Regulatory Filings • Feb 4, 2009
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`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 811-21078
| PIMCO New York Municipal Income Fund II | |
|---|---|
| (Exact name of registrant as specified in charter) | |
| 1345 Avenue of the Americas, New York, | New York 10105 |
| (Address of principal executive offices) | (Zip code) |
| Lawrence G. Altadonna - 1345 Avenue of the Americas, New York, New York 10105 | |
| (Name and address of agent for service) |
Registrants telephone number, including area code: 212-739-3371
| Date of fiscal year end: | May 31, 2009 |
|---|---|
| Date of reporting period: | November 30, 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. § 3507.
ITEM 1. REPORT TO SHAREHOLDERS
| PIMCO Municipal Income Fund II |
|---|
| PIMCO California Municipal Income Fund II |
| PIMCO New York Municipal Income Fund II |
| Semi-Annual Report |
| November 30, 2008 |
| ● | |
|---|---|
| Letter | |
| to Shareholders | 1 |
| Fund | |
| Insights/Performance & | |
| Statistics | 2-4 |
| Schedules | |
| of Investments | 5-23 |
| Statements | |
| of Assets and Liabilities | 24 |
| Statements | |
| of Operations | 25 |
| Statements | |
| of Changes in Net Assets | 26-27 |
| Statement | |
| of Cash Flows | 28 |
| Notes | |
| to Financial Statements | 29-35 |
| Financial | |
| Highlights | 36-38 |
| Matters Relating to the Trustees | |
| Consideration of the Investment Management and Portfolio Management Agreements | 39-40 |
| Subsequent | |
| Events/Proxy Voting Policies | |
| & Procedures | 41-43 |
| Annual | |
| Shareholder Meetings Results | 44 |
PIMCO Municipal Income Funds II L etter to Shareholders
January 15, 2009
Dear Shareholder:
We are pleased to provide you with the semi-annual report for PIMCO Municipal Income Fund II, PIMCO California Municipal Income Fund II and PIMCO New York Municipal Income Fund II (collectively, the Funds) for the six-month period ended November 30, 2008.
Tight credit conditions and a global economic slowdown caused municipal bond prices to fall during the period. The Barclays Capital Municipal Bond Index returned (4.98)% while the Barclays Capital U.S. Aggregate Bond Index, a broad credit market measure of government and corporate securities, posted a positive 0.24% return. Stocks fared worse in the downturn. The Standard & Poors 500 Index returned (35.20)% for the period, among the worst periods on record for equities. The Federal Reserve (the Fed) sought to inject liquidity into the economy through multiple initiatives, including reducing the Federal Funds rate twice during the reporting period. The Fed moves lowered the key target rate on loans between banks from 2.00% to 1.00%.
In the coming weeks or months, we would expect the de-leveraging of the private sector to meet its counterpart in the leveraging of the federal government as it seeks to inject more than a trillion dollars of liquidity into the nations financial system. This initiative holds potential to restore stability and some relative safety to debt securities outside of the shortest-term government issues.
Subsequent to the six month period ended November 30, 2008, a decision to redeem a portion of each Funds Auction Rate Preferred Shares (ARPS) was made at the recommendation of the Funds investment manager and approved by the Board of Trustees. These redemptions were intended to increase and maintain asset coverage for each Funds ARPS above the 200% level, permitting the Funds to pay previously declared common share dividends and to declare and pay future common share dividends. Depending on market conditions, coverage ratios may increase or decrease further. With respect to each of the Funds, as of the date of this letter, all dividend payments which were postponed have been paid and all dividend declarations which were postponed have subsequently been declared.
For specific information on the Funds and their performance, please review the following pages. If you have any questions regarding the information provided, we encourage you to contact your financial advisor or call the Funds shareholder servicing agent at (800) 331-1710. In addition, a wide range of information and resources is available on our Web site, www.allianzinvestors.com/closedendfunds.
Together with Allianz Global Investors Fund Management LLC, the Funds investment manager, and Pacific Investment Management Company LLC (PIMCO), the Funds sub-adviser, we thank you for investing with us.
Sincerely,
| ● | ● |
|---|---|
| Hans W. Kertess | Brian S. Shlissel |
| Chairman | President |
| & Chief Executive Officer |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 1
| PIMCO
Municipal Income Fund II F und
Insights/Performance & Statistics |
| --- |
| November 30, 2008 (unaudited) |
| | For the
six-month period ended November 30, 2008, PIMCO Municipal Income Fund II
returned (38.16)% on net asset value and (41.34)% on market price, compared
to (19.82)% and (27.73)%, respectively for the Lipper Analytical General
Municipal Debt Funds Leveraged (the Benchmark) average. |
| --- | --- |
| | Municipal
bond yields increased across the curve in all but the shortest maturities
during the six-month period ended November 30, 2008. |
| | Duration
hedging strategies significantly detracted from performance during the
period. Thirty-year Treasury and London Interbank Offered Rate (LIBOR)
swaps rallied significantly, while municipal rates increased as investors
moved away from risky assets. |
| | Municipal
to Treasury yield ratios moved higher during the reporting period crossing
all time high levels in September, while continuing higher in October and
November, continually setting new records along the way. The 10-year ratio
increased to 138% and 30-year ratio increased to 156%. |
| | Exposure
to corporate backed munis detracted from performance as this sector
underperformed during the period due to continued stress in the corporate
sector. |
| | Tobacco
securitization sector holdings detracted from performance as muni investors
continue to focus demand on the highest quality sectors of the market while
avoiding lower quality higher yielding securities such as tobacco bonds. |
| | Exposure
to zero coupon municipals detracted from performance as their longer
durations caused underperformance as rates moved higher during the reporting
period, especially in the longer maturity portion of the yield curve. The
Barclays Capital Zero Coupon Index returned (15.16)% for the six-month period
ended November 30, 2008. |
| | The Fund
was generally positioned with a significant portion of its exposure in longer
dated maturities due to the attractiveness of that portion of the curve. This
detracted from performance as the muni curve steepened significantly during
the period with longer rates increasing and most investors buying in the
shorter maturity portion of the curve. The 15-, 20-, and 30-year maturity AAA
General Obligation yields increased by 72, 80, and 87 basis points
respectively while the two-year yield decreased by 13 basis points. |
| | Long
Municipals significantly underperformed Long Treasuries and also
underperformed the taxable debt sector during the period as investors moved
out of risky assets into Treasuries due to market volatility and continued
uncertainty. The Barclays Capital Long Municipal Bond Index returned (14.77)%
while the Long Government/Credit and the Long Barclays Capital Treasury
Indices returned (1.36)% and 13.61%, respectively. |
| | Municipal
bond issuance remains at increased levels; although there has been a slow
down in the furious pace of the first half of the year beginning in
September. Although issuance has been stalled somewhat, municipalities have
picked up their issuance again in order to meet upcoming funding needs.
During the six-month period, issuance totaled over $367.7 billion compared to
$400.42 billion for the same period a year ago. |
| Total Return (1) : — Six Months | Market Price — (41.34 | )% | Net Asset Value (NAV) — (38.16 | )% |
|---|---|---|---|---|
| 1 Year | (37.85 | )% | (38.63 | )% |
| 5 Year | (4.52 | )% | (5.01 | )% |
| Commencement of Operations | ||||
| (6/28/02) to 11/30/08 | (3.31 | )% | (2.13 | )% |
Common Share Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 11/30/08
| Market
Price/NAV: — Market Price | $ 8.00 | |
| --- | --- | --- |
| NAV | $ 8.30 | |
| Discount to NAV | (3.61 | )% |
| Market Price Yield (2) | 9.75 | % |
Moodys Ratings (as a % of total investments)
(1) Past performance is no guarantee of future results. Returns are calculated by determining the percentage change in net asset value or market share price (as applicable) in the period covered. The calculation assumes that all of the Funds income dividends and capital gain distributions have been reinvested. Total return does not reflect broker commissions or sales charges. Total return for a period of less than one year is not annualized. Total return for a period of more than one year represents the average annual total return.
The Funds performance at market price will differ from its results at NAV. Although market price returns typically reflect investment results over time, during shorter periods returns at market price can also be influenced by factors such as changing views about the Fund, market conditions, supply and demand for the Funds shares, or changes in Fund distributions.
An investment in the Fund involves risk, including the loss of principal. Total return, market price, market price yield and net asset value will fluctuate with changes in market conditions. This data is provided for information only and is not intended for trading purposes. Closed-end funds, unlike open-end funds, are not continuously offered. There is a one-time public offering, and once issued, shares of closed-end funds are sold in the open market through a stock exchange. Net asset value is equal to total assets attributable to common shareholders less total liabilities divided by the number of common shares outstanding. Holdings are subject to change daily.
(2) Market Price Yield is determined by dividing the annualized current monthly per share dividend (comprised from net investment income) payable to common shareholders by the market price per common share at November 30, 2008.
2 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
California Municipal Income Fund II Fund
Insights/Performance & Statistics |
| --- |
| November 30, 2008 (unaudited) |
| | For the six-month period ended
November 30, 2008, PIMCO California Municipal Income Fund II returned
(42.32)% on net asset value and (52.98)% on market price, compared to
(52.96)% and (30.07)%, respectively for the Lipper California Municipal Debt
FundsLeveraged (the Benchmark) average. |
| --- | --- |
| | Municipal bond yields increased
across the curve in all but the shortest maturities during the six-month
period ended November 30, 2008. |
| | Duration hedging strategies
significantly detracted from performance during the reporting period.
Thirty-year Treasury and London Interbank Offered Rate (LIBOR) swaps
rallied significantly, while municipal rates increased as investors moved
away from risky assets. |
| | Municipal to Treasury yield
ratios moved higher during the period crossing all time high levels in
September, while continuing higher in October and November, continually
setting new records along the way. The 10-year ratio increased to 138% and
30-year ratio increased to 156%. |
| | Exposure to hospital related
munis detracted from performance as this sector underperformed the national
market during the period. |
| | Tobacco securitization sector
holdings detracted from Fund performance as muni investors continue to focus
demand on the highest quality sectors of the market while avoiding lower
quality higher yielding securities such as tobacco bonds. |
| | Exposure to zero coupon
municipals detracted from Fund performance as their longer durations caused
underperformance as rates moved higher during the period, especially in the
longer maturity portion of the yield curve. The Barclays Capital Zero Coupon
Index returned (15.16)% for the six-month period ended November 30, 2008. |
| | Long Municipals significantly
underperformed Long Treasuries and also underperformed the taxable debt sector
during the period as investors moved out of risky assets into Treasuries due
to market volatility and continued uncertainty. The Barclays Capital Long
Municipal Bond Index returned (14.17)% while the Long Government/Credit and
the Long Barclays Capital Treasury Indices returned (1.36)% and 13.61%,
respectively. |
| | Municipal bond issuance remains
at increased levels; although we have seen a slow down in the furious pace of
the first half of the year beginning in September. Although issuance has been
stalled somewhat, municipalities have picked up their issuance again in order
to meet upcoming funding needs. During the six-month period, issuance totaled
over $367.7 billion compared to $400.42 billion for the same period a year
ago. |
| | Municipal bonds within California
underperformed the Barclays Capital Municipal Bond Index returning (6.33)%
and (4.98)%, respectively for the period. Year-to-date, California continues
to lead all other states in new issue volume. The states issuance has
decreased 20% from the same period last year to $51.6 billion. |
| | The Fund was generally positioned
with a significant portion of its exposure in longer dated maturities due to
the attractiveness of that portion of the curve. This detracted from
performance as long muni rates increased during this period. The shape of the
California State AAA insured municipal yield curve steepened during the
reporting period. Five-year maturity yields increased 26 basis points,
10-year yields increased 75 basis points, and 30-year yields increased 140
basis points. |
| Total Return (1) : | Market Price | Net Asset Value (NAV | ) | |
|---|---|---|---|---|
| Six Months | (52.98 | )% | (42.32 | )% |
| 1 Year | (51.12 | )% | (42.63 | )% |
| 5 Year | (8.41 | )% | (6.36 | )% |
| Commencement of Operations | ||||
| (6/28/02) to 11/30/08 | (6.54 | )% | (3.80 | )% |
Common Share Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 11/30/08
| Market
Price/NAV: — Market Price | $ 6.44 | |
| --- | --- | --- |
| NAV | $ 7.42 | |
| Discount to NAV | (13.21 | )% |
| Market Price Yield (2) | 13.04 | % |
Moodys Ratings (as a % of total investments)
(1) Past performance is no guarantee of future result. Returns are calculated by determining the percentage change in net asset value or market share price (as applicable) in the period covered. The calculation assumes that all of the Funds income dividends and capital gain distributions have been reinvested. Total return does not reflect broker commissions or sales charges. Total return for a period of less than one year is not annualized. Total return for a period of more than one year represents the average annual total return.
The Funds performance at market price will differ from its results at NAV. Although market price returns typically reflect investment results over time, during shorter periods returns at market price can also be influenced by factors such as changing views about the Fund, market conditions, supply and demand for the Funds shares, or changes in Fund distributions.
An investment in the Fund involves risk, including the loss of principal. Total return, market price, market price yield and net asset value will fluctuate with changes in market conditions. This data is provided for information only and is not intended for trading purposes. Closed-end funds, unlike open-end funds, are not continuously offered. There is a one-time public offering, and once issued, shares of closed-end funds are sold in the open market through a stock exchange. Net asset value is equal to total assets attributable to common shareholders less total liabilities divided by the number of common shares outstanding. Holdings are subject to change daily.
(2) Market Price Yield is determined by dividing the annualized current monthly per share dividend (comprised from net investment income) payable to common shareholders by the market price per common share at November 30, 2008.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 3
| PIMCO
New York Municipal Income Fund II Fund
Insights/Performance
& Statistics |
| --- |
| November 30, 2008 (unaudited) |
| | For the six-month period ended
November 30, 2008, PIMCO New York Municipal Income Fund II returned (32.61)%
on net asset value and (41.51)% on market price, compared to (41.54)% and
(32.08)%, respectively for the Lipper New York Municipal Debt FundsLeveraged
(the Benchmark) average. |
| --- | --- |
| | Municipal bond yields increased
across the curve in all but the shortest maturities during the six-month
reporting period ended November 30, 2008. |
| | Duration hedging strategies
significantly detracted from performance during the period. Thirty-year
Treasury and London Interbank Offered Rate (LIBOR) swaps rallied
significantly, while municipal rates increased as investors moved away from
risky assets. |
| | Municipal to Treasury yield
ratios moved higher during the period crossing all time high levels in
September, while continuing higher in October and November, continually
setting new records along the way. The 10-year ratio increased to 138% and
30-year ratio increased to 156%. |
| | Exposure to hospital related
munis detracted from performance as this sector underperformed the national
market during the period. |
| | Tobacco securitization sector
holdings detracted from performance as muni investors continue to focus
demand on the highest quality sectors of the market while avoiding lower
quality higher yielding securities such as tobacco bonds. |
| | Exposure to zero coupon
municipals detracted from performance as their longer durations caused
underperformance as rates moved higher during the period, especially in the
longer maturity portion of the yield curve. The Barclays Capital Zero Coupon
Index returned (15.16)% for the six-month period ended November 30, 2008. |
| | Long Municipals significantly
underperformed Long Treasuries and also underperformed the taxable debt
sector during the period as investors moved out of risky assets into
Treasuries due to market volatility and continued uncertainty. The Barclays
Capital Long Municipal Bond Index returned (14.77)% while the Long
Government/Credit and the Long Barclays Capital Treasury Indices returned
(1.36)% and 13.61%, respectively. |
| | Municipal bond issuance remains
at increased levels; although we have seen a slow down in the furious pace of
the first half of the year beginning in September. Although issuance has been
stalled somewhat, municipalities have picked up their issuance again in order
to meet upcoming funding needs. During the six-month period, issuance totaled
over $367.7 billion compared to $400.42 billion for the same period a year
ago. |
| | Municipal bonds within New York
performed in-line with the Barclays Capital Municipal Bond Index returning
(4.94)% and (4.98)%, respectively for the period. Year-to-date, issuers in
New York State have issued $38.1 billion in bonds, 37.5% higher than the same
period last year. New York now ranks second among states in terms of
issuance. |
| | The Fund was generally positioned
with a significant portion of its exposure in longer dated maturities due to
the attractiveness of that portion of the curve. This detracted from
performance as long muni rates increased over this period. The shape of the
New York Insured AAA municipal yield curve steepened during the period.
Five-year maturity AAA credits increased 17 basis points, 10-year maturities
increased 57 basis points, and 30-year maturities increased 105 basis points. |
| Total Return (1) : | Market Price | Net Asset Value (NAV | ) | |
|---|---|---|---|---|
| Six Months | (41.51 | )% | (32.61 | )% |
| 1 Year | (36.40 | )% | (32.32 | )% |
| 5 Year | (4.38 | )% | (3.30 | )% |
| Commencement of Operations | ||||
| (6/28/02) to 11/30/08 | (3.25 | )% | ( 1.20 | )% |
Common Share Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 11/30/08
| Market
Price/NAV: — Market Price | $ 8.14 | |
| --- | --- | --- |
| NAV | $ 8.92 | |
| Discount to NAV | (8.74 | )% |
| Market Price Yield (2) | 9.77 | % |
Moodys Ratings (as a % of total investments)
(1) Past performance is no guarantee of future results. Returns are calculated by determining the percentage change in net asset value or market share price (as applicable) in the period covered. The calculation assumes that all of the Funds income dividends and capital gain distributions have been reinvested. Total return does not reflect broker commissions or sales charges. Total return for a period of less than one year is not annualized. Total return for a period of more than one year represents the average annual total return.
The Funds performance at market price will differ from its results at NAV. Although market price returns typically reflect investment results over time, during shorter periods returns at market price can also be influenced by factors such as changing views about the Fund, market conditions, supply and demand for the Funds shares, or changes in Fund distributions.
An investment in the Fund involves risk, including the loss of principal. Total return, market price, market price yield and net asset value will fluctuate with changes in market conditions. This data is provided for information only and is not intended for trading purposes. Closed-end funds, unlike open-end funds, are not continuously offered. There is a one-time public offering, and once issued, shares of closed-end funds are sold in the open market through a stock exchange. Net asset value is equal to total assets attributable to common shareholders less total liabilities divided by the number of common shares outstanding. Holdings are subject to change daily.
(2) Market Price Yield is determined by dividing the annualized current monthly per share dividend (comprised from net investment income) payable to common shareholders by the market price per common share at November 30, 2008.
