our projections in our major product categories, and exchange rate fluctuations. To cope with the situation and recover profitability quickly, we are advancing cost reduction efforts among the group companies. At the same time, we are focusing our management resources in our strategic businesses.

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We are reviewing our production system and the reduction of product models to reduce costs on a global scale. In addition, we are reducing inventory in the whole process from parts procurement to marketing by our supply chain management. We will also adjust staffing to more appropriate levels throughout the group companies.

In our plasma display business, competition is getting severer while demand is steadily expanding. To cope, we are integrating our technologies with those of our new manufacturing subsidiary which joined Pioneer Group in October 2004, and raising the yield rate and reducing the number of parts. To enhance our products’ competitiveness, we are also reducing product power consumption levels and developing high-quality full-high-definition plasma TVs.

     In the DVD business, markets for DVD recorders, especially those with hard disk drives (HDDs), and recordable DVD drives for PCs are rapidly growing. On the other hand, prices are getting lower and competition is getting harsher. Therefore, we are speeding up new product development cycles so that our products are more in sync with market trends. We are continuing full-fledged efforts to cut costs and reduce inventory by integrating production from laser pickups to finished products in China. We are also expanding sales of drive units for DVD recorders to other manufacturers on an OEM basis.

     Our car electronics business aims to widen its lead in the consumer and OEM markets. Our car navigation systems enjoy an excellent reputation in Japan, and we also intend to expand this business in Europe and North America, where our sales of these systems have been steadily growing. In the car audio business, we plan to fortify our strong position with distinctive new products, and maintain our sales drive in such growing markets as China and Central and South America.

Business Forecast for Fiscal 2006

Assuming average yen-U.S. dollar and yen-euro exchange rates for fiscal 2006 of ¥105 and ¥135, respectively, Pioneer announced its consolidated business forecast for fiscal 2006, ending March 31, 2006, as follows:

Operating revenue is expected to increase, despite continuing downward pricing pressure, because we anticipate a full-swing market expansion of home-use plasma displays as well as increased sales of recordable DVD drives for PCs, business-use plasma displays, business-use AV systems with plasma displays, and in overseas markets, car navigation

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systems.

     Operating income, income before income taxes and net income are expected to improve, despite decreased income from Patent Licensing and Car Electronics business, because we foresee improved income from plasma displays for home and business use and decreased loss from DVD recorders, as well as improved operating income, income before income tax and net income due to withdrawal during fiscal 2005 from the unprofitable cable TV set-top box business in North America.

Cautionary Statement with Respect to Forward-Looking Statements

Statements made in this release with respect to our current plans, estimates, strategies and beliefs, and other statements that are not historical facts are forward-looking statements about our future performance. These statements are based on management’s assumptions and beliefs in light of the information currently available to it. We caution that a number of important risks and uncertainties could cause actual results to differ materially from those discussed in the forward-looking statements, and therefore you should not place undue reliance on them. You also should not believe that it is our obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. We disclaim any such obligation. Risks and uncertainties that might affect us include, but are not limited to, (i) general economic conditions in our markets, particularly levels of consumer spending; (ii) exchange rates, particularly between the yen and the U.S. dollar, euro, and other currencies in which we make significant sales or in which our assets and liabilities are denominated; (iii) our ability to continue to design and develop and win acceptance of our products and services, which are offered in highly competitive markets characterized by continual new product introductions, rapid developments in technology and subjective and changing consumer preferences; (iv) our ability to successfully implement our business strategies; (v) our ability to compete, and develop and implement successful sales and distribution strategies in light of technological developments in and affecting our businesses; (vi) our continued ability to devote sufficient resources to research and development, and capital expenditure; (vii) our ability to continuously enhance our brand image; (viii) the success of our joint ventures and alliances; and (ix) the outcome of contingencies.

Corporate Policy and Midterm Business Plan

Customer satisfaction is our highest priority. We strive to develop and provide advanced, high-quality, value-added electronics products that deliver satisfaction, comfort and convenience, and create new forms of entertainment. This keeps us faithful to Pioneer Group’s philosophy to “Move the Heart and Touch the Soul.”

Accordingly, we created a midterm business plan in August 1998, and set the following four business targets, and two financial targets to be achieved by March 2006.

     Business targets:

     Financial targets for fiscal year ending March 2006:

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The midterm plan above has been guiding our management and business direction up to the present. But we foresee that financial targets will be difficult to achieve due to the following factors: sales of karaoke business and audio/video software business, and withdrawal from cable TV set-top box business in North America, all of which dragged down the increase in our consolidated operating revenue, harsher competition and lower prices than we projected. Considering the situation, we are working hard to take action for early recovery, while we seek a new midterm business plan to get back on the track to future growth.