4 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| MUNICIPAL BONDS & NOTES92.7% | |||
| Alabama2.4% | |||
| $ 10,000 | Birmingham Baptist Medical Centers Special Care Facs. | ||
| Financing | |||
| Auth. Rev., 5.00%, 11/15/30, Ser. A | Baa1/NR | $ 6,781,000 | |
| 1,750 | Huntsville Health Care Auth. Rev., | ||
| 5.75%, | |||
| 6/1/32, Ser. B, (Pre-refunded @ $101, 6/1/12) (c) | A2/NR | 1,939,070 | |
| 13,580 | Jefferson Cnty. Sewer Rev., | ||
| 4.75%, | |||
| 2/1/38, Ser. B, (Pre-refunded @ $100, | |||
| 8/1/12) | |||
| (FGIC)(c) | Aaa/AAA | 14,519,329 | |
| Montgomery BMC Special Care Facs. Financing Auth. | |||
| Rev. | |||
| (MBIA), | |||
| 1,235 | 5.00%, | ||
| 11/15/29, Ser. B | A3/AA | 1,073,832 | |
| 2,200 | Baptist | ||
| Health, 5.00%, 11/15/24 | A3/AA | 2,185,612 | |
| 2,650 | Tuscaloosa Educational Building Auth. Rev., Stillman | ||
| College, | |||
| 5.00%, | |||
| 6/1/26 | NR/BBB- | 1,854,126 | |
| 28,352,969 | |||
| Alaska0.5% | |||
| 5,900 | Northern Tobacco Securitization Corp. Rev., | ||
| 5.00%, | |||
| 6/1/46, Ser. A | Baa3/NR | 3,280,872 | |
| 3,550 | State Housing Finance Corp. Rev., 5.25%, 6/1/32, | ||
| Ser. C | |||
| (MBIA) | Aa2/AA | 3,033,865 | |
| 6,314,737 | |||
| Arizona6.6% | |||
| Health Facs. Auth. Rev., | |||
| 6,500 | Beatitudes | ||
| Project, 5.20%, 10/1/37 | NR/NR | 3,940,755 | |
| 1,300 | Hospital | ||
| System, 5.75%, 12/1/32, (Pre-refunded @ $101, | |||
| 12/1/12) | |||
| (c) | NR/BBB | 1,447,251 | |
| Pima Cnty. Industrial Dev. Auth. Rev., | |||
| 3,500 | Center for | ||
| Academic Success, 5.50%, 7/1/37 (a)(d) | NR/BBB- | 2,378,880 | |
| 29,700 | Correctional | ||
| Facs., 5.00%, 9/1/39 | Aa2/AA | 25,572,294 | |
| 41,100 | Salt River Project Agricultural Improvement & Power | ||
| Dist. Rev., | |||
| 5.00%, | |||
| 1/1/37, Ser. A (h) | Aa1/AA | 37,234,956 | |
| 10,500 | Salt Verde Financial Corp. Rev., 5.00%, 12/1/37 | Aa3/AA- | 6,725,145 |
| 77,299,281 | |||
| Arkansas0.1% | |||
| 13,000 | Arkansas Dev. Finance Auth. Rev., zero coupon, 7/1/46, | ||
| (AMBAC) | Aa3/NR | 1,292,460 | |
| California4.9% | |||
| 9,610 | Alameda Corridor Transportation Auth. Rev., | ||
| zero | |||
| coupon, 10/1/16, Ser. A (AMBAC) | A3/AA | 6,685,389 | |
| Golden State Tobacco Securitization Corp. Rev., Ser. A-1, | |||
| 6,000 | 5.00%, | ||
| 6/1/33, | Baa3/BBB | 3,763,560 | |
| 9,000 | 6.75%, | ||
| 6/1/39, (Pre-refunded @ $100, 6/1/13) (c) | NR/AAA | 10,287,090 | |
| State, GO, | |||
| 28,600 | 5.00%, | ||
| 11/1/37 (h) | A1/A+ | 23,822,084 | |
| 9,550 | 5.00%, | ||
| 12/1/37 | A1/A+ | 7,954,099 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 5
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| California(continued) | |||
| $ 4,700 | Statewide Community Dev. Auth. Rev., Baptist Univ., | ||
| 9.00%, | |||
| 11/1/17, Ser. B (a)(d) | NR/NR | $ 4,335,609 | |
| 56,847,831 | |||
| Colorado4.9% | |||
| 11,250 | Denver City & Cnty. Rev., 5.00%, 11/15/25, Ser. B | ||
| (FSA) | Aaa/AAA | 10,363,725 | |
| E-470 Public Highway Auth. Rev., Ser. B (MBIA), | |||
| 20,000 | zero | ||
| coupon, 9/1/35 | Baa1/AA | 2,647,600 | |
| 15,000 | zero | ||
| coupon, 9/1/37 | Baa1/AA | 1,708,050 | |
| Health Facs. Auth. Rev., | |||
| 1,000 | American | ||
| Baptist Homes, 5.90%, 8/1/37, Ser. A | NR/NR | 666,240 | |
| 25,000 | Catholic | ||
| Health Initiatives, 5.50%, 3/1/32 | NR/AA | 25,669,000 | |
| 18,305 | Exempla, | ||
| Inc., 5.625%, 1/1/33, Ser. A | A1/A- | 14,808,928 | |
| 2,000 | Housing & Finance Auth. Rev., Evergreen Country Day | ||
| School, | |||
| 5.875%, | |||
| 6/1/37 (a)(d) | NR/BB | 1,403,220 | |
| 57,266,763 | |||
| Florida3.4% | |||
| 2,310 | Dev. Finance Corp. Rev., Learning Gate Community School, | ||
| 6.00%, | |||
| 2/15/37 | NR/BBB- | 1,683,805 | |
| 2,335 | Hillsborough Cnty. Industrial Dev. Auth. Pollution Control | ||
| Rev., | |||
| Tampa | |||
| Electric Co., 5.50%, 10/1/23 | Baa2/BBB- | 1,980,524 | |
| 7,135 | Jacksonville Health Facs. Auth. Rev., 5.25%, 11/15/32, | ||
| Ser. A | Aa1/AA | 6,078,949 | |
| 3,000 | Leesburg Hospital Rev., Leesburg Regional Medical Center | ||
| Project, | |||
| 5.50%, 7/1/32 | Baa1/BBB+ | 2,207,280 | |
| Orange Cnty. Health Facs. Auth. Rev., Adventist Health | |||
| System, | |||
| 2,550 | 5.625%, | ||
| 11/15/32, (Pre-refunded @ $101, 11/15/12) (c) | NR/NR | 2,824,252 | |
| 5,000 | 6.25%, | ||
| 11/15/24, (Pre-refunded @ $100, 11/15/12) (c) | NR/NR | 5,608,900 | |
| 500 | Sarasota Cnty. Health Fac. Auth. Rev., 5.75%, 7/1/37 | NR/NR | 325,045 |
| 6,205 | State Governmental Utility Auth. Rev., Barefoot Bay | ||
| Utilities | |||
| System, | |||
| 5.00%, 10/1/29 (AMBAC) | Baa1/NR | 5,610,747 | |
| 5,000 | Sumter Landing Community Dev. Dist. Rev., | ||
| 4.75%, | |||
| 10/1/35, Ser. A (MBIA) | Baa1/AA | 4,017,500 | |
| 10,000 | Tallahassee Rev., 5.00%, 10/1/37, Ser. 2617 (h) | Aa2/AA | 9,080,300 |
| 1,500 | Winter Springs Water & Sewer Rev., zero coupon, | ||
| 10/1/29 | |||
| (MBIA-FGIC) | NR/AA | 453,195 | |
| 39,870,497 | |||
| Georgia0.6% | |||
| 2,775 | Medical Center Hospital Auth. Rev., 5.25%, 7/1/37 | NR/NR | 1,693,055 |
| 9,600 | Richmond Cnty. Dev. Auth. Rev., zero coupon, 12/1/21 | Aaa/NR | 4,951,776 |
| 6,644,831 | |||
| Hawaii1.4% | |||
| 19,170 | Honolulu City & Cnty. Wastewater System Rev., First | ||
| Board | |||
| Resolution, | |||
| 4.75%, 7/1/28 (MBIA-FGIC) | Aa3/NR | 17,097,148 | |
| Illinois19.1% | |||
| Central Lake Cnty. JT Action Water Agcy. Rev., Ser. A | |||
| (AMBAC), | |||
| 2,935 | 5.125%, | ||
| 5/1/28 | Aa3/NR | 2,894,057 | |
| 675 | 5.125%, | ||
| 5/1/28 (Pre-refunded @ $100, 11/1/12) (c) | Aa3/NR | 741,670 |
6 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| Illinois(continued) | |||
| Chicago, GO (FGIC), | |||
| $ 1,635 | 5.125%, 1/1/29, | ||
| Ser. A | Aa3/AAA | $ 1,536,377 | |
| 4,065 | 5.50%, | ||
| 1/1/40 | Aa3/AA- | 3,912,725 | |
| Chicago, Lake Shore East, Special Assessment, | |||
| 3,162 | 6.625%, | ||
| 12/1/22 | NR/NR | 2,740,063 | |
| 6,700 | 6.75%, | ||
| 12/1/32 | NR/NR | 5,438,323 | |
| Chicago Board of Education School Reform, GO (MBIA-FGIC), | |||
| 15,535 | zero | ||
| coupon, 12/1/16, Ser. A | A1/AA | 10,599,064 | |
| 5,000 | zero | ||
| coupon, 12/1/28, Ser. A | A1/AA | 1,370,600 | |
| 4,500 | zero | ||
| coupon, 12/1/31 | A1/AA | 988,065 | |
| Chicago City Colleges, GO (FGIC), | |||
| 32,670 | zero | ||
| coupon, 1/1/37 | Aa3/AA | 5,262,157 | |
| 29,145 | zero | ||
| coupon, 1/1/38 | Aa3/AA | 4,374,082 | |
| 32,670 | zero | ||
| coupon, 1/1/39 | Aa3/AA | 4,566,939 | |
| 5,000 | Cicero, GO, 5.25%, 12/1/31 (MBIA) | Baa1/AA | 4,831,650 |
| 6,440 | Cook Cnty., GO, 5.00%, 11/15/28, Ser. A (MBIA-FGIC) | Aa2/AA | 6,112,461 |
| Finance Auth. Rev., | |||
| 2,500 | Christian | ||
| Homes, Inc., 5.75%, 5/15/31, Ser. A | NR/NR | 1,690,300 | |
| 250 | Leafs | ||
| Hockey Club, 6.00%, 3/1/37, Ser. A | NR/NR | 168,825 | |
| Regency | |||
| Park, | |||
| 10,000 | zero | ||
| coupon, 7/15/23 | NR/AAA | 4,628,800 | |
| 122,650 | zero | ||
| coupon, 7/15/25 | NR/AAA | 49,386,249 | |
| 1,500 | Sedgebrook, | ||
| Inc., 6.00%, 11/15/42, Ser. A | NR/NR | 1,009,380 | |
| Health Facs. Auth. Rev, | |||
| 5,000 | Condell | ||
| Medical Center, 5.50%, 5/15/32 | Baa3/NR | 3,524,200 | |
| 20,100 | Elmhurst | ||
| Memorial Healthcare, 5.625%, 1/1/28 | Baa1/NR | 16,554,762 | |
| Hillside, Tax Allocation, Mannheim Redev. Project, | |||
| 4,500 | 6.55%, | ||
| 1/1/20 | NR/NR | 3,895,200 | |
| 2,900 | 7.00%, | ||
| 1/1/28 | NR/NR | 2,353,002 | |
| Metropolitan Pier & Exposition Auth. Rev. (MBIA), | |||
| 60,000 | zero | ||
| coupon, 12/15/30 | A1/AAA | 15,037,800 | |
| 50,000 | zero | ||
| coupon, 12/15/33 | A1/AAA | 10,106,500 | |
| 2,460 | zero | ||
| coupon, 6/15/38 | A1/AAA | 362,506 | |
| 68,470 | State Sports Facs. Auth. Rev. zero coupon, 6/15/30 | ||
| (converts | |||
| to 5.50% on 6/16/10) (AMBAC) | Baa1/AA | 58,689,060 | |
| 222,774,817 | |||
| Indiana0.1% | |||
| 4,125 | Fort Wayne Pollution Control Rev., 6.20%, 10/15/25 | Caa3/CCC+ | 613,883 |
| 990 | Vigo Cnty. Hospital Auth. Rev., 5.80%, 9/1/47 (a)(d) | NR/NR | 633,095 |
| 1,246,978 | |||
| Iowa3.8% | |||
| Finance Auth. Rev., | |||
| Deerfield | |||
| Retirement Community, | |||
| 250 | 5.50%, | ||
| 11/15/27, Ser. A | NR/NR | 153,868 | |
| 1,075 | 5.50%, | ||
| 11/15/37 | NR/NR | 604,343 | |
| 4,500 | Edgewater LLC, 6.75%, 11/15/42 | NR/NR | 3,276,810 |
| 1,000 | Wedum Walnut Ridge LLC, 5.625%, 12/1/45, Ser. A | NR/NR | 570,230 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 7
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| Iowa(continued) | |||
| Tobacco Settlement Auth. of Iowa Rev., Ser. B, | |||
| $ 46,000 | 5.60%, | ||
| 6/1/34, | Baa3/BBB | $ 32,240,480 | |
| 7,050 | 5.60%, | ||
| 6/1/35, (Pre-refunded @ $101, 6/1/11) (c) | NR/AAA | 7,626,972 | |
| 44,472,703 | |||
| Kansas0.3% | |||
| 2,800 | Univ. of Kansas Hospital Auth. Rev., | ||
| 5.625%, | |||
| 9/1/32, (Pre-refunded @ $100, 9/1/12) (c) | NR/AAA | 3,109,736 | |
| Kentucky0.2% | |||
| 2,500 | Economic Dev. Finance Auth. Rev., Hospital Facs. Rev., | ||
| Catholic | |||
| Healthcare Partners, 5.25%, 10/1/30 | A1/AA- | 2,153,875 | |
| Louisiana4.8% | |||
| Public Facs. Auth. Rev., Ochsner Clinic Foundation, Ser. | |||
| B, | |||
| 20,400 | 5.50%, | ||
| 5/15/32, (Pre-refunded @ $100, 5/15/26) (c) | Aaa/NR | 21,651,132 | |
| 3,300 | 5.50%, | ||
| 5/15/47 | A3/NR | 2,424,147 | |
| 44,395 | Tobacco Settlement Financing Corp. Rev., 5.875%, | ||
| 5/15/39, | |||
| Ser. B | Baa3/BBB | 32,175,276 | |
| 56,250,555 | |||
| Maryland0.3% | |||
| Health & Higher Educational Facs. Auth. Rev., | |||
| 1,010 | 5.30%, | ||
| 1/1/37 | NR/NR | 543,370 | |
| 4,050 | 6.00%, | ||
| 1/1/43 | NR/BBB- | 2,878,173 | |
| 1,000 | Adventist Healthcare, 5.75%, 1/1/25, Ser. A | Baa2/NR | 796,060 |
| 4,217,603 | |||
| Massachusetts6.1% | |||
| 7,000 | Boston Rev., 5.00%, 11/1/28, Ser. D (MBIA-FGIC) | Aa2/AA+ | 6,776,700 |
| 4,610 | Dev. Finance Agcy. Rev., 6.75%, 10/15/37, Ser. A | NR/NR | 3,291,632 |
| 12,050 | State Water Res. Auth. Rev., 4.75%, 8/1/37, Ser. A | ||
| (FSA)(h) | Aaa/AAA | 10,171,526 | |
| State Turnpike Auth. Rev., Ser. A, | |||
| 4,295 | 4.75%, | ||
| 1/1/34 (AMBAC) | Baa1/AA | 3,262,997 | |
| 51,830 | 5.00%, | ||
| 1/1/37 (MBIA) | Baa1/AA | 40,473,529 | |
| 10,325 | 5.00%, | ||
| 1/1/39 (AMBAC) | Baa1/AA | 7,924,954 | |
| 71,901,338 | |||
| Michigan2.2% | |||
| 4,545 | Garden City Hospital Finance Auth. Rev., 5.00%, | ||
| 8/15/38, | |||
| Ser. A | NR/NR | 2,495,614 | |
| 800 | Public Educational Facs. Auth. Rev., 6.50%, 9/1/37 (a)(d) | NR/BBB- | 610,352 |
| 500 | Star International Academy, CP, 6.125%, 3/1/37 | NR/BB+ | 355,790 |
| State Hospital Finance Auth. Rev., | |||
| 5,000 | Ascension | ||
| Health, 5.25%, 11/15/26, Ser. B | Aa1/AA | 4,456,900 | |
| Oakwood | |||
| Group, Ser. A, | |||
| 13,500 | 5.75%, | ||
| 4/1/32 | A2/A | 11,397,780 | |
| 1,925 | 6.00%, | ||
| 4/1/22 | A2/A | 1,863,131 | |
| 6,000 | Tobacco Settlement Finance Auth. Rev., 6.00%, 6/1/48, Ser. | ||
| A | NR/BBB | 3,828,540 | |
| 25,008,107 | |||
| Minnesota0.5% | |||
| 1,300 | Meeker Cnty. Rev., 5.75%, 11/1/37 | NR/NR | 903,760 |
| 1,500 | Minneapolis Rev., Providence Project, 5.75%, 10/1/37, Ser. | ||
| A | NR/NR | 965,745 |
8 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| Minnesota(continued) | |||
| $ 280 | Minneapolis, Tax Allocation, Grant Park Project, 5.35%, | ||
| 2/1/30 | NR/NR | $ 191,962 | |
| North Oaks Presbyterian Homes Rev., | |||
| 2,640 | 6.00%, | ||
| 10/1/33 | NR/NR | 1,931,741 | |
| 1,530 | 6.125%, | ||
| 10/1/39 | NR/NR | 1,109,724 | |
| 500 | Oronoco Multifamily Housing Rev., 5.40%, 6/1/41 | NR/NR | 300,265 |
| 5,403,197 | |||
| Mississippi0.3% | |||
| 3,605 | Business Finance Corp., Pollution Control Rev., 5.875%, | ||
| 4/1/22 | Ba1/BBB | 2,851,014 | |
| 740 | Dev. Bank Special Obligation Projects & Equipment | ||
| Acquisitions | |||
| Rev., 5.00%, 7/1/24 (AMBAC) | Baa1/AA | 637,421 | |
| 3,488,435 | |||
| Missouri0.3% | |||
| 2,600 | Branson Regional Airport Transportation Dev. Dist. Rev., | ||
| 6.00%, | |||
| 7/1/37, Ser. A | NR/NR | 1,679,392 | |
| 740 | Hanley Road & North of Folk Ave. Transportation Dist. | ||
| Rev., | |||
| 5.00%, | |||
| 10/1/25 | NR/NR | 542,028 | |
| 1,500 | St. Louis Parking Rev., Downtown Parking Facs., | ||
| 6.00%, | |||
| 2/1/28, (Pre-refunded @ $100, 2/1/12) (c) | NR/NR | 1,646,085 | |
| 3,867,505 | |||
| Nevada0.2% | |||
| 1,450 | Clark Cnty., GO, 5.00%, 6/1/31 (FGIC) | Aa1/AA+ | 1,332,550 |
| 1,620 | State, GO, 5.00%, 5/15/28 (FGIC) | Aa1/AAA | 1,475,302 |
| 2,807,852 | |||
| New Hampshire0.3% | |||
| Health & Education Facs. Auth. Rev., Catholic Medical | |||
| Center, | |||
| 360 | 6.125%, | ||
| 7/1/32 | Baa1/BBB+ | 263,232 | |
| 2,640 | 6.125%, | ||
| 7/1/32, (Pre-refunded @ $101, 7/1/12) (c) | Baa1/BBB+ | 3,003,317 | |
| 3,266,549 | |||
| New Jersey2.4% | |||
| 950 | Burlington Cnty. Bridge Commission Rev., 5.625%, 1/1/38 | NR/NR | 627,437 |
| Economic Dev. Auth. Rev., | |||
| Arbor Glen, | |||
| 525 | 6.00%, | ||
| 5/15/28 | NR/NR | 402,775 | |
| 225 | 6.00%, | ||
| 5/15/28, Ser. A, (Pre-refunded @ $102, 5/15/09) | |||
| (c) | NR/NR | 234,412 | |
| Kapkowski | |||
| Road Landfill, Special Assessment, | |||
| 4,000 | 5.75%, | ||
| 10/1/21 | Baa3/NR | 3,461,920 | |
| 11,405 | 5.75%, | ||
| 4/1/31 | Baa3/NR | 8,905,138 | |
| 1,100 | Seabrook Village, | ||
| 5.25%, 11/15/36 | NR/NR | 665,885 | |
| Health Care Facs. Financing Auth. Rev., | |||
| 1,500 | St. Peters | ||
| Univ. Hospital, 5.75%, 7/1/37 | Baa2/BBB- | 1,113,615 | |
| 1,830 | Trinitas | ||
| Hospital, 5.25%, 7/1/30, Ser. A | Baa3/BBB- | 1,290,607 | |
| 3,500 | State Educational Facs. Auth. Rev., | ||
| Fairfield | |||
| Dickinson Univ., 6.00%, 7/1/25, Ser. D | NR/NR | 2,805,810 | |
| Tobacco Settlement Financing Corp. Rev., | |||
| 13,150 | 5.00%, | ||
| 6/1/41, Ser. 1A | Baa3/BBB | 7,361,107 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 9
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| New Jersey(continued) | |||
| $ 1,285 | 6.00%, | ||
| 6/1/37, (Pre-refunded @ $100, 6/1/12) (c) | Aaa/AAA | $ 1,438,712 | |
| 28,307,418 | |||
| New Mexico0.3% | |||
| 5,000 | Farmington Pollution Control Rev., 5.80%, 4/1/22 | Baa3/BB+ | 3,924,750 |
| New York1.0% | |||
| 1,200 | Erie Cnty. Industrial Dev. Agcy., Orchard Park Rev., | ||
| 6.00%, | |||
| 11/15/36 | NR/NR | 800,880 | |
| 10,000 | Liberty Dev. Corp. Rev., 5.25%, 10/1/35 (h) | Aa3/AA- | 7,156,000 |
| 1,100 | Nassau Cnty. Industrial Dev. Agcy. Rev., Amsterdam at | ||
| Harborside, | |||
| 6.70%, 1/1/43, Ser. A | NR/NR | 832,777 | |
| 2,830 | New York City Municipal Water Finance Auth. Rev., | ||
| 5.00%, | |||
| 6/15/37, Ser. D (h) | NR/AAA | 2,562,706 | |
| 11,352,363 | |||
| North Carolina0.1% | |||
| Medical Care Commission Rev., | |||
| 550 | Salemtowne, | ||
| 5.10%, 10/1/30 | NR/NR | 339,587 | |
| 1,000 | Village at | ||
| Brookwood, 5.25%, 1/1/32 | NR/NR | 637,210 | |
| 976,797 | |||
| North Dakota0.2% | |||
| 3,710 | Stark Cnty. Healthcare Rev., Benedictine Living | ||
| Communities, | |||
| 6.75%, | |||
| 1/1/33 | NR/NR | 2,761,613 | |
| Ohio0.6% | |||
| 7,500 | Lorain Cnty. Hospital Rev., Catholic Healthcare, 5.375%, | ||
| 10/1/30 | A1/AA- | 6,571,950 | |
| Pennsylvania5.3% | |||
| Allegheny Cnty. Hospital Dev. Auth. Rev., | |||
| 22,600 | 5.375%, | ||
| 11/15/40, Ser. A | Ba3/BB | 12,740,298 | |
| 470 | 9.25%, | ||
| 11/15/15, Ser. B, (Pre-refunded @ $102, 11/15/10) (c) | Ba3/AAA | 529,314 | |
| 1,000 | 9.25%, | ||
| 11/15/22, Ser. B, (Pre-refunded @ $102, 11/15/10) (c) | Ba3/AAA | 1,142,980 | |
| 5,700 | 9.25%, | ||
| 11/15/30, Ser. B, (Pre-refunded @ $102, 11/15/10) (c) | Ba3/AAA | 6,514,986 | |
| Cumberland Cnty. Auth., Retirement Community Rev., | |||
| Messiah | |||
| Village, Ser. A, | |||
| 750 | 5.625%, | ||
| 7/1/28 | NR/BBB- | 556,252 | |
| 670 | 6.00%, | ||
| 7/1/35 | NR/BBB- | 498,333 | |
| 4,500 | Wesley Affiliated Services, | ||
| 7.25%, | |||
| 1/1/35, Ser. A, (Pre-refunded @ $101, 1/1/13) (c) | NR/NR | 5,253,525 | |
| 3,250 | Harrisburg Auth. Rev., 6.00%, 9/1/36 | NR/NR | 2,367,235 |
| Montgomery Cnty. Higher Education & Health Auth. | |||
| Hospital Rev., | |||
| Abington | |||
| Memorial Hospital, Ser. A, | |||
| 5,000 | 5.125%, | ||
| 6/1/27 | NR/A | 4,052,150 | |
| 3,750 | 5.125%, | ||
| 6/1/32 | NR/A | 2,858,175 | |
| 11,600 | Philadelphia Hospitals & Higher Education Facs. Auth. | ||
| Hospital | |||
| Rev., | |||
| Temple | |||
| Univ. Hospital, 6.625%, 11/15/23, Ser. A | Baa3/BBB | 9,449,012 | |
| 17,000 | Philadelphia, GO, 5.25%, 12/15/32, Ser. A (FSA) | Aaa/AAA | 15,260,390 |
| 500 | Pittsburgh & Allegheny Cntys. Public Auditorium Auth. | ||
| Rev., | |||
| 5.00%, | |||
| 2/1/29 (AMBAC) | Baa1/AA | 469,155 | |
| 61,691,805 |
10 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | |||
|---|---|---|---|
| Rhode Island4.8% | |||
| $ 76,200 | Tobacco Settlement Financing Corp. Rev., 6.25%, 6/1/42, | ||
| Ser. A | Baa3/BBB | $ 56,094,630 | |
| South Carolina3.0% | |||
| Jobs-Economic Dev. Auth. Rev., Bon Secours, | |||
| 13,850 | 5.625%, | ||
| 11/15/30 | A3/A- | 11,467,938 | |
| 3,770 | 5.625%, | ||
| 11/15/30, (Pre-refunded @ $100, 11/15/12) (c) | A3/A- | 4,201,439 | |
| Lexington Cnty. Health Services Dist. Hospital Rev., | |||
| 10,800 | 5.50%, | ||
| 11/1/32, (Pre-refunded @ $100, 11/1/13) (c) | A2/A+ | 12,113,172 | |
| 3,400 | 5.50%, | ||
| 5/1/37, (Pre-refunded @ $100, 5/1/14) (c) | A2/A+ | 3,836,016 | |
| 3,250 | Tobacco Settlement Rev. Management Auth. Rev., | ||
| 6.375%, | |||
| 5/15/28, Ser. B, (Pre-refunded @ $101, 5/11/15) (c) | Baa3/BBB | 3,492,580 | |
| 35,111,145 | |||
| Tennessee0.5% | |||
| 3,000 | Energy Acquisition Corp. Rev., 5.00%, 2/1/23, Ser. C | Baa1/AA- | 2,020,980 |
| 3,750 | Knox Cnty. Health Educational & Housing Facs. Board | ||
| Rev., | |||
| 5.25%, | |||
| 10/1/30 | A1/AA- | 3,230,775 | |
| 500 | Sullivan Cnty. Health Educational & Housing Facs. | ||
| Rev., | |||
| 5.25%, | |||
| 9/1/36, Ser. C | NR/BBB+ | 324,370 | |
| 5,576,125 | |||
| Texas9.1% | |||
| 10 | Arlington Independent School Dist., GO, 5.00%, | ||
| 2/15/24 | |||
| (PSF-GTD) | Aaa/NR | 10,000 | |
| Aubrey Independent School Dist., GO (PSF-GTD), | |||
| 130 | 5.50%, | ||
| 2/15/33 | Aaa/NR | 131,892 | |
| 4,350 | 5.50%, | ||
| 2/15/33, (Pre-refunded @ $100, 8/15/14) (c) | Aaa/NR | 4,947,429 | |
| 6,500 | Brazos Cnty. Health Facs. Dev. Corp. Rev., Franciscan | ||
| Services | |||
| Corp., 5.375%, 1/1/32 | NR/A- | 4,754,165 | |
| 2,700 | Comal Cnty. Health Facs. Dev. Rev., McKenna Memorial | ||
| Hospital | |||
| Project, | |||
| 6.25%, | |||
| 2/1/32, (Pre-refunded @ $100, 2/1/13) (c) | NR/AAA | 3,082,752 | |
| 20,000 | Frisco Independent School Dist., GO, zero coupon, 8/15/34 | ||
| (PSF-GTD) | Aaa/NR | 3,912,800 | |
| 700 | HFDC of Central Texas, Inc. Rev., Village at Gleannloch | ||
| Farms, | |||
| 5.50%, | |||
| 2/15/37, Ser. A | NR/NR | 431,249 | |
| 5,500 | Houston Rev., 5.00%, 7/1/25, Ser. C (FGIC) | A1/AA | 4,912,930 |
| 770 | Keller Independent School Dist., GO, 4.875%, 8/15/31 | ||
| (PSF-GTD) | Aaa/AAA | 699,622 | |
| 3,170 | Little Elm Independent School Dist., GO, | ||
| 5.30%, | |||
| 8/15/29, Ser. A (PSF-GTD) | NR/AAA | 3,173,645 | |
| 6,250 | North Dallas Thruway Auth. Rev., 4.75%, 1/1/29 (FGIC) | A2/AA | 5,451,000 |
| North Harris Cnty. Regional Water Auth. Rev., | |||
| 10,300 | 5.25%, | ||
| 12/15/33 | A3/A+ | 8,872,832 | |
| 10,300 | 5.50%, | ||
| 12/15/38 | A3/A+ | 9,016,517 | |
| 5,000 | North Texas Tollway Auth. Rev., 5.625%, 1/1/33, Ser. B | A2/A- | 4,472,450 |
| 2,000 | Sabine River Auth. Rev., 5.20%, 5/1/28 | Caa1/CCC | 1,019,980 |
| 10,000 | San Antonio Electric & Gas Sys Rev., | ||
| 5.00%, | |||
| 2/1/32, Ser. 3247 (h) | Aa1/NR | 9,263,300 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 11
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| Texas(continued) | |||
| State, | |||
| Mobility Fund, GO (h), | |||
| $ 17,500 | 4.75%, | ||
| 4/1/36 | Aa1/AA | $ 15,323,350 | |
| 10,025 | 4.75%, | ||
| 4/1/35, Ser. A | Aa1/AA | 9,000,746 | |
| 1,000 | State | ||
| Public Finance Auth. Rev., 5.875%, 12/1/36, Ser. A | Baa3/BBB- | 729,430 | |
| State | |||
| Turnpike Auth. Central Turnpike System Rev., Ser. A | |||
| (AMBAC), | |||
| 10,000 | zero | ||
| coupon, 8/15/19 | Baa1/AA | 5,378,000 | |
| 8,880 | 5.00%, | ||
| 8/15/42 | Baa1/AA | 6,409,229 | |
| 3,250 | State Water | ||
| Financial Assistance, GO, 5.00%, 8/1/36 | Aa1/AA | 2,925,552 | |
| 4,150 | Willacy | ||
| Cnty. Rev., 6.875%, 9/1/28, Ser. A-1 | NR/NR | 2,964,428 | |
| 106,883,298 | |||
| Virginia0.1% | |||
| 2,050 | James City | ||
| Cnty. Economic Dev. Auth. Rev., 5.50%, | |||
| 7/1/37, | |||
| Ser. A | NR/NR | 1,274,546 | |
| Washington1.2% | |||
| 13,000 | Health Care | ||
| Facs. Auth. Rev., Virginia Mason Medical Center, | |||
| 6.125%, | |||
| 8/15/37, Ser. A | Baa2/BBB | 9,127,560 | |
| 6,800 | State | ||
| Housing Finance Commission Rev., Skyline at First Hill, | |||
| 5.625%, | |||
| 1/1/38, Ser. A | NR/NR | 4,194,988 | |
| 13,322,548 | |||
| Wisconsin0.8% | |||
| Badger | |||
| Tobacco Asset Securitization Corp. Rev., | |||
| 1,125 | 6.00%, | ||
| 6/1/17 | Baa3/BBB | 1,088,719 | |
| 7,080 | 6.125%, | ||
| 6/1/27 | Baa3/BBB | 6,691,308 | |
| Health | |||
| & Educational Facs. Auth. Rev., Froedert & Community | |||
| Health | |||
| Oblig., | |||
| 90 | 5.375%, | ||
| 10/1/30 | NR/AA- | 78,951 | |
| 910 | 5.375%, | ||
| 10/1/30, (Pre-refunded @ $101, 10/1/11) | |||
| (c) | NR/AA- | 991,536 | |
| 8,850,514 | |||
| Total | |||
| Municipal Bonds & Notes (cost$1,243,526,036) | 1,083,655,269 | ||
| VARIABLE RATE NOTES (f)1.2% | |||
| Florida0.2% | |||
| 2,830 | Highlands | ||
| Cnty. Health Facs. Auth. Rev., Adventist Health System, | |||
| 5.00%, | |||
| 11/15/31, Ser. C | A1/A+ | 2,270,990 | |
| Illinois0.4% | |||
| 5,000 | State, GO, | ||
| 8.12%, 4/1/27, Ser. 783 (FSA)(a)(d)(e) | Aaa/NR | 5,017,400 | |
| Massachusetts0.3% | |||
| 2,200 | State, GO, | ||
| 1.10%, 11/1/30, Ser. 785 (FGIC-TCRS)(a)(d)(e) | Aa2/NR | 3,018,290 | |
| Washington0.3% | |||
| 4,550 | Central | ||
| Puget Sound Regional Transit Auth. Sales Tax & | |||
| Motor Rev., | |||
| 3.27%, 2/1/28, Ser. 360 (FGIC)(a)(d)(e) | Aa2/NR | 3,797,840 | |
| Total | |||
| Variable Rate Notes (cost$14,778,778) | 14,104,520 |
12 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | ||
|---|---|---|
| U.S. TREASURY BILLS (g)6.1% | ||
| $ 71,160 | 0.01%-1.10%,12/11/08-2/26/09 | |
| (cost$71,150,807) | $ 71,150,807 | |
| Total Investments (cost$1,329,455,621) 100.0% | $ 1,168,910,596 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 13
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| CALIFORNIA MUNICIPAL BONDS & | |||
| NOTES90.1% | |||
| $ 2,000 | ABC Unified | ||
| School Dist., GO, zero coupon, 8/1/23, | |||
| Ser. B | |||
| (MBIA-FGIC) | A1/AA | $ 831,140 | |
| 1,000 | Alpine | ||
| Union School Dist., GO, zero coupon, 8/1/24, | |||
| Ser. B | |||
| (FSA) | Aaa/AAA | 432,780 | |
| Assoc. of | |||
| Bay Area Govt Finance Auth. Rev., Odd Fellows | |||
| Home (CA | |||
| Mtg. Ins.), | |||
| 5,300 | 5.20%, | ||
| 11/15/22 | NR/A+ | 5,141,318 | |
| 26,000 | 5.35%, | ||
| 11/15/32 | NR/A+ | 23,453,040 | |
| 2,000 | Bay Area | ||
| Govt Assoc., Lease Rev., 5.00%, 7/1/32, | |||
| Ser. 2002-1 | |||
| (AMBAC) | Baa1/AA | 1,777,040 | |
| 1,945 | Bay Area | ||
| Govt Assoc., Special Assessment, Windmere | |||
| Ranch | |||
| Dist., | |||
| 6.30%, | |||
| 9/2/25, (Pre-refunded @ $102, 9/2/11) | |||
| (c) | NR/AAA | 2,208,761 | |
| 1,085 | Capistrano | ||
| Unified School Dist., | |||
| Special | |||
| Tax, 5.70%, 9/1/20, (Pre-refunded @ $102, 9/1/09) (c) | NR/NR | 1,144,252 | |
| 2,300 | Ceres | ||
| Unified School Dist., GO, zero coupon, 8/1/27 (MBIA-FGIC) | NR/AA | 695,888 | |
| 1,160 | Chula Vista | ||
| Dist., Special Tax, | |||
| 6.05%, | |||
| 9/1/25, (Pre-refunded @ $102, 9/1/10) | |||
| (c) | NR/NR | 1,267,161 | |
| Chula Vista | |||
| Community Facs. Dist., Special Tax, | |||
| Eastlake | |||
| Woods, | |||
| 1,825 | 6.15%, | ||
| 9/1/26 | NR/NR | 1,463,376 | |
| 4,380 | 6.20%, | ||
| 9/1/33 | NR/NR | 3,438,388 | |
| 2,880 | Otay Ranch | ||
| Village, 5.125%, 9/1/36 | NR/NR | 1,929,485 | |
| Clovis | |||
| Unified School Dist., GO, Ser. B (MBIA-FGIC), | |||
| 2,000 | zero | ||
| coupon, 8/1/23 | NR/AA | 818,260 | |
| 3,535 | zero | ||
| coupon, 8/1/25 | NR/AA | 1,246,017 | |
| 2,500 | zero | ||
| coupon, 8/1/27 | NR/AA | 760,625 | |
| 1,410 | Community | ||
| College Financing Auth. Lease Rev., | |||
| 5.00%, | |||
| 8/1/27, Ser. A (AMBAC) | Baa1/AA | 1,219,269 | |
| Coronado | |||
| Community Dev. Agcy., Tax Allocation (AMBAC), | |||
| 9,945 | 4.875%, | ||
| 9/1/35 | NR/AA | 7,893,545 | |
| 10,000 | 4.875%, | ||
| 9/1/35 (h) | NR/AA | 7,937,200 | |
| Corona-Norco | |||
| Unified School Dist. Public Financing Auth., | |||
| Special | |||
| Tax, | |||
| 1,110 | 5.10%, | ||
| 9/1/25 (AMBAC) | Baa1/AA | 1,041,435 | |
| 210 | 5.55%, | ||
| 9/1/15, Ser. A | NR/NR | 198,238 | |
| 305 | 5.65%, | ||
| 9/1/16, Ser. A | NR/NR | 285,507 | |
| 160 | 5.75%, | ||
| 9/1/17, Ser. A | NR/NR | 148,346 | |
| 530 | 6.00%, | ||
| 9/1/20, Ser. A | NR/NR | 465,377 | |
| 1,000 | 6.00%, | ||
| 9/1/25, Ser. A | NR/NR | 787,160 | |
| 4,150 | 6.10%, | ||
| 9/1/32, Ser. A | NR/NR | 3,284,725 | |
| 3,000 | Dinuba | ||
| Financing Auth. Lease Rev., 5.10%, 8/1/32 (MBIA) | Baa1/AA | 2,876,490 | |
| Educational | |||
| Facs. Auth. Rev., Loyola Marymount Univ., | |||
| 3,475 | zero | ||
| coupon, 10/1/34, Ser. A (MBIA) | A2/NR | 662,648 | |
| 2,000 | Woodbury | ||
| Univ., 5.00%, 1/1/36 | Baa3/BBB- | 1,309,500 |
14 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| Empire | |||
| Union School Dist., Special Tax (AMBAC), | |||
| $ 1,560 | zero | ||
| coupon, 10/1/30 | Baa1/AA | $ 362,201 | |
| 1,265 | zero | ||
| coupon, 10/1/32 | Baa1/AA | 262,488 | |
| 1,000 | Escondido | ||
| Union School Dist., GO, zero coupon, 8/1/27 (FSA) | Aaa/AAA | 321,170 | |
| 2,440 | Eureka | ||
| Union School Dist., GO, zero coupon, 8/1/27 (FSA) | Aaa/AAA | 762,671 | |
| Foothill | |||
| Eastern Corridor Agcy. Toll Road Rev., | |||
| 7,100 | zero | ||
| coupon, 1/1/25, Ser. A | Aaa/AAA | 2,967,587 | |
| 3,270 | zero | ||
| coupon, 1/1/26, Ser. A | Aaa/AAA | 1,290,309 | |
| 1,500 | zero | ||
| coupon, 1/15/27 (MBIA-IBC) | Baa1/AA | 1,224,210 | |
| 1,440 | Fremont | ||
| Community Dist., Special Tax, 5.30%, 9/1/30 | NR/NR | 1,039,781 | |
| Golden | |||
| State Tobacco Securitization Corp. Rev., | |||
| 2,000 | zero | ||
| coupon, 6/1/37, Ser. A-2 | Baa3/BBB | 844,980 | |
| 8,000 | 5.00%, | ||
| 6/1/33, Ser. A-1 | Baa3/BBB | 5,018,080 | |
| 10,000 | 5.00%, | ||
| 6/1/35, Ser. A (FGIC) (h) | A2/A | 7,674,400 | |
| 45,000 | 5.00%, | ||
| 6/1/38, Ser. A (FGIC) (h) | A2/A | 32,496,300 | |
| 11,985 | 5.00%, | ||
| 6/1/45, Ser. A (AMBAC-TCRS) | A2/AA | 8,578,264 | |
| 6,000 | 5.00%, | ||
| 6/1/45, Ser. A (FGIC-TCRS) | A2/A | 4,201,620 | |
| 995 | 6.25%, | ||
| 6/1/33, Ser. A-1 | Aaa/AAA | 1,057,317 | |
| 31,200 | 6.75%, | ||
| 6/1/39, Ser. A-1, (Pre-refunded @ $100, | |||
| 6/1/13) (c) | NR/AAA | 35,661,912 | |
| Health | |||
| Facs. Finance Auth. Rev., | |||
| 4,000 | Adventist | ||
| Health System, 5.00%, 3/1/33 | NR/A | 3,070,560 | |
| 495 | Catholic | ||
| Healthcare West, 5.00%, 7/1/28, | A2/A | 379,947 | |
| 2,115 | Hope | ||
| Rehabilitation, 5.375%, 11/1/20 (CA Mtg. Ins.) | NR/A+ | 1,950,072 | |
| Paradise VY | |||
| Estates (CA Mtg. Ins.), | |||
| 5,500 | 5.125%, | ||
| 1/1/22 | NR/A+ | 4,854,685 | |
| 3,875 | 5.25%, | ||
| 1/1/26 | NR/A+ | 3,309,715 | |
| 1,750 | Huntington | ||
| Beach Community Facs. Dist., Special Tax, | |||
| 6.30%, | |||
| 9/1/32 | NR/NR | 1,409,397 | |
| 200 | Infrastructure | ||
| & Economic Dev. Bank Rev., Bay Area Toll | |||
| Bridges, | |||
| 5.00%, 7/1/36, (Pre-refunded @ $100, | |||
| 1/1/28) | |||
| (AMBAC)(c) | Aaa/AAA | 202,702 | |
| 7,000 | Irvine | ||
| Improvement Board Act 1915, Special Assessment, | |||
| 5.70%, | |||
| 9/2/26 | NR/NR | 5,388,250 | |
| 1,000 | Irvine | ||
| Unified School Dist., Special Tax, 5.125%, 9/1/36, Ser. A | NR/NR | 672,360 | |
| 1,900 | Jurupa | ||
| Unified School Dist., GO, zero coupon, 5/1/27 | |||
| (MBIA-FGIC) | NR/AA | 567,625 | |
| 2,450 | Kings | ||
| Canyon JT Unified School Dist., GO, zero coupon, | |||
| 8/1/27 | |||
| (MBIA-FGIC) | NR/AA | 772,754 | |
| 5,300 | Livermore-Amador | ||
| Valley Water Management Agcy. Rev., | |||
| 5.00%, | |||
| 8/1/31, Ser. A (AMBAC) | A1/AA | 4,604,587 | |
| Los | |||
| Angeles, CP (MBIA), | |||
| 9,895 | 5.00%, | ||
| 2/1/27 | A1/AA | 9,461,896 | |
| 2,685 | 5.00%, | ||
| 10/1/27, Ser. AU | A2/AA | 2,549,703 | |
| Los Angeles | |||
| Department of Water & Power Rev., | |||
| 15,000 | 4.75%, | ||
| 7/1/30, Ser. A-2 (FSA)(h) | Aaa/AAA | 12,856,050 | |
| 30,000 | 5.00%, | ||
| 7/1/35, Ser. A (FSA)(h) | Aaa/AAA | 26,537,400 | |
| 16,950 | 5.125%, | ||
| 7/1/41, Ser. A (FGIC-TCRS) | Aa3/AA | 15,068,380 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 15
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) — $ 1,000 | Manhattan Beach Unified School Dist., GO, zero coupon, | Credit Rating (Moodys/S&P) | |
|---|---|---|---|
| 9/1/25 | |||
| (MBIA-FGIC) | Aa3/AA | $ 368,610 | |
| Manteca Redev. Agcy., Tax Allocation, | |||
| 7,295 | 5.00%, | ||
| 10/1/32 (FSA) | Aaa/AAA | 6,556,965 | |
| 10,000 | 5.00%, | ||
| 10/1/36 (AMBAC) | Baa1/AA | 8,481,100 | |
| Manteca Unified School Dist., Special Tax (MBIA), | |||
| 2,365 | zero | ||
| coupon, 9/1/25 | Baa1/AA | 798,826 | |
| 5,330 | 5.00%, | ||
| 9/1/29, Ser. C | Baa1/AA | 4,817,094 | |
| 4,000 | Merced Cnty., CP, Juvenile Justice Correctional Fac., | ||
| 5.00%, | |||
| 6/1/32 (AMBAC) | A3/NR | 3,527,880 | |
| Modesto Elementary School Dist. Stanislaus Cnty., GO, | |||
| Ser. A | |||
| (MBIA-FGIC), | |||
| 2,615 | zero | ||
| coupon, 8/1/23 | A1/AA | 1,110,146 | |
| 2,705 | zero | ||
| coupon, 8/1/24 | A1/AA | 1,068,448 | |
| 2,000 | zero | ||
| coupon, 5/1/27 | A1/AA | 646,380 | |
| 2,150 | Modesto High School Dist. Stanislaus Cnty., GO, | ||
| zero | |||
| coupon, 8/1/26, Ser. A (MBIA-FGIC) | A1/AA | 722,615 | |
| 2,385 | Monrovia Financing Auth. Lease Rev., | ||
| Hillside | |||
| Wilderness Preserve, 5.125%, 12/1/31 (AMBAC) | Baa1/AA | 2,121,648 | |
| Montebello Unified School Dist., GO, | |||
| 1,485 | zero | ||
| coupon, 8/1/24 (FSA) | Aaa/AAA | 577,710 | |
| 1,500 | zero | ||
| coupon, 8/1/24 (MBIA-FGIC) | NR/AA | 569,490 | |
| 2,830 | zero | ||
| coupon, 8/1/25 (MBIA-FGIC) | NR/AA | 996,641 | |
| 2,775 | zero | ||
| coupon, 8/1/27 (MBIA-FGIC) | NR/AA | 842,407 | |
| 4,700 | Moreno Valley Unified School Dist. Community Facs. Dist., | ||
| Special | |||
| Tax, 5.20%, 9/1/36 | NR/NR | 3,206,387 | |
| 2,400 | Morgan Hill Unified School Dist., GO, zero coupon, | ||
| 8/1/23 | |||
| (FGIC) | NR/AAA | 1,124,256 | |
| 3,245 | Newark Unified School Dist., GO, zero coupon, | ||
| 8/1/26, | |||
| Ser. D (FSA) | Aaa/AAA | 1,109,498 | |
| 19,805 | Oakland, GO, 5.00%, 1/15/27, Ser. A (MBIA-FGIC)(h) | A1/A+ | 17,954,619 |
| Palmdale Community Redev. Agcy., Tax Allocation (AMBAC), | |||
| 1,230 | zero | ||
| coupon, 12/1/30 | Baa1/AA | 298,041 | |
| 1,230 | zero | ||
| coupon, 12/1/31 | Baa1/AA | 280,686 | |
| 1,225 | zero | ||
| coupon, 12/1/32 | Baa1/AA | 260,325 | |
| 1,750 | Paramount Unified School Dist., GO, zero coupon, 9/1/23, | ||
| Ser. B | |||
| (FSA) | Aaa/AAA | 744,642 | |
| Perris Public Financing Auth. Rev., Tax Allocation, Ser. | |||
| C, | |||
| 780 | 5.375%, | ||
| 10/1/20 | NR/A | 763,581 | |
| 1,800 | 5.625%, | ||
| 10/1/31 | NR/A | 1,678,464 | |
| 10,000 | Placentia-Yorba Linda Unified School Dist., CP, | ||
| 5.00%, | |||
| 10/1/32 (MBIA-FGIC) | A2/AA | 8,513,300 | |
| 10,150 | Placer Union High School Dist., GO, zero coupon, 8/1/33 | ||
| (FSA) | Aaa/AAA | 2,126,222 | |
| Poway Unified School Dist., Special Tax, | |||
| Community | |||
| Facs. Dist. No. 6, Area A, | |||
| 2,700 | 5.125%, | ||
| 9/1/28 | NR/BBB | 1,967,328 | |
| 3,000 | 5.60%, | ||
| 9/1/33 | NR/BBB | 2,354,160 | |
| 1,000 | 6.05%, | ||
| 9/1/25 | NR/NR | 803,110 | |
| 5,500 | 6.125%, | ||
| 9/1/33 | NR/NR | 4,286,590 |
16 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) — $ 1,000 | Community
Facs. Dist. No. 10, 5.65%, 9/1/25 | Credit Rating (Moodys/S&P) — NR/NR | $ 781,250 |
| --- | --- | --- | --- |
| 2,000 | Rancho Cucamonga Community Facs. Dist., | | |
| | Special
Tax, 6.375%, 9/1/31, Ser. A | NR/NR | 1,636,660 |
| 1,500 | Richmond Wastewater Rev., zero coupon, 8/1/30 (FGIC) | Baa3/AA- | 425,685 |
| 3,510 | Riverside, CP, 5.00%, 9/1/33 (AMBAC) | Baa1/AA | 3,024,778 |
| | Riverside Unified School Dist. Community Facs. Dist. No.