Pioneer’s Corporate Governance

I. Basic Principles

Pursuant to the Commercial Code of Japan, Pioneer’s corporate governance is based on the “Corporate Auditors System,” in which the board of directors is a decision-making and supervisory body on fundamental corporate issues, representative directors are responsible for business operations, and the board of corporate auditors is an auditing body of directors’ performance regarding corporate affairs. Since June 2003, the term of office for directors is set to one year, which increases the chances for shareholders to elect directors, and helps those directors focus on their responsibilities and respond promptly to changing business environments.

     In addition, Pioneer has adopted an “Internal Companies System” and an “Executive Officers System,” to clarify management responsibilities of each business unit, and speed up business operations by shifting directors’ authority as necessary. Furthermore, a “Group Executive Committee” helps to enhance transparency of the Group’s decision-making through thorough discussion, under the supervision of the board of directors.

     We believe that this current corporate governance system is functioning effectively.

Also, the Pioneer Group is implementing measures to enforce compliance and establish corporate ethics among the Group. We adopted the “Pioneer Group Charter for Corporate Operations” aimed at promoting and enforcing high ethical standards and gaining the trust and respect of society as a good corporate citizen. Based on such Charter principles, we also adopted a “Pioneer Group Code of Conduct,” which detailed protocol when directors and employees make decisions and take action. Also, “Rules of the Pioneer Group” were adopted to stipulate fundamentals that every company of the Group should observe, defining each group company’s lines of responsibility and authority, as well as basic principles of compliance.

II. Governance in Effect

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Proposed Changes in Management

Pioneer announced that at the meeting of its board of directors held on April 27, 2005, it resolved to convene the 59th ordinary general meeting of shareholders on June 29, 2005 in Tokyo. Also announced were changes in management as follows:

[Effective June 29, 2005]

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[Effective March 31, 2005]

Pioneer Corporation is one of the leading manufacturers of consumer- and business-use electronics products such as audio, video and car electronics on a global scale. Its shares are traded on the New York Stock Exchange (ticker symbol PIO), Euronext Amsterdam, Tokyo Stock Exchange, and Osaka Securities Exchange.

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The U.S. dollar amounts in this release represent translation of Japanese yen, for convenience only, at the rate of ¥107=US$1.00, the approximate rate prevailing on March 31, 2005.

Attached are consolidated and non-consolidated financial statements for the year ended March 31, 2005.

For further information, please contact:
Investor Relations Department, Corporate Communications Division
Pioneer Corporation, Tokyo
Phone: +81-3-3495-6774 / Fax: +81-3-3495-4301
E-mail: pioneer_ir@post.pioneer.co.jp
Website: http://www.pioneer.co.jp/ir-e

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Pioneer Corporation and Subsidiaries

I. CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2005

(1) OPERATING REVENUE BY SEGMENT

(In millions of yen)

(2) CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions of yen)

Pioneer Corporation and Subsidiaries

(3) CONSOLIDATED BALANCE SHEETS

(In millions of yen)

Pioneer Corporation and Subsidiaries

(4) CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In millions of yen)

(5) CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions of yen)

Pioneer Corporation and Subsidiaries

(6) SEGMENT INFORMATION

The following segment information is prepared pursuant to the regulations under the Securities and Exchange Law of Japan.

<Business Segments>

(In millions of yen)

<Geographic Segments>

(In millions of yen)

Pioneer Corporation — Parent Company Only

II. NON-CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2005

(1) SALES BY SEGMENT

(In millions of yen)

(2) CONDENSED STATEMENTS OF OPERATIONS

(In millions of yen)

Pioneer Corporation—Parent Company Only

(3) CONDENSED BALANCE SHEETS

(In millions of yen)

Pioneer Corporation — Parent Company Only

(4) PROPOSAL OF APPROPRIATION OF UNAPPROPRIATED RETAINED EARNINGS

For Immediate Release
April 27, 2005               

Pioneer to Propose Agenda for Issuing
Share Acquisition Rights as Stock Options at Its Shareholders’ Meeting

TOKYO — Pioneer Corporation has announced that, at the meeting of its board of directors held on April 27, 2005, it resolved to propose an agenda for the authorization to issue share acquisition rights pursuant to the provisions of Articles 280-20 and 280-21 of the Commercial Code of Japan, as stock options to directors, executive officers and employees of the Company and directors of its subsidiaries, to further raise the motivation and the morale for improvement of the consolidated business performance of the Company. The proposal will be made at the Company’s ordinary general meeting of shareholders to be held on June 29, 2005.

     The terms of the agenda are as follows:

Description

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For further information, please contact:
Akira Niijima, Senior Managing Director and Representative Director
Pioneer Corporation, Tokyo
Phone: +81-3-3494-1111 / Fax: +81-3-3495-4431
E-mail: pioneer_shr@post.pioneer.co.jp
Website: http://www.pioneer.co.jp/ir-e

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