15, | | |
| | Special
Tax, Ser. A, | | |
| 1,000 | 5.15%,
9/1/25 | NR/NR | 752,950 |
| 1,000 | 5.25%,
9/1/30 | NR/NR | 710,770 |
| 1,000 | 5.25%,
9/1/35 | NR/NR | 690,910 |
| | Rocklin Unified School Dist., GO (FGIC), | | |
| 5,000 | zero
coupon, 8/1/24 (MBIA) | A1/AA | 1,960,000 |
| 4,000 | zero coupon,
8/1/25 (MBIA) | A1/AA | 1,458,000 |
| 4,000 | zero
coupon, 8/1/26 | A1/AA | 1,355,960 |
| 4,500 | zero
coupon, 8/1/27 (MBIA) | A1/AA | 1,419,345 |
| | Roseville Redev. Agcy., Tax Allocation (MBIA), | | |
| 3,730 | 5.00%,
9/1/27, Ser. B | A3/AA | 3,381,916 |
| 3,365 | 5.00%,
9/1/32 | A3/AA | 2,862,269 |
| 2,030 | 5.00%,
9/1/33 | A3/AA | 1,716,020 |
| 4,335 | Sacramento City Financing Auth. Rev., | | |
| | North
Natomas CFD No. 2, 6.25%, 9/1/23, Ser. A | NR/NR | 3,633,597 |
| | San Diego Cnty. Water Auth., CP, Ser. A (MBIA), | | |
| 8,285 | 5.00%,
5/1/28 | Aa3/AA+ | 7,527,834 |
| 8,000 | 5.00%,
5/1/29 | Aa3/AA+ | 7,214,080 |
| 1,200 | San Diego Community Facs. Dist. No. 3, | | |
| | Special
Tax, 5.60%, 9/1/21, Ser. A (a) | NR/NR | 1,045,980 |
| 1,000 | San Diego Public Facs. Financing Auth. Lease Rev. (MBIA), | | |
| | 5.00%,
5/15/29, Ser. A (FGIC) | A3/A+ | 864,040 |
| 1,500 | Fire &
Life Safety Facs., 5.00%, 4/1/32 | Baa1/AA | 1,170,390 |
| 11,000 | Water Rev., 5.00%, 8/1/32 | A3/AA | 9,212,830 |
| 5,585 | San Francisco City & Cnty. Airports Commission Rev., | | |
| | 4.50%,
5/1/28, Ser. 2 (MBIA) | A1/AA | 4,485,314 |
| 10,405 | San Joaquin Hills Transportation Corridor Agcy. Toll Road
Rev., | | |
| | zero
coupon, 1/1/25 | Aaa/AAA | 4,348,978 |
| | San Jose, Libraries & Parks, GO, | | |
| 14,970 | 5.00%,
9/1/32, Ser. 760 (MBIA)(h) | Aa1/AAA | 14,058,477 |
| 10,190 | 5.125%,
9/1/31 | Aa1/AAA | 9,785,966 |
| 9,150 | San Jose Unified School Dist., GO, | | |
| | Santa Clara
Cnty., 5.00%, 8/1/27, Ser. A (FSA)(h) | Aaa/AAA | 8,508,036 |
| | San Juan Unified School Dist., GO (FSA), | | |
| 1,770 | zero
coupon, 8/1/23 | Aaa/AAA | 751,418 |
| 6,105 | zero
coupon, 8/1/26 | Aaa/AAA | 2,087,361 |
| 2,300 | San Mateo Union High School Dist., GO, zero coupon, | | |
| | 9/1/20
(MBIA-FGIC) | Aa3/AA | 1,234,364 |
| 1,730 | San Rafael City High School Dist., GO, 5.00%, 8/1/27, | | |
| | Ser. B
(FSA) | Aaa/AAA | 1,662,893 |
| 3,280 | San Rafael Elementary School Dist., GO, 5.00%, 8/1/27, | | |
| | Ser. B
(FSA) | Aaa/AAA | 3,134,106 |
| | Santa Clara Unified School Dist., GO (MBIA), | | |
| 2,155 | 5.00%,
7/1/25 | Baa1/AA | 2,010,076 |
| 3,040 | 5.00%,
7/1/27 | Baa1/AA | 2,776,371 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 17
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) — $ 1,260 | Santa Cruz Cnty., CP, 5.25%, 8/1/32 | Credit Rating (Moodys/S&P) — A3/NR | $ 1,200,881 |
|---|---|---|---|
| Santa Margarita Water Dist., Special Tax, | |||
| 2,000 | 6.00%, | ||
| 9/1/30, (Pre-refunded @ $100, 9/1/13) (c) | NR/NR | 2,274,760 | |
| 815 | 6.25%, | ||
| 9/1/29, (Pre-refunded @ $102, 9/1/09) (c) | NR/NR | 860,917 | |
| 2,185 | 6.25%, | ||
| 9/1/29 | NR/NR | 1,803,084 | |
| 2,000 | Santa Monica Community College Dist., GO, | ||
| zero | |||
| coupon, 8/1/26, Ser. C (MBIA) | Aa2/AA | 660,900 | |
| Saugus Hart School Facs. Financing Auth. Community Facs. | |||
| Dist., | |||
| Special | |||
| Tax, | |||
| 1,140 | 6.10%, | ||
| 9/1/32 | NR/NR | 892,791 | |
| 2,155 | 6.125%, | ||
| 9/1/33 | NR/NR | 1,679,564 | |
| 1,000 | Shasta Union High School Dist., GO, zero coupon, 8/1/24 | ||
| (FGIC) | NR/AA | 392,000 | |
| 2,745 | South Tahoe JT Powers Parking Financing Auth. Rev., | ||
| 7.00%, | |||
| 12/1/27, Ser. A | NR/NR | 2,124,822 | |
| 1,800 | Southern Mono Health Care Dist., GO, zero coupon, | ||
| 8/1/26 | |||
| (MBIA) | Baa1/AA | 584,622 | |
| State, GO, | |||
| 400 | 5.00%, | ||
| 6/1/37 | A1/A+ | 333,448 | |
| 14,400 | 5.00%, | ||
| 11/1/37, Ser. 2670 (h) | A1/A+ | 11,994,336 | |
| 2,400 | 5.00%, | ||
| 12/1/37 | A1/A+ | 1,998,936 | |
| Statewide Community Dev. Auth. Rev., | |||
| 1,600 | Baptist | ||
| Univ., 5.50%, 11/1/38, Ser. A | NR/NR | 968,128 | |
| 3,495 | Bentley | ||
| School, 6.75%, 7/1/32 (a)(b) | NR/NR | 2,805,646 | |
| Catholic | |||
| Healthcare West, | |||
| 1,800 | 5.50%, | ||
| 7/1/31, Ser. D | A2/A | 1,517,490 | |
| 1,800 | 5.50%, | ||
| 7/1/31, Ser. E | A2/A | 1,517,472 | |
| 1,250 | Huntington | ||
| Park Chapter School, 5.25%, 7/1/42, Ser. A | NR/NR | 804,025 | |
| 9,700 | Jewish | ||
| Home, 5.50%, 11/15/33 (CA St. Mtg.) | NR/A+ | 8,196,112 | |
| 2,770 | Kaiser | ||
| Permanente, 5.50%, 11/1/32, Ser. A | NR/A+ | 2,287,134 | |
| 3,000 | Live Oak | ||
| School, 6.75%, 10/1/30 | NR/NR | 2,474,610 | |
| 500 | Peninsula | ||
| Project, 5.00%, 11/1/29 | NR/NR | 330,190 | |
| 1,170 | Wildwood | ||
| Elementary School, CP, 6.10%, 11/1/15 (a)(b) | NR/NR | 1,160,839 | |
| 1,365 | Windrush | ||
| School, 5.50%, 7/1/37 | NR/NR | 907,889 | |
| Statewide Financing Auth. Tobacco Settlement Rev., | |||
| 1,610 | 5.625%, | ||
| 5/1/29 | Baa3/NR | 1,253,466 | |
| 20,000 | 6.00%, | ||
| 5/1/37, Ser. B | Baa3/NR | 13,862,400 | |
| Tobacco Securitization Agcy. Rev., | |||
| 4,500 | Alameda Cnty., | ||
| 6.00%, 6/1/42 | Baa3/NR | 3,036,960 | |
| Fresno | |||
| Cnty., | |||
| 3,400 | 5.625%, | ||
| 6/1/23 | Baa3/BBB | 3,390,956 | |
| 10,000 | 6.00%, | ||
| 6/1/35 | Baa3/BBB | 7,086,100 | |
| 6,600 | Gold Cnty., | ||
| zero coupon, 6/1/33 | NR/BBB | 626,274 | |
| 1,800 | Stanislaus | ||
| Funding, 5.875%, 6/1/43, Ser. A | Baa3/NR | 1,188,756 | |
| 8,000 | Tobacco Securitization Auth. of Southern California Rev., | ||
| 5.00%, | |||
| 6/1/37, Ser. A-1 | Baa3/BBB | 4,701,600 | |
| 995 | Tracy Community Facs. Dist., Special Tax, | ||
| South | |||
| Macarthur Area, 6.00%, 9/1/27 | NR/NR | 801,542 |
18 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| Univ. Rev., | |||
| $ 5,500 | 4.75%, | ||
| 5/15/35, Ser. F (FSA)(h) | NR/AAA | $ 4,630,835 | |
| 5,000 | 4.75%, | ||
| 5/15/35, Ser. G (FGIC)(h) | Aa1/AA | 4,117,200 | |
| 5,650 | 4.75%, | ||
| 5/15/38, Ser. B | Aa2/AA- | 4,638,876 | |
| 10,000 | Ventura Cnty. Community College Dist. GO, | ||
| 5.00%, | |||
| 8/1/27, Ser. A (MBIA) (h) | Aa3/AA | 9,498,800 | |
| 1,555 | Ventura Unified School Dist., GO, 5.00%, 8/1/32, Ser. F | ||
| (FSA) | Aaa/AAA | 1,431,455 | |
| Victor Elementary School Dist., GO, Ser. A (MBIA-FGIC), | |||
| 1,125 | zero | ||
| coupon, 8/1/24 | A2/AA | 431,066 | |
| 2,410 | zero | ||
| coupon, 8/1/26 | A2/AA | 796,240 | |
| 1,000 | Vista Unified School Dist., GO, zero coupon, 8/1/26, Ser. | ||
| A (FSA) | Aaa/AAA | 344,850 | |
| West Contra Costa Unified School Dist., GO, Ser. A (MBIA), | |||
| 2,740 | 5.00%, | ||
| 8/1/26 | Baa1/AA | 2,512,772 | |
| 2,690 | 5.00%, | ||
| 8/1/28 | Baa1/AA | 2,313,319 | |
| 1,890 | 5.00%, | ||
| 8/1/31 | Baa1/AA | 1,587,146 | |
| 2,000 | William S. Hart JT School Financing Auth. Rev., 5.625%, | ||
| 9/1/34 | NR/BBB+ | 1,568,740 | |
| 2,110 | Yuba City Unified School Dist., GO, zero coupon, 9/1/25 | ||
| (MBIA-FGIC) | A3/AA | 777,767 | |
| Total California Municipal Bonds & Notes | |||
| (cost$665,086,980) | 580,869,853 | ||
| OTHER MUNICIPAL BONDS & NOTES3.4% | |||
| Iowa1.7% | |||
| 16,100 | Tobacco Settlement Auth. of Iowa Rev., 5.60%, 6/1/34, Ser. | ||
| B | Baa3/BBB | 11,284,168 | |
| New York0.3% | |||
| 1,900 | New York City Municipal Water Finance Auth. Rev. Ser. D | ||
| 5.00%, | |||
| 6/15/37, Ser. 3240 (h) | Aa2/AAA | 1,720,545 | |
| Pennsylvania0.4% | |||
| 4,300 | Allegheny Cnty. Hospital Dev. Auth. Rev., 5.375%, | ||
| 11/15/40, | |||
| Ser. A | Ba3/BB | 2,424,039 | |
| Puerto Rico1.0% | |||
| 2,200 | Aqueduct & Sewer Auth. Rev., 6.00%, 7/1/38, Ser. A | Baa3/BBB- | 1,927,750 |
| 2,505 | Public Building Auth. Rev., Govt Facs., 5.00%, 7/1/36, | ||
| Ser. I | |||
| (GTD) | Baa3/BBB- | 1,955,077 | |
| Sales Tax Financing Corp. Rev., Ser. A (AMBAC), | |||
| 32,600 | zero | ||
| coupon, 8/1/47 | A1/AA | 2,100,418 | |
| 12,500 | zero | ||
| coupon, 8/1/54 | A1/A+ | 418,375 | |
| 6,401,620 | |||
| Total Other Municipal Bonds & Notes (cost$31,929,020) | 21,830,372 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 19
| PIMCO
California Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| OTHER VARIABLE RATE NOTES (f)0.8% | |||
| Puerto Rico0.8% | |||
| $ 5,300 | Public Finance Corp. Rev., 5.75%, 8/1/27, Ser. A | ||
| (cost$5,496,535) | Ba1/BBB- | $ 5,275,408 | |
| U.S. TREASURY BILLS (g)5.7% | |||
| 36,470 | 0.01%-1.10%, 12/11/08-2/26/09 (cost$36,465,321) | 36,465,321 | |
| Total Investments (cost$738,977,856) 100.0% | $ 644,440,954 |
20 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
New York Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) | Credit Rating (Moodys/S&P) | ||
|---|---|---|---|
| NEW YORK MUNICIPAL BONDS & | |||
| NOTES87.2% | |||
| $ 250 | Buffalo Municipal | ||
| Water Finance Auth., | |||
| Water | |||
| System Rev., 5.00%, 7/1/27, Ser. B, (Pre-refunded | |||
| @ $100, | |||
| 7/1/12) (FSA)(c) | Aaa/AAA | $ 274,315 | |
| 2,400 | Erie Cnty. | ||
| Industrial Dev. Agcy., Orchard Park Rev., 6.00%, | |||
| 11/15/36 | NR/NR | 1,601,760 | |
| 10,000 | Erie Cnty. | ||
| Tobacco Asset Securitization Corp. Rev., | |||
| 6.50%, | |||
| 7/15/32, (Pre-refunded @ $101, 7/15/10) (c) | NR/AAA | 10,837,400 | |
| 1,700 | Liberty | ||
| Dev. Corp. Rev., | |||
| 5.50%, | |||
| 10/1/37 | Aa3/AA- | 1,256,011 | |
| 2,500 | Goldman | ||
| Sachs Headquarters, | |||
| 5.25%, | |||
| 10/1/35, Ser. 1251 (h) | Aa3/AA- | 1,789,000 | |
| Metropolitan | |||
| Transportation Auth. Rev., | |||
| 1,850 | 5.00%, | ||
| 11/15/30, Ser. A (FSA) | Aaa/AAA | 1,573,036 | |
| 10,000 | 5.25%, | ||
| 11/15/31, Ser. E | A2/A | 8,719,700 | |
| 7,000 | 5.35%, 7/1/31, | ||
| Ser. B | A1/AAA | 6,273,330 | |
| 3,570 | Mortgage | ||
| Agcy. Rev., 4.75%, 10/1/27, Ser. 128 | Aa1/NR | 2,903,481 | |
| 2,400 | Nassau | ||
| Cnty. Industrial Dev. Agcy. Rev., | |||
| Amsterdam | |||
| at Harborside, 6.70%, 1/1/43, Ser. A | NR/NR | 1,816,968 | |
| New York | |||
| City Health & Hospital Corp. Rev., | |||
| 1,100 | 5.375%, | ||
| 2/15/26, Ser. A | A1/A+ | 994,433 | |
| 2,000 | 5.45%, | ||
| 2/15/26, Ser. A | A1/A+ | 1,823,680 | |
| New York | |||
| City Industrial Dev. Agcy. Rev., | |||
| 975 | Eger | ||
| Harbor, 4.95%, 11/20/32, (GNMA) | NR/AA+ | 812,565 | |
| 1,415 | Liberty | ||
| Interactive Corp., 5.00%, 9/1/35 | Ba2/BB+ | 945,914 | |
| 1,205 | Staten | ||
| Island Univ. Hospital, 6.45%, 7/1/32 | B2/NR | 887,892 | |
| 1,500 | United | ||
| Jewish Appeal Fed., 5.00%, 7/1/27 | Aa1/NR | 1,450,605 | |
| Yankee | |||
| Stadium, | |||
| 5,000 | 5.00%, | ||
| 3/1/31, (FGIC) | Baa3/BBB- | 3,922,500 | |
| 2,400 | 5.00%, | ||
| 3/1/36, (MBIA) | Baa1/AA | 1,820,304 | |
| New York | |||
| City Municipal Water Finance Auth., | |||
| Water & | |||
| Sewer System Rev. (h), | |||
| 7,500 | 4.50%, | ||
| 6/15/33, Ser. C | Aa2/AA+ | 6,091,050 | |
| 15,000 | 5.00%, 6/15/32, | ||
| Ser. A | NR/AAA | 14,047,950 | |
| 10,000 | New York | ||
| City Transitional Finance Auth. Rev., 5.00%, | |||
| 11/1/27, | |||
| Ser. B | Aa1/AAA | 9,609,300 | |
| 7,785 | New York | ||
| City Trust for Cultural Res. Rev., 5.00%, 2/1/34, | |||
| (MBIA-FGIC) | Aa3/AA | 6,993,421 | |
| 4,000 | New York | ||
| City, GO, 5.00%, 3/1/33, Ser. I | Aa3/AA | 3,458,600 | |
| 3,600 | Port Auth. | ||
| of New York & New Jersey Rev., | |||
| 5.00%, | |||
| 4/15/32, Ser. 125 (FSA) | Aaa/AAA | 3,382,596 | |
| State | |||
| Dormitory Auth. Rev., | |||
| 80 | 5.25%, | ||
| 9/1/28, (Pre-refunded @ $102, 9/1/09) (Radian)(c) | A3/AA | 84,103 | |
| 1,320 | 5.25%, | ||
| 9/1/28, (Radian) | A3/AA | 1,213,885 | |
| 7,490 | 5.50%, | ||
| 5/15/31, Ser. A (AMBAC) | Aa3/AA | 7,319,902 | |
| 2,600 | Catholic | ||
| Health of Long Island, 5.10%, 7/1/34 | Baa1/BBB | 1,813,942 | |
| 2,000 | Kaleida | ||
| Health Hospital, 5.05%, 2/15/25, (FHA) | NR/AAA | 1,776,540 | |
| 5,300 | Lenox Hill | ||
| Hospital, 5.50%, 7/1/30 | Ba1/NR | 3,521,161 | |
| 1,000 | New York | ||
| Univ. Hospital, 5.625%, 7/1/37, Ser. B | Ba2/BB | 697,810 | |
| 5,850 | North | ||
| General Hospital, 5.00%, 2/15/25 | NR/AA- | 5,411,952 | |
| 5,000 | Rochester | ||
| General Hospital, 5.00%, 12/1/35, (Radian) | A3/BBB+ | 3,805,850 | |
| 4,270 | Teachers | ||
| College, 5.00%, 7/1/32, (MBIA) | A1/NR | 4,011,067 | |
| 2,000 | Yeshiva | ||
| Univ., 5.125%, 7/1/34, (AMBAC) | Aa2/NR | 1,889,720 |
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 21
| PIMCO
New York Municipal Income Fund II Schedule
of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Principal Amount (000) — $ 2,000 | State
Environmental Facs. Corp., | Credit Rating (Moodys/S&P) | |
| --- | --- | --- | --- |
| | State Clean
Water & Drinking Rev., 5.125%, 6/15/31 | Aaa/AAA | $ 1,923,720 |
| | Tobacco
Settlement Asset Backed, Inc. Rev., | | |
| 25,000 | 5.00%,
6/1/34, Ser. 1 | NR/BBB | 17,592,250 |
| 25,000 | 5.75%,
7/15/32, Ser. 1, (Pre-refunded @ $100, 7/15/12) (c) | Aaa/AAA | 28,013,000 |
| 10,000 | 6.375%,
7/15/39, Ser. 1, (Pre-refunded @ $101, 7/15/09) (c) | Aaa/AAA | 10,428,900 |
| 710 | Triborough
Bridge & Tunnel Auth. Rev., 5.00%, 1/1/32, | | |
| | (FGIC-TCRS) | Aa2/AA- | 644,524 |
| 1,815 | Ulster
Cnty. Industrial Dev. Agcy. Rev., 6.00%, 9/15/37, Ser. A | NR/NR | 1,257,704 |
| 2,000 | Warren
& Washington Cntys. Industrial Dev. Agcy. Rev., | | |
| | Glens Falls
Hospital, 5.00%, 12/1/35, Ser. A (FSA) | Aaa/AAA | 1,772,740 |
| 750 | Westchester
Cnty. Industrial Dev. Agcy. Continuing Care | | |
| | Retirement
Rev., Kendal on Hudson, 6.50%, 1/1/34, | | |
| | (Pre-refunded
@ $100, 1/1/13) (c) | NR/NR | 863,085 |
| | Total New
York Municipal Bonds & Notes (cost$206,139,420) | | 187,327,666 |
| OTHER MUNICIPAL BONDS &
NOTES7.3% | | | |
| | California3.2% | | |
| | Alameda
Unified School Dist., GO, Alameda Cnty.(FSA), | | |
| 3,500 | zero
coupon, 8/1/24, Ser. A | Aaa/AAA | 1,365,210 |
| 3,000 | zero
coupon, 8/1/25, Ser. A | Aaa/AAA | 1,089,540 |
| 3,130 | Covina
Valley Unified School Dist., | | |
| | GO, zero
coupon, 6/1/25, Ser. B (MBIA-FGIC) | NR/AA | 1,143,295 |
| 5,000 | Tobacco
Securitization Agcy. Rev., | | |
| | Los Angeles
Cnty., zero coupon, 6/1/28 | Baa3/NR | 3,258,350 |
| | | | 6,856,395 |
| | Puerto Rico4.1% | | |
| 4,600 | Aqueduct
& Sewer Auth. Rev., 6.00%, 7/1/38, Ser. A | Baa3/BBB- | 4,030,750 |
| 5,675 | Childrens
Trust Fund Tobacco Settlement Rev., 5.625%, | | |
| | 5/15/43 | Baa3/BBB | 3,947,587 |
| | Sales Tax
Financing Corp. Rev., | | |
| 14,250 | zero
coupon, 8/1/54, Ser. A (AMBAC) | A1/A+ | 476,947 |
| 12,900 | zero
coupon, 8/1/56, Ser. A | A1/A+ | 355,395 |
| | | | 8,810,679 |
| | Total Other
Municipal Bonds & Notes (cost$21,112,875) | | 15,667,074 |
| NEW YORK VARIABLE RATE NOTES (a)(d)(f) 0.3% | | | |
| 1,300 | State Urban
Dev. Corp. Rev., 19.167%, 3/15/35 | | |
| | (cost$1,405,204) | NR/AAA | 682,760 |
| OTHER VARIABLE RATE NOTES (f) 1.4% | | | |
| | California0.5% | | |
| 2,000 | Golden
State Tobacco Securitization Corp. Rev., | | |
| | 5.00%,
6/1/35, Ser. A (FGIC) (a)(d) | A2/A | 1,069,760 |
| | Puerto Rico0.9% | | |
| 1,900 | Public
Finance Corp. Rev., 5.75%, 8/1/27, Ser. A | Ba1/BBB- | 1,891,184 |
| | Total Other
Variable Rate Notes (cost$3,970,456) | | 2,960,944 |
| U.S. TREASURY BILLS (g) 3.8% | | | |
| 8,140 | 0.12%-1.10%,12/26/08-2/26/09
(cost$8,138,717) | | 8,138,717 |
| | Total Investments (cost$240,766,672) 100.0% | | $214,777,161 |
22 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Funds II Notes
to Schedule of Investments |
| --- |
| November 30, 2008 (unaudited) |
| Notes to
Schedules of Investments: | |
| --- | --- |
| (a) | Private PlacementRestricted as
to resale and may not have a readily available market. Securities with an
aggregate value of $21,194,686, representing 1.81% of total investments in
Municipal Income II. Securities with an aggregate value of $5,012,465,
representing 0.78% of total investments in California Municipal Income II.
Securities with an aggregate value of $1,752,520, representing 0.82% of total
investments in New York Municipal II. |
| (b) | Illiquid security. |
| (c) | Pre-refunded bonds are
collateralized by U.S. Government or other eligible securities which are held
in escrow and used to pay principal and interest and retire the bonds at the
earliest refunding date (payment date) and/or whose interest rates vary with
changes in a designated base rate (such as the prime interest rate). |
| (d) | 144A SecuritySecurity exempt
from registration, under Rule 144A of the Securities Act of 1933. These
securities may be resold in transactions exempt from registration, typically
only to qualified institutional buyers. Unless otherwise indicated, these
securities are not considered to be illiquid. |
| (e) | Inverse FloaterThe
interest rate shown bears an inverse relationship to the interest rate on
another security or the value of an index. The interest rate disclosed
reflects the rate in effect on November 30, 2008. |
| (f) | Variable Rate NotesInstruments
whose interest rates change on specified date (such as a coupon date or
interest payment date) and/or whose interest rates vary with changes in a
designated base rate (such as the prime interest rate). The interest rate
disclosed reflects the rate in effect on November 30, 2008. |
| (g) | All or
partial amount segregated as collateral for swaps. |
| (h) | Residual Interest Bonds Held in
TrustSecurities represent underlying bonds transferred to a separate
securitization trust established in a tender option bond transaction in which
the Funds acquired the residual interest certificates. These securities serve
as collateral in a financing transaction. |
| Glossary: |
|---|
| AMBAC insured by American |
| Municipal Bond Assurance Corp. |
| CA Mtg. Ins. insured by |
| California Mortgage Insurance |
| CA St. Mtg. insured by |
| California State Mortgage |
| CP Certificates of |
| Participation |
| FGIC insured by Financial Guaranty |
| Insurance Co. |
| FHA insured by Federal Housing |
| Administration |
| FSA insured by Financial |
| Security Assurance, Inc. |
| GNMA insured by Government |
| National Mortgage Association |
| GO General Obligation Bond |
| GTD Guaranteed |
| IBC Insurance Bond Certificate |
| MBIA insured by Municipal Bond |
| Investors Assurance |
| NR Not Rated |
| PSF Public School Fund |
| Radian insured by Radian |
| Guaranty, Inc. |
| TCRS Temporary Custodian |
| Receipts |
See accompanying Notes to Financial Statements | 11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 23
| PIMCO
Municipal Income Funds II Statements
of Assets and Liabilities |
| --- |
| November 30, 2008 (unaudited) |
| Assets: | ||||||
| Investments, | ||||||
| at value (cost$1,329,455,621, $738,977,856 and $240,766,672, | ||||||
| respectively) | $1,168,910,596 | $644,440,954 | $214,777,161 | |||
| Cash | | 6,866,853 | | |||
| Premium | ||||||
| for swaps purchased | 39,583,727 | 21,398,729 | 6,520,624 | |||
| Interest | ||||||
| receivable | 20,852,855 | 17,531,414 | 4,374,927 | |||
| Receivable | ||||||
| for investments sold | 70,000 | 51,374 | | |||
| Prepaid | ||||||
| expenses and other assets | 52,401 | 401,469 | 358,396 | |||
| Total | ||||||
| Assets | 1,229,469,579 | 690,690,793 | 226,031,108 | |||
| Liabilities: | ||||||
| Unrealized | ||||||
| depreciation on swaps | 89,128,259 | 49,067,968 | 14,172,628 | |||
| Payable | ||||||
| for floating rate notes | 81,697,152 | 110,420,820 | 13,552,563 | |||
| Premium | ||||||
| for swaps sold | 48,000,000 | 26,000,000 | 8,000,000 | |||
| Payable | ||||||
| to custodian for cash overdraft | 4,623,983 | | 3,951,192 | |||
| Dividends | ||||||
| payable to common and preferred shareholders | 3,960,485 | 2,211,247 | 724,919 | |||
| Interest | ||||||
| payable | 3,403,811 | 8,708,932 | 480,619 | |||
| Investment | ||||||
| management fees payable | 527,146 | 261,990 | 97,542 | |||
| Accrued | ||||||
| expenses and other payables | 727,013 | 5,382,142 | 115,969 | |||
| Total | ||||||
| Liabilities | 232,067,849 | 202,053,099 | 41,095,432 | |||
| Preferred | ||||||
| shares ($0.00001 par value and $25,000 net asset and liquidation | ||||||
| value per share applicable to an aggregate of 20,200, 10,400 and | ||||||
| 3,600 shares issued and outstanding, respectively) | 505,000,000 | 260,000,000 | 90,000,000 | |||
| Net | ||||||
| Assets Applicable to Common Shareholders | $492,401,730 | $228,637,694 | $94,935,676 | |||
| Composition | ||||||
| of Net Assets Applicable to Common Shareholders: | ||||||
| Common | ||||||
| Stock: | ||||||
| Par | ||||||
| value ($0.00001 per share) | $593 | $308 | $106 | |||
| Paid-in-capital | ||||||
| in excess of par | 843,249,612 | 436,051,623 | 151,085,082 | |||
| Undistributed | ||||||
| (dividends in excess of) net investment income | 2,499,400 | (4,204,630 | ) | (1,091,114 | ) | |
| Accumulated | ||||||
| net realized loss | (103,674,286 | ) | (65,242,666 | ) | (14,635,408 | ) |
| Net | ||||||
| unrealized depreciation of investments and swaps | (249,673,589 | ) | (137,966,941 | ) | (40,422,990 | ) |
| Net | ||||||
| Assets Applicable to Common Shareholders | $492,401,730 | $228,637,694 | $94,935,676 | |||
| Common | ||||||
| Shares Outstanding | 59,311,427 | 30,815,157 | 10,648,543 | |||
| Net | ||||||
| Asset Value Per Common Share | $8.30 | $7.42 | $8.92 |
24 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08 | See accompanying Notes to Financial Statements
| PIMCO
Municipal Income Funds II Statements
of Operations |
| --- |
| For the six months ended
November 30, 2008 (unaudited) |
| Investment | ||||||
| Income: | ||||||
| Interest | $39,684,097 | $21,391,691 | $6,530,564 | |||
| Expenses: | ||||||
| Investment | ||||||
| management fees | 3,963,395 | 1,987,390 | 714,566 | |||
| Interest | ||||||
| expense | 2,453,651 | 3,355,022 | 254,151 | |||
| Auction | ||||||
| agent fees and commissions | 646,615 | 334,930 | 123,517 | |||
| Custodian | ||||||
| and accounting agent fees | 80,565 | 52,743 | 18,198 | |||
| Legal | ||||||
| fees | 75,983 | 50,883 | 31,904 | |||
| Shareholder | ||||||
| communications | 74,790 | 40,644 | 4,215 | |||
| Trustees fees | ||||||
| and expenses | 62,903 | 35,785 | 20,869 | |||
| Audit | ||||||
| and tax services | 45,483 | 28,929 | 13,899 | |||
| New | ||||||
| York Stock Exchange listing fees | 28,618 | 14,975 | 12,938 | |||
| Transfer | ||||||
| agent fees | 18,168 | 12,087 | 18,256 | |||
| Insurance | ||||||
| expense | 4,237 | 2,336 | 1,112 | |||
| Miscellaneous | 6,745 | 6,357 | 3,300 | |||
| Total | ||||||
| expenses | 7,461,153 | 5,922,081 | 1,216,925 | |||
| Less: | ||||||
| investment management fees waived | (358,646 | ) | (180,053 | ) | (64,541 | ) |
| custody | ||||||
| credits earned on cash balances | (40,932 | ) | (10,890 | ) | (10,482 | ) |
| Net | ||||||
| expenses | 7,061,575 | 5,731,138 | 1,141,902 | |||
| Net | ||||||
| Investment Income | 32,622,522 | 15,660,553 | 5,388,662 | |||
| Realized | ||||||
| and Change In Unrealized Gain (Loss): | ||||||
| Net | ||||||
| realized gain (loss) on: | ||||||
| Investments | (6,073,222 | ) | (6,428,795 | ) | 512,921 | |
| Futures | ||||||
| contracts | (7,068,860 | ) | (2,876,409 | ) | (960,187 | ) |
| Swaps | (12,370,154 | ) | (6,700,500 | ) | (2,061,692 | ) |
| Net | ||||||
| change in unrealized appreciation/depreciation of: | ||||||
| Investments | (208,559,433 | ) | (110,713,622 | ) | (32,249,341 | ) |
| Futures | ||||||
| contracts | (6,565,336 | ) | (4,502,969 | ) | (1,197,641 | ) |
| Swaps | (89,128,259 | ) | (49,067,968 | ) | (14,172,628 | ) |
| Net | ||||||
| realized and change in unrealized (loss) on investments, futures contracts | ||||||
| and swaps | (329,765,264 | ) | (180,290,263 | ) | (50,128,568 | ) |
| Net | ||||||
| Decrease in Net Assets Resulting from Investment Operations | (297,142,742 | ) | (164,629,710 | ) | (44,739,906 | ) |
| Dividends | ||||||
| on Preferred Shares from Net Investment Income | (9,169,316 | ) | (4,720,836 | ) | (1,631,548 | ) |
| Net | ||||||
| Decrease in Net Assets Applicable to Common Shareholders Resulting | ||||||
| from Investment Operations | $(306,312,058 | ) | $(169,350,546 | ) | $(46,371,454 | ) |
See accompanying Notes to Financial Statements | 11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 25
| PIMCO Municipal Income Funds
II |
| --- |
| Applicable to Common Shareholders |
| Six
months ended November 30, 2008 (unaudited) | | Year
ended May 31, 2008 | | |
| --- | --- | --- | --- | --- |
| Investment
Operations: | | | | |
| Net
investment income | $32,622,522 | | $66,423,523 | |
| Net
realized gain (loss) on investments, futures contracts and swaps | (25,512,236 | ) | 5,404,191 | |
| Net
change in unrealized appreciation/depreciation of investments, futures
contracts and swaps | (304,253,028 | ) | (78,458,658 | ) |
| Net
decrease in net assets resulting from investment operations | (297,142,742 | ) | (6,630,944 | ) |
| Dividends
to Preferred Shareholders from Net investment income | (9,169,316 | ) | (17,559,291 | ) |
| Net
decrease in net assets applicable to common shareholders resulting
from investment operations | (306,312,058 | ) | (24,190,235 | ) |
| Dividends
to Common Shareholders from Net Investment Income | (23,109,268 | ) | (46,046,478 | ) |
| Capital
Share Transactions: | | | | |
| Reinvestment
of dividends | 2,083,433 | | 3,161,576 | |
| Total
decrease in net assets applicable to common shareholders | (327,337,893 | ) | (67,075,137 | ) |
| Net
Assets Applicable to Common Shareholders: | | | | |
| Beginning
of period | 819,739,623 | | 886,814,760 | |
| End
of period (including undistributed (dividends in excess of) net investment
income of $2,499,400 and $2,155,462; $(4,204,630) and $(2,219,623);
$(1,091,114) and $(621,423); respectively) | $492,401,730 | | $819,739,623 | |
| Common
Shares Issued in Reinvestment of Dividends | 162,941 | | 223,853 | |
26 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08 | See accompanying Notes to Financial Statements
| California
Municipal II — Six
months ended November 30, 2008 (unaudited) | Year
ended May 31, 2008 | | Six
months ended November 30, 2008 (unaudited) | | Year
ended May 31, 2008 | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| $15,660,553 | | $32,439,150 | | $5,388,662 | | $11,390,311 | |
| (16,005,704 | ) | (9,422,890 | ) | (2,508,958 | ) | 436,283 | |
| (164,284,559 | ) | (36,237,871 | ) | (47,619,610 | ) | (12,133,193 | ) |
| (164,629,710 | ) | (13,221,611 | ) | (44,739,906 | ) | (306,599 | ) |
| (4,720,836 | ) | (8,660,050 | ) | (1,631,548 | ) | (3,073,529 | ) |
| (169,350,546 | ) | (21,881,661 | ) | (46,371,454 | ) | (3,380,128 | ) |
| (12,924,724 | ) | (25,748,032 | ) | (4,226,805 | ) | (8,420,559 | ) |
| 1,143,615 | | 2,114,952 | | 433,791 | | 682,941 | |
| (181,131,655 | ) | (45,514,741 | ) | (50,164,468 | ) | (11,117,746 | ) |
| 409,769,349 | | 455,284,090 | | 145,100,144 | | 156,217,890 | |
| $228,637,694 | | $409,769,349 | | $94,935,676 | | $145,100,144 | |
| 94,230 | | 150,398 | | 34,653 | | 48,516 | |
See accompanying Notes to Financial Statements | 11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 27
| PIMCO
California Municipal Income Fund II Statement
of Cash Flows |
| --- |
| For the six months ended
November 30, 2008 (unaudited) |
| Cash
Flows provided by Operating Activities: — Purchases
of long-term investments | $(2,388,320 | ) |
| --- | --- | --- |
| Proceeds
from sales of long-term investments | 161,306,879 | |
| Decrease
in deposits with brokers for futures contracts collateral | 5,940,000 | |
| Interest
received | 17,063,672 | |
| Net
cash used for swap transactions | (2,099,229 | ) |
| Operating
expenses paid | (2,448,567 | ) |
| Net
cash used for futures transactions | (8,364,011 | ) |
| Net
increase in short-term investments | (39,749,758 | ) |
| Net
cash provided by operating activities | 129,260,666 | |
| Cash
Flows from Financing Activities: | | |
| Cash
dividends paid (excluding reinvestment of $1,143,615) | (16,510,322 | ) |
| Payments
to retire floating rate notes | (109,809,660 | ) |
| Cash
paid on issuance of floating rate notes | (6,507,353 | ) |
| Net
cash used for financing activities* | (132,827,335 | ) |
| Net
decrease in cash | (3,566,669 | ) |
| Cash
at beginning of period | 10,433,522 | |
| Cash
at end of period | 6,866,853 | |
| Reconciliation
of Net Decrease in Net Assets Resulting from Investment Operations
to Net Cash Provided by Operating Activities: | | |
| Net
decrease in net assets resulting from investment operations | (164,629,710 | ) |
| Decrease
in deposits with brokers for futures contracts collateral | 5,940,000 | |
| Decrease
in interest receivable | 1,178,980 | |
| Decrease
in receivable for investments sold | 1,099,078 | |
| Increase
in premium for swaps purchased | (21,398,729 | ) |
| Increase
in premium for swaps sold | 26,000,000 | |
| Increase
in prepaid expenses and other assets | (10,336 | ) |
| Decrease
in investment management fees payable | (49,147 | ) |
| Increase
in net unrealized depreciation on swaps | 49,067,968 | |
| Decrease
in net payable for variation margin on futures contracts | (984,634 | ) |
| Decrease
in accrued expenses and other liabilities | (12,968 | ) |
| Net
decrease in investments | 233,060,164 | |
| Net
cash provided by operating activities | $129,260,666 | |
| * |
| --- |
| Non-cash financing activity not
included consists of interest expense on floating rate notes issued of
$3,355,022. |
28 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08 | See accompanying Notes to Financial Statements
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
1. Organization and Significant Accounting Policies
PIMCO Municipal Income Fund II (Municipal II), PIMCO California Municipal Income Fund II (California Municipal II) and PIMCO New York Municipal Income Fund II (New York Municipal II), collectively referred to as the Funds or PIMCO Municipal Income Funds II, were organized as Massachusetts business trusts on March 29, 2002. Prior to commencing operations on June 28, 2002, the Funds had no operations other than matters relating to their organization and registration as non-diversified, closed-end management investment companies registered under the Investment Company Act of 1940 and the rules and regulations thereunder, as amended. Allianz Global Investors Fund Management LLC (the Investment Manager), serves as the investment manager and is an indirect, wholly-owned subsidiary of Allianz Global Investors of America L.P. (Allianz Global). Allianz Global is an indirect, majority-owned subsidiary of Allianz SE, a publicly traded European insurance and financial services company. The Funds have an unlimited amount of no par value per share of common stock authorized.
Under normal market conditions, Municipal II invests substantially all of its assets in a portfolio of municipal bonds, the interest from which is exempt from federal income taxes. Under normal market conditions, California Municipal II invests substantially all of its assets in municipal bonds which pay interest that is currently exempt from federal and California state income taxes. Under normal market conditions, New York Municipal II invests substantially all of its assets in municipal bonds which pay interest that is currently exempt from federal, New York State and New York City income taxes. The Funds will seek to avoid investing in bonds generating interest income which could potentially subject individuals to alternative minimum tax. The issuers abilities to meet their obligations may be affected by economic and political developments in a specific state or region.
The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
In the normal course of business the Funds enter into contracts that contain a variety of representations which provide general indemnifications. The Funds maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occured. However, the Funds expect the risk of any loss to be remote.
In July 2006, the Financial Accounting Standards Board (FASB) issued Interpretation No. 48, Accounting for Uncertainty in Income Taxes an Interpretation of FASB Statement No. 109 (the Interpretation). The Interpretation establishes for all entities, including pass-through entities such as the Funds, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. The Funds management has determined that its evaluation of the Interpretation has resulted in no material impact to the Funds financial statements at November 30, 2008. The Funds federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service.
In March 2008, FASB issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about a funds derivative and hedging activities.
In September 2008, FASB issued a FASB Staff Position No. 133-1 and FIN 45-4 Disclosures about Credit Derivatives and Certain Guarantees: An Amendment of FASB Statement No. 133 and FASB Interpretation No. 45; and Clarification of the Effective Date of FASB Statement No. 161 (FSP). FSP requires enhanced transparency of the effect of credit derivatives and guarantees on an issuers financial position, financial performance and cash flows. FSP is effective for fiscal years or interim periods beginning after November 15, 2008. This FSP applies to certain credit derivatives, hybrid instruments that have embedded credit derivatives (for example, credit-linked notes), and certain guarantees and it requires additional disclosures regarding credit derivatives with sold protection. The Funds have determined that the FSP has no impact to the financial statements at November 30, 2008.
The following is a summary of significant accounting policies consistently followed by the Funds:
(a) Valuation of Investments
Portfolio securities and other financial instruments for which market quotations are readily available are stated at market value. Market value is generally determined on the basis of last reported sales prices, or if no sales are reported, based on quotes obtained from a quotation reporting system, established market makers, or pricing services.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 29
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
1. Organization and Significant Accounting Policies (continued)
(a) Valuation of Investments (continued)
Portfolio securities and other financial instruments for which market quotations are not readily available or if a development/event occurs that may significantly impact the value of a security, are fair-valued, in good faith, pursuant to procedures established by the Board of Trustees, or persons acting at their discretion pursuant to procedures established by the Board of Trustees. The Funds investments are valued daily using prices supplied by an independent pricing service or dealer quotations, or by using the last sale price on the exchange that is the primary market for such securities, or the last quoted mean price for those securities for which the over-the-counter market is the primary market or for listed securities in which there were no sales. Prices obtained from independent pricing services use information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics. Exchange traded options, futures and options on futures are valued at the settlement price determined by the relevant exchange. Short-term securities maturing in 60 days or less are valued at amortized cost, if their original term to maturity was 60 days or less, or by amortizing their value on the 61st day prior to maturity, if the original term to maturity exceeded 60 days. The prices used by the Funds to value securities may differ from the value that would be realized if the securities were sold and these differences could be material to the financial statements. Each Funds net asset value is normally determined daily as of the close of regular trading (normally, 4:00 p.m. Eastern time) on the New York Stock Exchange (NYSE) on each day the NYSE is open for business.
(b) Fair Value Measurement
Effective June 1, 2008, the Funds adopted FASB Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157). This standard clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value and requires additional disclosures about the use of the fair value measurements. The three levels of the fair value hierarchy under SFAS 157 are described below:
| | Level 1 quoted prices in active
markets for identical investments |
| --- | --- |
| | Level 2 other significant
observable inputs (including quoted prices for similar investments, interest
rates, prepayment speeds, credit risk, etc.) |
| | Level 3 significant
unobservable inputs (including the Funds own assumptions in determining the
fair value of investments) |
The valuation techniques used by the Funds to measure fair value during the six months ended November 30, 2008 maximized the use of observable inputs and minimized the use of unobservable inputs.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of November 30, 2008 in valuing the Funds investments carried at value:
Municipal Income II:
| Valuation Inputs | Investments in Securities | Other Financial Instruments | |
|---|---|---|---|
| Level 1 Quoted Prices | $ | $ | |
| Level 2 Other Significant | |||
| Observable Inputs | 1,168,910,596 | (89,128,259 | ) |
| Level 3 Significant | |||
| Unobservable Inputs | | | |
| Total | $ 1,168,910,596 | $ (89,128,259 | ) |
30 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
1. Organization and Significant Accounting Policies (continued)
(b) Fair Value Measurement (continued)
California Municipal II:
| Valuation Inputs | Investments in Securities | Other Financial Instruments | |
|---|---|---|---|
| Level 1 Quoted Prices | $ | $ | |
| Level 2 Other Significant | |||
| Observable Inputs | 644,440,954 | (49,067,968 | ) |
| Level 3 Significant | |||
| Unobservable Inputs | | | |
| Total | $ 644,440,954 | $ (49,067,968 | ) |
New York Municipal II:
| Valuation Inputs | Investments in Securities | Other Financial Instruments | |
|---|---|---|---|
| Level 1 Quoted Prices | $ | $ | |
| Level 2 Other Significant | |||
| Observable Inputs | 214,777,161 | (14,172,628 | ) |
| Level 3 Significant | |||
| Unobservable Inputs | | | |
| Total | $ 214,777,161 | $ (14,172,628 | ) |
(c) Investment Transactions and Investment Income
Investment transactions are accounted for on the trade date. Securities purchased and sold on a when-issued or delayed-delivery basis may be settled a month or more after the trade date. Realized gains and losses on investments are determined on the identified cost basis. Interest income is recorded on an accrual basis. Discounts or premiums on debt securities purchased are accreted or amortized to interest income over the lives of the respective securities using the effective interest method.
(d) Federal Income Taxes
The Funds intend to distribute all of their taxable income and to comply with the other requirements of the U.S. Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, no provision for U.S. federal income taxes is required.
(e) Dividends and DistributionsCommon Stock
The Funds declare dividends from net investment income monthly to common shareholders. Distributions of net realized capital gains, if any, are paid at least annually. Each Fund records dividends and distributions to its shareholders on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from generally accepted accounting principles. These book-tax differences are considered either temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal income tax treatment; temporary differences do not require reclassification. To the extent dividends and/or distributions exceed current and accumulated earnings and profits for federal income tax purposes, they are reported as dividends and/or distributions of paid-in-capital in excess of par.
(f) Interest Rate Swaps
The Funds enter into interest rate swap contracts (swaps) for investment purposes, to manage their interest rate risk or to add leverage.
Interest rate swap agreements involve the exchange by the Funds with a counterparty of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Net periodic payments received (paid) by the Funds are included as part of realized gain (loss) and net periodic payments accrued, but not yet received (paid) are included in change in the unrealized appreciation/depreciation on the Statements of Operations.
Swaps are marked to market daily based upon quotations from brokers or market makers and the change in value, if any, is recorded as unrealized appreciation or depreciation in the Funds Statements of Operations.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 31
| PIMCO
Municipal Income Funds II Notes to
Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
1. Organization and Significant Accounting Policies (continued)
(f) Interest Rate Swaps (continued)
Entering into swaps involves, to varying degrees, elements of credit, market and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in net interest rates.
(g) Inverse Floating Rate TransactionsResidual Interest Municipal Bonds (RIBs) / Residual Interest Tax Exempt Bonds (RITEs)
The Funds invest in RIBs and RITEs, (Inverse Floaters) whose interest rates bear an inverse relationship to the interest rate on another security or the value of an index. In these transactions, the Funds sell a fixed rate municipal bond (Fixed Rate Bond) to a broker who places the Fixed Rate Bond in a special purpose trust (Trust) from which floating rate bonds (Floating Rate Notes) and Inverse Floaters are issued. The Funds simultaneously or within a short period of time purchase the Inverse Floaters from the broker. The Inverse Floaters held by the Funds provide the Funds with the right to: (1) cause the holders of the Floating Rate Notes to tender their notes at par, and (2) cause the broker to transfer the Fixed-Rate Bond held by the Trust to the Funds, thereby collapsing the Trust. Pursuant to Statement of Financial Accounting Standards No. 140 (FASB Statement No. 140), the Funds account for the transaction described above as a secured borrowing by including the Fixed Rate Bond in their Schedules of Investments, and account for the Floating Rate Notes as a liability under the caption Payable for floating rate notes in the Funds Statements of Assets and Liabilities. The Floating Rate Notes have interest rates that generally reset weekly, and their holders have the option to tender their notes to the broker for redemption at par at each reset date.
The Funds may also invest in Inverse Floaters without transferring a fixed rate municipal bond into a special purpose trust, which are not accounted for as secured borrowings.
The Inverse Floaters are created by dividing the income stream provided by the underlying bonds to create two securities, one short-term and one long-term. The interest rate on the short-term component is reset by an index or auction process typically every 7 to 35 days. After income is paid on the short-term securities at current rates, the residual income from the underlying bond(s) goes to the long-term securities. Therefore, rising short-term rates result in lower income for the long-term component and vice versa. The longer-term bonds may be more volatile and less liquid than other municipal bonds of comparable maturity. Investments in Inverse Floaters typically will involve greater risk than in an investment in Fixed Rate Bonds. The Funds may also invest in Inverse Floaters for the purpose of increasing leverage.
The Funds restrictions on borrowings do not apply to the secured borrowings deemed to have occurred for accounting purposes pursuant to FASB Statement No. 140. Inverse Floaters held by the Funds are exempt from registration under Rule 144A of the Securities Act of 1933.
(h) Custody Credits on Cash Balances
The Funds benefit from an expense offset arrangement with their custodian bank whereby uninvested cash balances earn credits which reduce monthly custodian and accounting agent expenses. Had these cash balances been invested in income producing securities, they would have generated income for the Funds.
(i) Interest Expense
Interest expense relates to the Funds liability in connection with floating rate notes held by third parties in conjunction with Inverse Floater transactions. Interest expense is recorded as it is incurred.
2. Investment Manager/Sub-Adviser
Each Fund has an Investment Management Agreement (collectively, the Agreements) with the Investment Manager. Subject to the supervision by each Funds Board of Trustees, the Investment Manager is responsible for managing, either directly or through others selected by it, the Funds investment activities, business affairs and administrative matters. Pursuant to the Agreements, the Investment Manager receives an annual fee, payable on a monthly basis, at an annual rate of 0.65% of each Funds average daily net assets, inclusive of net assets attributable to any preferred shares that may be outstanding. In order to reduce each Funds expenses, the Investment Manager has contractually agreed to waive a portion of its investment management fees for each Fund at the annual rate of 0.10% of each Funds average daily net assets, inclusive of net assets attributable to any preferred shares that may be outstanding through June 30, 2008. On July 1, 2008, the contractual fee waiver was reduced to 0.05% of each Funds average daily net assets, including net assets attributable to any preferred shares that may be outstanding through June 30, 2009. For the six months ended November
32 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
2. Investment Manager/Sub-Adviser (continued)
30, 2008, each Fund paid investment management fees at an annualized effective rate of 0.59% of each Funds average daily net assets inclusive of net assets attributable to any preferred shares that may be outstanding.
The Investment Manager has retained its affiliate, Pacific Investment Management Company LLC (the Sub-Adviser), to manage each Funds investments. Subject to the supervision of the Investment Manager, the Sub-Adviser is responsible for making all investment decisions for the Funds. The Investment Manager, not the Funds, pays a portion of the fees it receives to the Sub-Adviser in return for its services.
3. Investments in Securities
Purchases and sales of investments, other than short-term securities and U.S. government obligations for the six months ended November 30, 2008, were:
| Municipal II | California Municipal II | New York Municipal II | |
|---|---|---|---|
| Purchases | $ 297,059,881 | $ 2,388,320 | $ 16,999,700 |
| Sales | 418,168,904 | 160,207,802 | 16,776,988 |
| (a) Interest rate swap agreements | |||
| outstanding at November 30, 2008: |
| Swap Counterparty | Notional Amount (000) | Termination Date | Rate
Type — Payments Made by Fund | Payments Received by Fund | Unrealized Depreciation | |
| --- | --- | --- | --- | --- | --- | --- |
| Municipal II: | | | | | | |
| Barclays Bank | $ 111,400 | 12/17/28 | 5.00 % | 3-Month USD-LIBOR | $ (25,045,836 | ) |
| Morgan Stanley | 159,600 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (42,856,719 | ) |
| Royal Bank of Scotland | 79,800 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (21,225,704 | ) |
| | | | | | $ (89,128,259 | ) |
| California Municipal II: | | | | | | |
| Barclays Bank | $ 34,600 | 12/17/28 | 5.00 % | 3-Month USD-LIBOR | $ (7,779,048 | ) |
| Merrill Lynch & Co. | 26,700 | 12/17/28 | 5.00 % | 3-Month USD-LIBOR | (5,928,147 | ) |
| Morgan Stanley | 88,200 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (23,683,976 | ) |
| Royal Bank of Scotland | 43,900 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (11,676,797 | ) |
| | | | | | $ (49,067,968 | ) |
| New York Municipal II: | | | | | | |
| Merrill Lynch & Co. | $ 17,900 | 12/17/28 | 5.00 % | 3-Month USD-LIBOR | $ (3,974,301 | ) |
| Morgan Stanley | 25,300 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (6,793,703 | ) |
| Royal Bank of Scotland | 12,800 | 12/18/33 | 5.00 % | 3-Month USD-LIBOR | (3,404,624 | ) |
| | | | | | $ (14,172,628 | ) |
LIBOR London Inter-Bank Offered Rate
Municipal II, California Municipal II and New York Municipal II received $1,200,000, $600,000 and $200,000, respectively, in U.S. Treasury Bills as collateral for swaps.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 33
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
4. Income Tax Information
The cost of investments for federal income tax purposes and gross unrealized appreciation and gross unrealized depreciation of investments at November 30, 2008 were:
| Cost of Investments | Gross Unrealized Appreciation | Gross Unrealized Depreciation | Net Unrealized Depreciation | ||
|---|---|---|---|---|---|
| Municipal II | $ 1,250,545,307 | $ 19,805,090 | $ 183,623,841 | $ (163,818,751 | ) |
| California Municipal II | 621,918,622 | 7,197,684 | 100,018,065 | (92,820,381 | ) |
| New York Municipal II | 229,987,366 | 4,461,311 | 32,972,925 | (28,511,614 | ) |
5. Auction Preferred Shares
Municipal II has issued 4,040 shares of Preferred Shares Series A, 4,040 shares of Preferred Shares Series B, 4,040 shares of Preferred Shares Series C, 4,040 shares of Preferred Shares Series D and 4,040 shares of Preferred Shares Series E, each with a net asset and liquidation value of $25,000 per share plus accrued dividends.
California Municipal II has issued 2,080 shares of Preferred Shares Series A, 2,080 shares of Preferred Shares Series B, 2,080 shares of Preferred Shares Series C, 2,080 shares of Preferred Shares Series D and 2,080 shares of Preferred Shares Series E, each with a net asset and liquidation value of $25,000 per share plus accrued dividends.
New York Municipal II has issued 1,800 shares of Preferred Shares Series A and 1,800 shares of Preferred Shares Series B, each with a net asset and liquidation value of $25,000 per share plus accrued dividends.
Dividends are accumulated daily at an annual rate (typically re-set every seven days) through auction procedures. Distributions of net realized capital gains, if any, are paid annually.
For the six months ended November 30, 2008, the annualized dividend rates ranged from:
| High | Low | At November 30, 2008 | |
|---|---|---|---|
| Municipal II: | |||
| Series A | 11.347 % | 1.608 % | 1.608 % |
| Series B | 12.565 % | 1.564 % | 1.564 % |
| Series C | 12.261 % | 1.584 % | 1.597 % |
| Series D | 11.728 % | 1.569 % | 1.597 % |
| Series E | 10.205 % | 1.569 % | 1.569 % |
| California Municipal II: | |||
| Series A | 11.347 % | 1.608 % | 1.608 % |
| Series B | 12.565 % | 1.564 % | 1.564 % |
| Series C | 12.261 % | 1.584 % | 1.597 % |
| Series D | 11.728 % | 1.569 % | 1.597 % |
| Series E | 10.205 % | 1.569 % | 1.569 % |
| New York Municipal II: | |||
| Series A | 12.261 % | 1.584 % | 1.597 % |
| Series B | 10.205 % | 1.569 % | 1.569 % |
The Funds are subject to certain limitations and restrictions while Preferred Shares are outstanding. Failure to comply with these limitations and restrictions could preclude the Funds from declaring any dividends or distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of Preferred Shares at their liquidation value.
Preferred Shares, which are entitled to one vote per share, generally vote with the common shares but vote separately as a class to elect two Trustees and on any matters affecting the rights of the Preferred Shares.
Since mid-February 2008, holders of auction-rate preferred shares (ARPS) issued by the Funds have been directly impacted by an unprecedented lack of liquidity, which has similarly affected ARPS holders in many of the nations closed-end funds.
34 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
| PIMCO
Municipal Income Funds II Notes
to Financial Statements |
| --- |
| November 30, 2008 (unaudited) |
5. Auction Preferred Shares (continued)
Since then, regularly scheduled auctions for ARPS issued by the Funds have consistently failed because of insufficient demand (bids to buy shares) to meet the supply (shares offered for sale) at each auction. In a failed auction, ARPS holders cannot sell all, and may not be able to sell any, of their shares tendered for sale. While repeated auction failures have affected the liquidity for ARPS, they do not constitute a default or alter the credit quality of the ARPS, and ARPS holders have continued to receive dividends at the defined maximum rate as the higher of the 30-day AA Composite Commercial Paper Rate multiplied by 110% or the Taxable Equivalent of the Short-Term Municipal Obligations Rate-defined as 90% of the quotient of (A) the per annum rate expressed on an interest equivalent basis equal to the Kenny S&P 30-day High Grade Index divided by (B) 1.00 minus the Marginal Tax Rate (expressed as a decimal) multiplied by 110% (which is a function of short-term interest rates and typically higher than the rate that would have otherwise been set through a successful auction).
These developments with respect to ARPS have not affected the management or investment policies of the Funds, and the Funds outstanding common shares continue to trade on the NYSE. If the Funds ARPS auctions continue to fail and the maximum rate payable on the ARPS rises as a result of changes in short-term interest rates, returns for the Funds common shareholders could be adversely affected.
6. Subsequent Common Dividend Declarations
| Amount Per Common Share | Declaration Date | Payable Date | Record Date | |
|---|---|---|---|---|
| Municipal II | $ 0.065 | 1/8/09 | 1/23/09 | 1/20/09 |
| California Municipal II | $ 0.07 | 1/6/09 | 1/21/09 | 1/16/09 |
| New York Municipal II | $ 0.06625 | 12/31/08 | 12/31/08 | 12/11/08 |
| Municipal II | $ 0.065 | 1/8/09 | 2/2/09 | 1/20/09 |
| California Municipal II | $ 0.07 | 1/6/09 | 2/2/09 | 1/16/09 |
| New York Municipal II | $ 0.06625 | 1/13/09 | 2/2/09 | 1/23/09 |
See Subsequent Event Notes, pages 41-43.
7. Legal Proceedings
In June and September 2004, the Investment Manager and certain of its affiliates (including PEA Capital LLC (PEA), Allianz Global Investors Distributors LLC and Allianz Global Investors of America L.P.), agreed to settle, without admitting or denying the allegations, claims brought by the Securities and Exchange Commission and the New Jersey Attorney General alleging violations of federal and state securities laws with respect to certain open-end funds for which the Investment Manager serves as investment adviser. The settlements related to an alleged market timing arrangement in certain open-end funds formerly sub-advised by PEA. The Investment Manager and its affiliates agreed to pay a total of $68 million to settle the claims. In addition to monetary payments, the settling parties agreed to undertake certain corporate governance, compliance and disclosure reforms related to market timing and consented to cease and desist orders and censures. Subsequent to these events, PEA deregistered as an investment adviser and dissolved. None of the settlements alleged that any inappropriate activity took place with respect to the Funds.
Since February 2004, the Investment Manager and certain of its affiliates and their employees have been named as defendants in a number of pending lawsuits concerning market timing, which allege the same or similar conduct underlying the regulatory settlements discussed above. The market timing lawsuits have been consolidated in a multi-district litigation proceeding in the U.S. District Court of Maryland. Any potential resolution of these matters may include, but not be limited to, judgments or settlements for damages against the Investment Manager or its affiliates or related injunctions.
The Investment Manager and the Sub-Adviser believe that these matters are not likely to have a material adverse effect on the Funds or on their ability to perform their respective investment advisory activities relating to the Funds.
The foregoing speaks only as of the date hereof.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 35
| PIMCO
Municipal Income Funds II Financial Highlights |
| --- |
| For a share of common stock
outstanding throughout each period: |
| Year ended May 31, | ||||||||||||
| 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||
| Net asset | ||||||||||||
| value, beginning of period | $13.86 | $15.05 | $14.71 | $14.81 | $14.01 | $14.66 | ||||||
| Investment | ||||||||||||
| Operations: | ||||||||||||
| Net | ||||||||||||
| investment income | 0.55 | 1.13 | 1.13 | 1.08 | 1.11 | 1.17 | ||||||
| Net | ||||||||||||
| realized and change in unrealized gain (loss) on investments, futures | ||||||||||||
| contracts, options written and swaps | (5.57 | ) | (1.24 | ) | 0.33 | 0.01 | 0.84 | (0.77 | ) | |||
| Total from | ||||||||||||
| investment operations | (5.02 | ) | (0.11 | ) | 1.46 | 1.09 | 1.95 | 0.40 | ||||
| Dividends on Preferred Shares from | ||||||||||||
| Net Investment Income | (0.15 | ) | (0.30 | ) | (0.30 | ) | (0.23 | ) | (0.14 | ) | (0.08 | ) |
| Net | ||||||||||||
| increase (decrease) in net assets applicable to common shareholders resulting | ||||||||||||
| from investment operations | (5.17 | ) | (0.41 | ) | 1.16 | 0.86 | 1.81 | 0.32 | ||||
| Dividends | ||||||||||||
| to Common Shareholders from Net Investment Income | (0.39 | ) | (0.78 | ) | (0.82 | ) | (0.96 | ) | (1.01 | ) | (0.97 | ) |
| Net asset | ||||||||||||
| value, end of period | $8.30 | $13.86 | $15.05 | $14.71 | $14.81 | $14.01 | ||||||
| Market | ||||||||||||
| price, end of period | $8.00 | $14.14 | $15.42 | $14.45 | $15.02 | $13.31 | ||||||
| Total | ||||||||||||
| Investment Return (1) | (41.34 | )% | (3.09 | )% | 12.64 | % | 2.63 | % | 21.00 | % | (3.69 | )% |
| RATIOS/SUPPLEMENTAL | ||||||||||||
| DATA: | ||||||||||||
| Net assets | ||||||||||||
| applicable to common shareholders, end of period (000) | $492,402 | $819,740 | $886,815 | $862,832 | $862,290 | $812,670 | ||||||
| Ratio of | ||||||||||||
| expenses to average net assets including interest expense (2)(3)(4)(5) | 1.99 | %# | 1.68 | % | 1.50 | % | 1.30 | % | 1.05 | % | 1.08 | % |
| Ratio of | ||||||||||||
| expenses to average net assets, excluding interest expense (2)(3)(4)(5) | 1.30 | %# | 1.19 | % | 1.01 | % | 1.05 | % | 1.02 | % | 1.03 | % |
| Ratio of | ||||||||||||
| net investment income to average net assets (2)(5) | 9.15 | %# | 7.90 | % | 7.45 | % | 7.31 | % | 7.71 | % | 8.16 | % |
| Preferred | ||||||||||||
| shares asset coverage per share | $49,371 | $65,570 | $68,889 | $67,701 | $67,676 | $65,224 | ||||||
| Portfolio | ||||||||||||
| turnover | 21 | % | 21 | % | 4 | % | 20 | % | 9 | % | 26 | % |
| # | Annualized. |
|---|---|
| (1) | Total investment return is calculated assuming a purchase |
| of a share of common stock at the current market price on the first day of | |
| each period and a sale of a share of common stock at the current market price | |
| on the last day of each period reported. Dividends and distributions are | |
| assumed, for purposes of this calculation, to be reinvested at prices | |
| obtained under the Funds dividend reinvestment plan. Total investment return | |
| does not reflect brokerage commissions or sales charges. Total investment | |
| return for a period of less than one year is not annualized. | |
| (2) | Calculated on the basis of income and expenses applicable |
| to both common and preferred shares relative to the average net assets of | |
| common shareholders. | |
| (3) | Inclusive of expenses offset by custody credits earned on |
| cash balances at the custodian bank. (See note 1(i) in Notes to Financial | |
| Statements). | |
| (4) | Interest expense relates to the liability for floating |
| rate notes issued in connection with inverse floater transactions. | |
| (5) | During the periods indicated above, the Investment manager |
| waived a portion of its investment management fee. The effect of such waiver | |
| relative to the average net assets of common shareholders was 0.10% | |
| (annualized), 0.17%, 0.24%, 0.24%, 0.24% and 0.25% for the period ended | |
| November 30, 2008, years ended May 31, 2008, May 31, 2007, May 31, 2006, May | |
| 31, 2005, and May 31, 2004, respectively. |
36 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08 | See accompanying Notes to Financial Statements
| PIMCO
California Municipal Income Fund II Financial
Highlights |
| --- |
| For a share of common stock
outstanding throughout each period: |
| Year ended May 31, | ||||||||||||
| 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||
| Net asset | ||||||||||||
| value, beginning of period | $13.34 | $14.89 | $14.58 | $14.61 | $13.53 | $14.66 | ||||||
| Investment | ||||||||||||
| Operations: | ||||||||||||
| Net | ||||||||||||
| investment income | 0.51 | 1.06 | 1.08 | 1.06 | 1.05 | 1.13 | ||||||
| Net | ||||||||||||
| realized and change in unrealized gain (loss) on investments, futures | ||||||||||||
| contracts, options written and swaps | (5.86 | ) | (1.49 | ) | 0.34 | 0.05 | 1.13 | (1.26 | ) | |||
| Total from | ||||||||||||
| investment operations | (5.35 | ) | (0.43 | ) | 1.42 | 1.11 | 2.18 | (0.13 | ) | |||
| Dividends on Preferred Shares from | ||||||||||||
| Net Investment Income | (0.15 | ) | (0.28 | ) | (0.27 | ) | (0.21 | ) | (0.12 | ) | (0.07 | ) |
| Net | ||||||||||||
| increase (decrease) in net assets applicable to common shareholders resulting | ||||||||||||
| from investment operations | (5.50 | ) | (0.71 | ) | 1.15 | 0.90 | 2.06 | (0.20 | ) | |||
| Dividends to Common Shareholders | ||||||||||||
| from Net Investment Income | (0.42 | ) | (0.84 | ) | (0.84 | ) | (0.93 | ) | (0.98 | ) | (0.93 | ) |
| Net asset | ||||||||||||
| value, end of period | $7.42 | $13.34 | $14.89 | $14.58 | $14.61 | $13.53 | ||||||
| Market | ||||||||||||
| price, end of period | $6.44 | $14.25 | $15.96 | $14.62 | $14.76 | $13.27 | ||||||
| Total | ||||||||||||
| Investment Return (1) | (52.98 | )% | (5.17 | )% | 15.35 | % | 5.50 | % | 19.14 | % | (3.92 | )% |
| RATIOS/SUPPLEMENTAL | ||||||||||||
| DATA: | ||||||||||||
| Net assets | ||||||||||||
| applicable to common shareholders, end of period (000) | $228,638 | $409,769 | $455,284 | $443,379 | $441,596 | $407,659 | ||||||
| Ratio of | ||||||||||||
| expenses to average net assets including interest expense (2)(3)(4)(5) | 3.27 | %# | 3.23 | % | 2.89 | % | 2.02 | % | 1.36 | % | 1.60 | % |
| Ratio of | ||||||||||||
| expenses to average net assets, excluding interest expense (2)(3)(4)(5) | 1.36 | %# | 1.18 | % | 1.01 | % | 1.06 | % | 1.06 | % | 1.07 | % |
| Ratio of | ||||||||||||
| net investment income to average net assets (2)(5) | 8.93 | %# | 7.65 | % | 7.28 | % | 7.24 | % | 7.37 | % | 8.05 | % |
| Preferred | ||||||||||||
| shares asset coverage per share | $46,980 | $64,390 | $68,765 | $67,620 | $67,451 | $64,191 | ||||||
| Portfolio | ||||||||||||
| turnover | | %(6) | 6 | % | 3 | % | 12 | % | 5 | % | 20 | % |
| # | Annualized. |
|---|---|
| (1) | Total investment return is calculated assuming a purchase |
| of a share of common stock at the current market price on the first day of | |
| each period and a sale of a share of common stock at the current market price | |
| on the last day of each period reported. Dividends and distributions are | |
| assumed, for purposes of this calculation, to be reinvested at prices | |
| obtained under the Funds dividend reinvestment plan. Total investment return | |
| does not reflect brokerage commissions or sales charges. Total investment | |
| return for a period of less than one year is not annualized. | |
| (2) | Calculated on the basis of income and expenses applicable |
| to both common and preferred shares relative to the average net assets of | |
| common shareholders. | |
| (3) | Inclusive of expenses offset by custody credits earned on |
| cash balances at the custodian bank. (See note 1(i) in Notes to Financial | |
| Statements). | |
| (4) | Interest expense relates to the liability for floating |
| rate notes issued in connection with inverse floater transactions. | |
| (5) | During the periods indicated above, the Investment manager |
| waived a portion of its investment management fee. The effect of such waiver | |
| relative to the average net assets of common shareholders was 0.10% | |
| (annualized), 0.17%, 0.24%, 0.24%, 0.24% and 0.24% for the period ended | |
| November 30, 2008, years ended May 31, 2008, May 31, 2007, May 31, 2006, May | |
| 31, 2005, and May 31, 2004, respectively. | |
| (6) | Amount is less than 1%. |
See accompanying Notes to Financial Statements | 11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 37
| PIMCO New York Municipal Income Fund II Financial
Highlights |
| --- |
| For a share of common stock outstanding throughout each period: |
| Year ended May 31, | ||||||||||||
| 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||
| Net asset | ||||||||||||
| value, beginning of period | $13.67 | $14.79 | $14.66 | $14.62 | $13.54 | $14.45 | ||||||
| Investment Operations: | ||||||||||||
| Net | ||||||||||||
| investment income | 0.51 | 1.07 | 1.10 | 1.07 | 1.07 | 1.06 | ||||||
| Net | ||||||||||||
| realized and change in unrealized gain (loss) on investments, futures | ||||||||||||
| contracts, options written and swaps | (4.71 | ) | (1.11 | ) | 0.11 | 0.11 | 1.12 | (0.97 | ) | |||
| Total from | ||||||||||||
| investment operations | (4.20 | ) | (0.04 | ) | 1.21 | 1.18 | 2.19 | 0.09 | ||||
| Dividends on Preferred Shares from net investment | ||||||||||||
| income | (0.15 | ) | (0.29 | ) | (0.28 | ) | (0.23 | ) | (0.13 | ) | (0.07 | ) |
| Net | ||||||||||||
| increase (decrease) in net assets applicable to common shareholders resulting | ||||||||||||
| from investment operations | (4.35 | ) | (0.33 | ) | 0.93 | 0.95 | 2.06 | 0.02 | ||||
| Dividends to Common Shareholders from Net Investment | ||||||||||||
| Income | (0.40 | ) | (0.79 | ) | (0.80 | ) | (0.91 | ) | (0.98 | ) | (0.93 | ) |
| Net asset | ||||||||||||
| value, end of period | $8.92 | $13.67 | $14.79 | $14.66 | $14.62 | $13.54 | ||||||
| Market | ||||||||||||
| price, end of period | $8.14 | $14.42 | $15.49 | $14.14 | $14.80 | $13.05 | ||||||
| Total Investment Return (1) | (41.51 | )% | (1.46 | )% | 15.51 | % | 1.65 | % | 21.45 | % | (5.15 | )% |
| RATIOS/SUPPLEMENTAL DATA: | ||||||||||||
| Net assets | ||||||||||||
| applicable to common shareholders, end of period (000) | $94,936 | $145,100 | $156,218 | $154,088 | $152,812 | $140,958 | ||||||
| Ratio of | ||||||||||||
| expenses to average net assets including interest expense (2)(3)(4)(5) | 1.78 | %# | 2.07 | % | 2.13 | % | 1.89 | % | 1.25 | % | 1.16 | % |
| Ratio of | ||||||||||||
| expenses to average net assets, excluding interest expense (2)(3)(4)(5) | 1.39 | %# | 1.25 | % | 1.14 | % | 1.13 | % | 1.14 | % | 1.15 | % |
| Ratio of | ||||||||||||
| net investment income to average net assets (2)(5) | 8.31 | %# | 7.69 | % | 7.33 | % | 7.29 | % | 7.53 | % | 7.58 | % |
| Preferred | ||||||||||||
| shares asset coverage per share | $51,365 | $65,294 | $68,386 | $67,785 | $67,439 | $64,148 | ||||||
| Portfolio | ||||||||||||
| turnover | 7 | % | 9 | % | 3 | % | 26 | % | 11 | % | 14 | % |
| # | Annualized. |
|---|---|
| (1) | Total investment return is |
| calculated assuming a purchase of a share of common stock at the current | |
| market price on the first day of each period and a sale of a share of common | |
| stock at the current market price on the last day of each period reported. | |
| Dividends and distributions are assumed, for purposes of this calculation, to | |
| be reinvested at prices obtained under the Funds dividend reinvestment plan. | |
| Total investment return does not reflect brokerage commissions or sales | |
| charges. Total investment return for a period of less than one year is not | |
| annualized. | |
| (2) | Calculated on the basis of income |
| and expenses applicable to both common and preferred shares relative to the | |
| average net assets of common shareholders. | |
| (3) | Inclusive of expenses offset by |
| custody credits earned on cash balances at the custodian bank. (See note 1(i) | |
| in Notes to Financial Statements). | |
| (4) | Interest expense relates to the |
| liability for floating rate notes issued in connection with inverse floater | |
| transactions. | |
| (5) | During the periods indicated |
| above, the Investment manager waived a portion of its investment management | |
| fee. The effect of such waiver relative to the average net assets of common | |
| shareholders was 0.10% (annualized), 0.17%, 0.24%, 0.24%, 0.24% and 0.24% for | |
| the period ended November 30, 2008, years ended May 31, 2008, May 31, 2007, | |
| May 31, 2006, May 31, 2005, and May 31, 2004, respectively. |
38 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08 | See accompanying Notes to Financial Statements
PIMCO Municipal Income Funds II M atters Relating to the Trustees Consideration of the Investment Management and Portfolio Management Agreements (unaudited)
The Investment Company Act of 1940 requires that both the full Board of Trustees (the Trustees) and a majority of the non-interested (Independent) Trustees, voting separately, approve the Funds Management Agreements (the Advisory Agreements) with the Investment Manager and Portfolio Management Agreements (the Sub-Advisory Agreements, and together with the Advisory Agreements, the Agreements) between the Investment Manager and the Sub-Adviser. The Trustees met on June 10-11, 2008 (the contract review meeting) for the specific purpose of considering whether to approve the Advisory Agreements and the Sub-Advisory Agreements. The Independent Trustees were assisted in their evaluation of the Agreements by independent legal counsel, from whom they received separate legal advice and with whom they met separately from Fund management during the contract review meeting.
Based on their evaluation of factors that they deemed to be material, including those factors described below, the Board of Trustees, including a majority of the Independent Trustees, concluded that the continuation of the Funds Advisory Agreements and the Sub-Advisory Agreements should be approved for a one-year period commencing July 1, 2008.
In connection with their deliberations regarding the continuation of the Agreements, the Trustees, including the Independent Trustees, considered such information and factors as they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. As described below, the Trustees considered the nature, quality, and extent of the various investment management, administrative and other services performed by the Investment Manager or the Sub-Adviser under the applicable Agreement.
In connection with their contract review meeting, the Trustees received and relied upon materials provided by the Investment Manager which included, among other items: (i) information provided by Lipper Inc. (Lipper) on the total return investment performance (based on net assets) of the Funds for various time periods and the investment performance of a group of funds with substantially similar investment classifications/objectives as the Funds identified by Lipper and the performance of applicable benchmark indices, (ii) information provided by Lipper on the Funds management fees and other expenses and the management fees and other expenses of comparable funds identified by Lipper, (iii) information regarding the investment performance and management fees of comparable portfolios of other clients of the Sub-Advisers, (iv) the profitability to the Investment Manager and the Sub-Adviser from their relationship with the Funds for the twelve months ended March 31, 2008, (v) descriptions of various functions performed by the Investment Manager and the Sub-Adviser for the Funds, such as portfolio management, compliance monitoring and portfolio trading practices, and (vi) information regarding the overall organization of the Investment Manager and the Sub-Adviser, including information regarding senior management, portfolio managers and other personnel providing investment management, administrative and other services to the Funds.
The Trustees conclusions as to the continuation of the Agreements were based on a comprehensive consideration of all information provided to the Trustees and not the result of any single factor. Some of the factors that figured particularly in the Trustees deliberations (described below), although individual Trustees may have evaluated the information presented differently from one another, giving different weights to various factors.
As part of their review, the Trustees examined the Investment Managers and the Sub-Advisers abilities to provide high quality investment management and other services to the Funds. The Trustees considered the investment philosophy and research and decision-making processes of the Sub-Adviser; the experience of key advisory personnel of the Sub-Adviser responsible for portfolio management of the Funds; the ability of the Investment Manager and the Sub-Adviser to attract and retain capable personnel; the capability and integrity of the senior management and staff of the Investment Manager and the Sub-Adviser; and the level of skill required to manage the Funds. In addition, the Trustees reviewed the quality of the Investment Managers and the Sub-Advisers services with respect to regulatory compliance and compliance with the investment policies of the Funds; the nature and quality of certain administrative services the Investment Manager is responsible for providing to the Funds; and conditions that might affect the Investment Managers or the Sub-Advisers ability to provide high quality services to the Funds in the future under the Agreements, including each organizations respective business reputation, financial condition and operational stability. Based on the foregoing, the Trustees concluded that the Sub-Advisers investment process, research capabilities and philosophy were well suited to the Funds given their investment objectives and policies, and that the Investment Manager and the Sub-Adviser would be able to continue to meet any reasonably foreseeable obligations under the Agreements.
Based on information provided by Lipper, the Trustees also reviewed each Funds total return investment performance as well as the performance of comparable funds identified by Lipper. In the course of their deliberations, the Trustees took into account information provided by the Investment Manager in connection with the contract review meeting, as well as during investment review meetings conducted with portfolio management personnel during the course of the year regarding each Funds performance.
In assessing the reasonableness of each Funds fees under the Agreements, the Trustees considered, among other information, each Funds management fee and the total expense ratio as a percentage of average net assets attributable to common shares and the management fee and total expense ratios of comparable funds identified by Lipper.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 39
PIMCO Municipal Income Funds II Matters Relating to the Trustees Consideration of the Investment Management and Portfolio Management Agreements (unaudited)
For each of the Funds, the Trustees specifically took note of how each Fund compared to its Lipper peers as to performance, management fee expenses and total expenses. The Trustees noted that the Investment Manager had provided a memorandum containing comparative information on the performance and expenses information of the Funds compared to the their Lipper peer categories. The Trustees noted that while the Funds are not charged a separate administration fee, it was not clear whether the peer funds in the Lipper categories were charged such a fee by their investment managers.
| Municipal II: |
| --- |
| The
Trustees noted that PML had outperformed its peer groups low returns but had
underperformed its peer groups median and high returns for the one-year and
three-year periods ended March 31, 2008. The Trustees noted that PML had
outperformed its peer groups median and low returns but had underperformed
its peer groups high returns for the five-year period ended March 31, 2008.
The Trustees also noted that PMLs expense ratio (after taking into account
waivers) was below the high for its peer group but above the median and the
low for its peer group. |
| California
Municipal II: |
| The
Trustees noted that PCK had outperformed its peer groups low returns for the
one-year, three-year and five-year periods but had underperformed its peer
groups median and high returns for the one-year, three-year and five-year
periods ended March 31, 2008. The Trustees also noted that PCKs expense
ratio (after taking into account waivers) was above the median and low for
its peer group and was in line with its peer groups high. |
| New York
Municipal II: |
| The
Trustees noted that PNI had outperformed its peer groups low returns but had
underperformed its peer groups median and high returns for the one-year,
three-year and five-year periods ended March 31, 2008. The Trustees also
noted that PNIs expense ratio (after taking into account waivers) was below
the high for its peer group but above the median and the low for its peer
group. |
| After
reviewing these and related factors, the Trustees concluded, within the
context of their overall conclusions regarding the Agreements, that they were
satisfied with the Investment Managers and the Sub-Advisers responses and
efforts relating to investment performance and the comparative positioning of
each Fund with respect to the management fee paid to the Investment Manager. |
| The
Trustees noted that the management fees paid by the Funds are generally
higher than the fees paid by the open-end funds offered for comparison but
were advised that there are additional portfolio management challenges in
managing the Funds, such as the use of leverage and meeting a regular
dividend. |
| The
Trustees also took into account that the Funds have preferred shares
outstanding, which increases the amount of fees received by the Investment
Manager and the Sub-Adviser under the Agreements (because the fees are
calculated based on either the Funds net assets or total managed assets,
including assets attributable to preferred shares and other forms of leverage
outstanding but not deducting any liabilities connected to the leverage). In
this regard, the Trustees took into account that the Investment Manager and
the Sub-Adviser have a financial incentive for the Funds to continue to have
preferred shares outstanding, which may create a conflict of interest between
the Investment Manager and the Sub-Adviser, on one hand, and the Funds
common shareholders, on the other. In this regard, the Trustees considered
information provided by the Investment Manager and the Sub-Adviser indicating
that each Funds use of leverage through preferred shares continues to be
appropriate and in the interests of the respective Funds common
shareholders. |
Based on a profitability analysis provided by the Investment Manager, the Trustees also considered the profitability of the Investment Manager and the Sub-Adviser from their relationship with each Fund and determined that such profitability was not excessive.
The Trustees also took into account that, as closed-end investment companies, the Funds do not currently intend to raise additional assets, so the assets of the Funds will grow (if at all) only through the investment performance of each Fund. Therefore, the Trustees did not consider potential economies of scale as a principal factor in assessing the fee rates payable under the Agreements.
Additionally, the Trustees considered so-called fall-out benefits to the Investment Manager and the Sub-Adviser, such as reputational value derived from serving as Investment Manager and Sub-Adviser to the Funds.
After reviewing these and other factors described herein, the Trustees concluded with respect to each Fund, within the context of their overall conclusions regarding the Agreements, that the fees payable under the Agreements represent reasonable compensation in light of the nature and quality of the services being provided by the Investment Manager and Sub-Adviser to the Funds.
40 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
PIMCO Municipal Income Fund II S ubsequent Events (unaudited)
Subsequent Event Municipal II Postponement of Payment and Declaration of Common Share Dividend
On December 1, 2008, Municipal II announced that due to recent market conditions and requirements under the Funds By-laws and the Investment Company Act of 1940, as amended (the 1940 Act) it has postponed the payment of the previously declared (November 3, 2008) dividend on the Funds common shares scheduled for payment on December 1, 2008 and the declaration of the next dividend on the Funds common shares, which would have been paid on December 31, 2008.
The declared dividend ($0.065 per common share) payable on December 1, 2008 to the shareholders of record on November 13, 2008, with an ex-dividend date of November 10, 2008, was not paid on December 1, 2008.
In accordance with the 1940 Act and the Funds By-laws, the Fund is not permitted to pay or declare common share dividends unless the Funds ARPS have a minimum asset coverage of 200% (200% Level) after payment of the common share dividend or declaration of the common share dividend. Due to continued severe market dislocations and recent further erosions in the municipal market, the value of the Funds portfolio securities has declined, which has caused the Funds asset coverage ratio to fall below the 200% Level.
On January 8, 2009, Municipal II announced that the previously declared November dividend of $0.065 per common share, which was declared on November 3, 2008 and postponed on December 1, 2008 will be paid on January 8, 2009 to shareholders of record on November 13, 2008.
In addition, the Municipal II also announced that it declared a $0.065 per common share dividend for December 2008 and a $0.065 per common share dividend for January 2009.
The dividend declared for December 2008 will be payable on January 23, 2009 to shareholders of record on January 20, 2009, with an ex-dividend date of January 15, 2009. The dividend declared for January 2009 will be payable on February 2, 2009 to shareholders of record on January 20, 2009, with an ex-dividend date of January 15, 2009.
Subsequent Event Municipal II Partial Redemption of Auction Rate Preferred Shares (ARPS)
On December 18, 2008, Municipal II announced that it will redeem, at par value, $138 million of its ARPS beginning January 5, 2009 and concluding January 9, 2009. The redemption was transacted at the full liquidation preference of $25,000 per share plus accumulated but unpaid dividends.
The decision to redeem a portion of the Funds ARPS was made by the Funds Board of Trustees at the recommendation of the Investment Manager and Sub-Adviser and is intended to increase asset coverage of the Funds ARPS above the 200% Level (subject to future market conditions), permitting the Fund to pay the previously declared common share dividend originally scheduled to be paid in December, 2008 and to declare future common share dividends.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 41
PIMCO California Municipal Income Fund II Subsequent Events (unaudited)
Subsequent Event California Municipal II Postponement of Payment and Declaration of Common Share Dividend
On December 1, 2008, California Municipal II announced that due to recent market conditions and requirements under the Funds By-laws and the 1940 Act, it has postponed the payment of the previously declared (November 3, 2008) dividend on the Funds common shares scheduled for payment on December 1, 2008 and the declaration of the next dividend on the Funds common shares, which would have been paid on December 31, 2008.
The declared dividend ($0.07 per common share) payable on December 1, 2008 to the shareholders of record on November 13, 2008, with an ex-dividend date of November 10, 2008, was not paid on December 1, 2008.
In accordance with the 1940 Act and the Funds By-laws, the Fund is not permitted to pay or declare common share dividends unless the Funds auction rate preferred shares (ARPS) have a minimum asset coverage of 200% (200% Level) after payment of the common share dividend or declaration of the common share dividend. Due to continued severe market dislocations and recent further erosions in the municipal market, the value of the Funds portfolio securities has declined, which has caused the Funds asset coverage ratio to fall below the 200% Level.
On January 6, 2009, California Municipal II announced that the previously declared November dividend of $0.07 per common share, which was declared on November 3, 2008 and postponed on December 1, 2008 will be paid on January 6, 2009 to shareholders of record on November 13, 2008.
In addition, California Municipal II also announced that it declared a $0.07 per common share dividend for December 2008 and a $0.07 per common share dividend for January 2009.
The dividend declared for December 2008 will be payable on January 21, 2009 to shareholders of record on January 16, 2009, with an ex-dividend date of January 14, 2009. The dividend declared for January 2009 will be payable on February 2, 2009 to shareholders of record on January 16, 2009, with an ex-dividend date of January 14, 2009.
Subsequent Event California Municipal II Partial Redemption of Auction Rate Preferred Shares (ARPS)
On December 18, 2008, California Municipal II announced that it will redeem, at par value $97 million of its ARPS beginning January 5, 2009 and concluding January 9, 2009. The redemption was transacted at the full liquidation preference of $25,000 per share plus accumulated but unpaid dividends.
The decision to redeem a portion of the Funds ARPS was made by the Funds Board of Trustees at the recommendation of the Investment Manager and Sub-Adviser and is intended to increase asset coverage of the Funds ARPS above the 200% Level (subject to future market conditions), permitting the Fund to pay the previously declared common share dividend originally scheduled to be paid in December, 2008 and to declare future common share dividends.
42 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
PIMCO Municipal Income Funds II New York Municipal II Subsequent Events/ Proxy Voting Policies & Procedures (unaudited)
Subsequent Event New York Municipal II Postponement of Payment and Declaration of Common Share Dividend
On December 31, 2008, New York Municipal II announced that due to recent market conditions and requirements under the Funds By-laws and the 1940 Act, it has postponed the payment of the previously declared (December 1, 2008) dividend on the Funds common shares scheduled for payment on December 31, 2008 and the declaration of the next dividend on the Funds common shares, which would have been paid on February 2, 2009.
The declared dividend ($0.06625 per common share) payable on December 31, 2008 to the shareholders of record on December 11, 2008, with an ex-dividend date of December 9, 2008, was not paid on December 31, 2008.
In accordance with the 1940 Act and the Funds By-laws, the Fund is not permitted to pay or delcare common share dividends unless the Funds auction rate preferred shares (ARPS) have a minimum asset coverage of 200% (200% Level) after payment of the common share dividend or declaration of the common share dividend. Due to continued severe market dislocations and recent further erosions in the municipal market, the value of the Funds portfolio securities has declined, which has caused the Funds asset coverage ratio to fall below the 200% Level.
On January 12, 2009, New York Municipal II announced that the previously declared December dividend of $0.06625 per common share, which was declared on December 1, 2008 and postponed on December 31, 2008 will be paid on January 12, 2009 to shareholders of record on December 11, 2008.
On January 13, 2009, New York Municipal II declared a $0.06625 per common share dividend for January 2009. The dividend will be payable February 2, 2009 to shareholders of record January 23, 2009, with an ex-dividend date of January 21, 2009.
Subsequent Event New York Municipal II Partial Redemption of Auction Rate Preferred Shares (ARPS)
On January 9, 2009, New York Municipal II announced that it will redeem, at par value $11 million of its ARPS beginning January 26, 2009 and concluding January 29, 2009. The redemption was transacted at the full liquidation preference of $25,000 per share plus accumulated but unpaid dividends.
The decision to redeem a portion of the ARPS was made by the Funds Board of Trustees at the recommendation of the Investment Manager and Sub-Adviser and is intended to increase asset coverage of the ARPS above the 200% Level (subject to future market conditions), permitting New York Municipal II to pay the previously declared common share dividend originally scheduled to be paid in December 2008 and to declare future common share dividends.
Proxy Voting Policies and Procedures:
A description of the policies and procedures that the Funds have adopted to determine how to vote proxies relating to portfolio securities and information about how the Funds voted proxies relating to portfolio securities held during the twelve month period ended June 30 is available (i) without charge, upon request, by calling the Funds shareholder servicing agent at (800) 331-1710; (ii) on the Funds website at www.allianzinvestors.com/closedendfunds; and (iii) on the Securities and Exchange Commissions website at www.sec.gov.
11.30.08 | PIMCO Municipal Income Funds II Semi-Annual Report 43
| PIMCO
Municipal Income Funds II |
| --- |
| (unaudited) |
| The Funds held their annual
meetings of shareholders on December 23, 2008. Common/Preferred shareholders
of each fund voted to re-elect R. Peter Sullivan III and John C. Maney as
class III Trustees to serve until 2011 and to elect Diana L. Taylor as Class
II Trustee to serve until 2010. The resulting vote count is indicated below: |
| Municipal II: | ||
| Re-Election of R. Peter Sullivan | ||
| III | 48,215,403 | 3,828,730 |
| Re-Election of John C. Maney | 48,230,919 | 3,813,214 |
| Election of Diana L. Taylor* | 15,441 | 2,465 |
| California Municipal II: | ||
| Re-Election of R. Peter Sullivan | ||
| III | 26,123,380 | 2,551,859 |
| Re-Election of John C. Maney | 26,076,993 | 2,598,246 |
| Election of Diana L. Taylor* | 7,956 | 8 |
| New York Municipal II: | ||
| Re-Election of R. Peter Sullivan | ||
| III | 9,500,031 | 717,431 |
| Re-Election of John C. Maney | 9,497,856 | 719,606 |
| Election of Diana L Taylor* | 3,511 | 262 |
Messrs. Hans W. Kertess*, Robert E. Connor, William B. Ogden IV and Paul Belica continue to serve as Trustees of the Funds.
Mr. John Dalessandro served as a Trustee of the Funds until his death on September 14, 2008.
44 PIMCO Municipal Income Funds II Semi-Annual Report | 11.30.08
Trustees and Principal Officers
| Hans W. Kertess | Brian S. Shlissel |
|---|---|
| Trustee, Chairman of the Board of Trustees | President |
| & Chief Executive Officer | |
| Paul Belica | Lawrence G. Altadonna |
| Trustee | Treasurer, |
| Principal Financial & Accounting Officer | |
| Robert E. Connor | Thomas J. Fuccillo |
| Trustee | Vice |
| President, Secretary & Chief Legal Officer | |
| John C. Maney | Scott Whisten |
| Trustee | Assistant |
| Treasurer | |
| William B. Ogden, IV | Richard J. Cochran |
| Trustee | Assistant |
| Treasurer | |
| R. Peter Sullivan III | Youse E. Guia |
| Trustee | Chief |
| Compliance Officer | |
| Diana L. Taylor | William V. Healey |
| Trustee | Assistant |
| Secretary | |
| Richard H. Kirk | |
| Assistant | |
| Secretary | |
| Kathleen A. Chapman | |
| Assistant | |
| Secretary | |
| Lagan Srivastava | |
| Assistant | |
| Secretary |
Investment Manager Allianz Global Investors Fund Management LLC 1345 Avenue of the Americas New York, NY 10105
Sub-Adviser Pacific Investment Management Company LLC 840 Newport Center Drive Newport Beach, CA 92660
Custodian & Accounting Agent State Street Bank & Trust Co. 225 Franklin Street Boston, MA 02110
Transfer Agent, Dividend Paying Agent and Registrar PNC Global Investment Servicing P.O. Box 43027 Providence, RI 02940-3027
Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP 300 Madison Avenue New York, NY 10017
Legal Counsel Ropes & Gray LLP One International Place Boston, MA 02110-2624
This report, including the financial information herein, is transmitted to the shareholders of PIMCO Municipal Income Fund II, PIMCO California Municipal Income Fund II and PIMCO New York Income Fund II for their information. It is not a prospectus, circular or representation intended for use in the purchase of shares of the Funds or any securities mentioned in this report.
The financial information included herein is taken from the records of the Funds without examination by an independent registered accounting firm, who did not express an option hereon.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Funds may purchase shares of its common stock in the open market.
The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of their fiscal years on Form N-Q. Each Funds Form N-Q is available on the SECs website at www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The information on Form N-Q is also available on the Funds website at www.allianzinvestors.com/closedendfunds.
On January 9, 2009, each Fund submitted a CEO annual certification to the New York Stock Exchange (NYSE) on which the Funds principal executive officer certified that he was not aware, as of the date, of any violation by the Funds of the NYSEs Corporate Governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, each Funds principal executive and principal financial officer made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q relating to, among other things, the Funds disclosure controls and procedures and internal control over financial reporting, as applicable.
Information on the Funds is available at www.allianzinvestors.com/closedendfunds or by calling the Funds shareholder servicing agent at (800) 331-1710.
ITEM 2. CODE OF ETHICS
Not required in this filing.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
Not required in this filing.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Not required in this filing.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANT
Not required in this filing.
ITEM 6. SCHEDULE OF INVESTMENTS
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not required in this filing.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
(a)(1)
As of February 4, 2009, the following individual has primary responsibility for the day-to-day implementation of the PIMCO Municipal Income Fund II (PML), PIMCO California Municipal Income Fund II (PCK) and PIMCO New York Municipal Income Fund II (PNI) (each a Fund and collectively, the Funds):
John S. Cummings Mr. Cummings has been the portfolio manager for the Fund since December 11, 2008. Mr. Cummings is an executive vice president and a municipal bond portfolio manager at PIMCO in the Newport Beach office. Prior to joining PIMCO in 2002, he was vice president, municipal trading at Goldman Sachs, responsible for a number of municipal sectors, including industrials, airlines, utilities, healthcare and high-yield. He has 20 years of investment experience and holds an MBA, as well as his undergraduate degree, from Rutgers University.
(a)(2)
The following summarizes information regarding each of the accounts, excluding the respective Fund managed by the Portfolio Manager as of December 31, 2008, including accounts managed by a team, committee, or other group that includes the Portfolio Manager. Unless mentioned otherwise, the advisory fee charged for managing each of the accounts listed below is not based on performance.
| PM | Fund | Registered Investment Companies — # | AUM($million) | Other Pooled Investment Vehicles — # | AUM($million) | Other Accounts — # | AUM($million) |
|---|---|---|---|---|---|---|---|
| John S. Cummings | PML | 19 | 4,175.20 | 4 | 677.58 | 52 | 2,905.83 |
| PCK | 19 | 4,647.12 | 4 | 677.58 | 52 | 2,905.83 | |
| PNI | 19 | 4,936.88 | 4 | 677.58 | 52 | 2, 905.88 |
From time to time, potential conflicts of interest may arise between a portfolio managers management of the investments of a fund, on the one hand, and the management of other accounts, on the other. The other accounts might have similar investment objectives or strategies as the funds, track the same index a fund tracks or otherwise hold, purchase, or sell securities that are eligible to be held, purchased or sold by the funds. The other accounts might also have different investment objectives or strategies than the funds.
Knowledge and Timing of Fund Trades. A potential conflict of interest may arise as a result of the portfolio managers day-to-day management of a fund. Because of their positions with the funds, the portfolio managers know the size, timing and possible market impact of a funds trades. It is theoretically possible that the portfolio managers could use this information to the advantage of other accounts they manage and to the possible detriment of a fund.
Investment Opportunities. A potential conflict of interest may arise as a result of the portfolio managers management of a number of accounts with varying investment guidelines. Often, an investment opportunity may be suitable for both a fund and other accounts managed by the portfolio manager, but may not be available in sufficient quantities for both the fund and the other accounts to participate fully. Similarly,
there may be limited opportunity to sell an investment held by a fund and another account. PIMCO has adopted policies and procedures reasonably designed to allocate investment opportunities on a fair and equitable basis over time.
Under PIMCOs allocation procedures, investment opportunities are allocated among various investment strategies based on individual account investment guidelines and PIMCOs investment outlook. PIMCO has also adopted additional procedures to complement the general trade allocation policy that are designed to address potential conflicts of interest due to the side-by-side management of the funds and certain pooled investment vehicles, including investment opportunity allocation issues.
Performance Fees. A portfolio manager may advise certain accounts with respect to which the advisory fee is based entirely or partially on performance. Performance fee arrangements may create a conflict of interest for the portfolio manager in that the portfolio manager may have an incentive to allocate the investment opportunities that he or she believes might be the most profitable to such other accounts instead of allocating them to a fund. PIMCO has adopted policies and procedures reasonably designed to allocate investment opportunities between the funds and such other accounts on a fair and equitable basis over time.
(a) (3)
As of December 31, 2008, the following explains the compensation structure of the individual that shares primary responsibility for day-to-day portfolio management of the Funds:
PIMCO has adopted a Total Compensation Plan for its professional level employees, including its portfolio managers, that is designed to pay competitive compensation and reward performance, integrity and teamwork consistent with the firms mission statement. The Total Compensation Plan includes a significant incentive component that rewards high performance standards, work ethic and consistent individual and team contributions to the firm. The compensation of portfolio managers consists of a base salary, a bonus, and may include a retention bonus. Portfolio managers who are Managing Directors of PIMCO also receive compensation from PIMCOs profits. Certain employees of PIMCO, including portfolio managers, may elect to defer compensation through PIMCOs deferred compensation plan. PIMCO also offers its employees a non-contributory defined contribution plan through which PIMCO makes a contribution based on the employees compensation. PIMCOs contribution rate increases at a specified compensation level, which is a level that would include portfolio managers.
Salary and Bonus. Base salaries are determined by considering an individual portfolio managers experience and expertise and may be reviewed for adjustment annually. Portfolio managers are entitled to receive bonuses, which may be significantly more than their base salary, upon attaining certain performance objectives based on predetermined measures of group or department success. These goals are specific to individual portfolio managers and are mutually agreed upon annually by each portfolio manager and his or her manager. Achievement of these goals is an important, but not exclusive, element of the bonus decision process.
In addition, the following non-exclusive list of qualitative criteria (collectively, the Bonus Factors) may be considered when determining the bonus for portfolio managers:
| | 3-year, 2-year and 1-year
dollar-weighted and account-weighted, pre-tax investment performance as
judged against the applicable benchmarks for each account managed by a
portfolio manager (including the funds) and relative to applicable industry
peer groups; |
| --- | --- |
| | Appropriate risk
positioning that is consistent with PIMCOs investment philosophy and the
Investment Committee/CIO approach to the generation of alpha; |
| | Amount and nature of
assets managed by the portfolio manager; |
| | Consistency of investment
performance across portfolios of similar mandate and guidelines (reward low
dispersion); |
| | Generation and
contribution of investment ideas in the context of PIMCOs secular and
cyclical forums, portfolio strategy meetings, Investment Committee meetings,
and on a day-to-day basis; |
| | Absence of defaults and
price defaults for issues in the portfolios managed by the portfolio manager; |
| --- | --- |
| | Contributions to asset
retention, gathering and client satisfaction; |
| | Contributions to
mentoring, coaching and/or supervising; and |
| | Personal growth and skills
added. |
A portfolio managers compensation is not based directly on the performance of any fund or any other account managed by that portfolio manager. Final bonus award amounts are determined by the PIMCO Compensation Committee.
Investment professionals, including portfolio managers, are eligible to participate in a Long Term Cash Bonus Plan (Cash Bonus Plan), which provides cash awards that appreciate or depreciate based upon the performance of PIMCOs parent company, Allianz Global Investors, and PIMCO over a three-year period. The aggregate amount available for distribution to participants is based upon Allianz Global Investors profit growth and PIMCOs profit growth. Participation in the Cash Bonus Plan is based upon the Bonus Factors, and the payment of benefits from the Cash Bonus Plan, is contingent upon continued employment at PIMCO.
Key employees of PIMCO, including certain Managing Directors, Executive Vice Presidents, and Senior Vice Presidents, are eligible to participate in the PIMCO Class M Unit Equity Participation Plan, a long-term equity plan. The Class M Unit Equity Participation Plan grants options on PIMCO equity that vest in years three, four and five. Upon vesting, the options will convert into PIMCO M Units, which are non-voting common equity of PIMCO. M Units pay out quarterly distributions equal to a pro-rata share of PIMCOs net profits. There is no assured liquidity and they may remain outstanding perpetually.
Profit Sharing Plan. Instead of a bonus, portfolio managers who are Managing Directors of PIMCO receive compensation from a non-qualified profit sharing plan consisting of a portion of PIMCOs net profits. Portfolio managers who are Managing Directors receive an amount determined by the Partner Compensation Committee, based upon an individuals overall contribution to the firm and the Bonus Factors. Under his employment agreement, William Gross receives a fixed percentage of the profit sharing plan.
Allianz Transaction Related Compensation. In May 2000, a majority interest in the predecessor holding company of PIMCO was acquired by a subsidiary of Allianz AG (currently known as Allianz SE) (Allianz). In connection with the transaction, Mr. Gross received a grant of restricted stock of Allianz, the last of which vested on May 5, 2005.
Portfolio managers who are Managing Directors also have long-term employment contracts, which guarantee severance payments in the event of involuntary termination of a Managing Directors employment with PIMCO.
(a)(4)
The following summarizes the dollar range of securities the portfolio manager for the Funds beneficially owned of the Funds that he managed as of 12/31/08.
| PIMCO Municipal Income Fund II PIMCO California Municipal Income Fund II PIMCO New York Municipal Income Fund II | |
|---|---|
| Portfolio | |
| Manager | Dollar Range of Equity |
| Securities in the Fund | |
| John S. Cummings | None |
ITEM 9.
Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Companies
None
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no material changes to the procedures by which shareholders may recommend nominees to the Funds Board of Trustees since the Fund last provided disclosure in response to this item.
ITEM 11. CONTROLS AND PROCEDURES
(a) The registrants President and Chief Executive Officer and Treasurer, Principal Financial & Accounting Officer have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR 270.30a -3(c))), as amended are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.
(b) There were no significant changes over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a -3(d))) 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 registrants control over financial reporting.
ITEM 12. EXHIBITS
(a) (2) Exhibit 99 Cert. - Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
(b) Exhibit 99.906 Cert. - Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Signature
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) PIMCO New York Municipal Income Fund II
| By | /s/ Brian S.
Shlissel |
| --- | --- |
| President
and Chief Executive Officer | |
| Date
February 4, 2009 | |
| By | /s/ Lawrence
G. Altadonna |
| Treasurer,
Principal Financial & Accounting Officer | |
| Date
February 4, 2009 | |
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 | /s/ Brian S.
Shlissel |
| --- | --- |
| President
and Chief Executive Officer | |
| Date
February 4, 2009 | |
| By | /s/ Lawrence
G. Altadonna |
| Treasurer,
Principal Financial & Accounting Officer | |
| Date
February 4, 2009 | |
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