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PIMCO NEW YORK MUNICIPAL INCOME FUND II

Regulatory Filings Feb 4, 2009

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N-CSRS 1 c56479_n-csrs.htm

`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)

Registrant’s 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 & Poor’s 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 nation’s 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 Fund’s Auction Rate Preferred Shares (“ARPS”) was made at the recommendation of the Fund’s investment manager and approved by the Board of Trustees. These redemptions were intended to increase and maintain asset coverage for each Fund’s 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 | % |

Moody’s 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 Fund’s 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 Fund’s 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 Fund’s 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
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 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 state’s 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 | % |

Moody’s 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 Fund’s 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 Fund’s 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 Fund’s 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 Funds—Leveraged
(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 | % |

Moody’s 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 Fund’s 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 Fund’s 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 Fund’s 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 & NOTES—92.7%
Alabama—2.4%
$ 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
Alaska—0.5%
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
Arizona—6.6%
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
Arkansas—0.1%
13,000 Arkansas Dev. Finance Auth. Rev., zero coupon, 7/1/46,
(AMBAC) Aa3/NR 1,292,460
California—4.9%
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
Colorado—4.9%
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
Florida—3.4%
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
Georgia—0.6%
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
Hawaii—1.4%
19,170 Honolulu City & Cnty. Wastewater System Rev., First
Board
Resolution,
4.75%, 7/1/28 (MBIA-FGIC) Aa3/NR 17,097,148
Illinois—19.1%
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
Indiana—0.1%
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
Iowa—3.8%
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
Kansas—0.3%
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
Kentucky—0.2%
2,500 Economic Dev. Finance Auth. Rev., Hospital Facs. Rev.,
Catholic
Healthcare Partners, 5.25%, 10/1/30 A1/AA- 2,153,875
Louisiana—4.8%
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
Maryland—0.3%
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
Massachusetts—6.1%
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
Michigan—2.2%
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
Minnesota—0.5%
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
Mississippi—0.3%
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
Missouri—0.3%
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
Nevada—0.2%
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 Hampshire—0.3%
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 Jersey—2.4%
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 Mexico—0.3%
5,000 Farmington Pollution Control Rev., 5.80%, 4/1/22 Baa3/BB+ 3,924,750
New York—1.0%
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 Carolina—0.1%
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 Dakota—0.2%
3,710 Stark Cnty. Healthcare Rev., Benedictine Living
Communities,
6.75%,
1/1/33 NR/NR 2,761,613
Ohio—0.6%
7,500 Lorain Cnty. Hospital Rev., Catholic Healthcare, 5.375%,
10/1/30 A1/AA- 6,571,950
Pennsylvania—5.3%
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 Island—4.8%
$ 76,200 Tobacco Settlement Financing Corp. Rev., 6.25%, 6/1/42,
Ser. A Baa3/BBB $ 56,094,630
South Carolina—3.0%
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
Tennessee—0.5%
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
Texas—9.1%
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 (Moody’s/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
Virginia—0.1%
2,050 James City
Cnty. Economic Dev. Auth. Rev., 5.50%,
7/1/37,
Ser. A NR/NR 1,274,546
Washington—1.2%
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
Wisconsin—0.8%
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%
Florida—0.2%
2,830 Highlands
Cnty. Health Facs. Auth. Rev., Adventist Health System,
5.00%,
11/15/31, Ser. C A1/A+ 2,270,990
Illinois—0.4%
5,000 State, GO,
8.12%, 4/1/27, Ser. 783 (FSA)(a)(d)(e) Aaa/NR 5,017,400
Massachusetts—0.3%
2,200 State, GO,
1.10%, 11/1/30, Ser. 785 (FGIC-TCRS)(a)(d)(e) Aa2/NR 3,018,290
Washington—0.3%
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 (Moody’s/S&P)
CALIFORNIA MUNICIPAL BONDS &
NOTES—90.1%
$ 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 Gov’t 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
Gov’t Assoc., Lease Rev., 5.00%, 7/1/32,
Ser. 2002-1
(AMBAC) Baa1/AA 1,777,040
1,945 Bay Area
Gov’t 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 (Moody’s/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 (Moody’s/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 (Moody’s/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 (Moody’s/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 (Moody’s/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 & NOTES—3.4%
Iowa—1.7%
16,100 Tobacco Settlement Auth. of Iowa Rev., 5.60%, 6/1/34, Ser.
B Baa3/BBB 11,284,168
New York—0.3%
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
Pennsylvania—0.4%
4,300 Allegheny Cnty. Hospital Dev. Auth. Rev., 5.375%,
11/15/40,
Ser. A Ba3/BB 2,424,039
Puerto Rico—1.0%
2,200 Aqueduct & Sewer Auth. Rev., 6.00%, 7/1/38, Ser. A Baa3/BBB- 1,927,750
2,505 Public Building Auth. Rev., Gov’t 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 (Moody’s/S&P)
OTHER VARIABLE RATE NOTES (f)—0.8%
Puerto Rico—0.8%
$ 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 (Moody’s/S&P)
NEW YORK MUNICIPAL BONDS &
NOTES—87.2%
$ 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 (Moody’s/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 &
NOTES—7.3% | | | |
| | California—3.2% | | |
| | 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 Rico—4.1% | | |
| 4,600 | Aqueduct
& Sewer Auth. Rev., 6.00%, 7/1/38, Ser. A | Baa3/BBB- | 4,030,750 |
| 5,675 | Children’s
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% | | | |
| | California—0.5% | | |
| 2,000 | Golden
State Tobacco Securitization Corp. Rev., | | |
| | 5.00%,
6/1/35, Ser. A (FGIC) (a)(d) | A2/A | 1,069,760 |
| | Puerto Rico—0.9% | | |
| 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 Placement—Restricted 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 Security—Security 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 Floater—The
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 Notes—Instruments
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
Trust—Securities 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 fund’s 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 issuer’s 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 Distributions—Common 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 Transactions—Residual 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 Fund’s Board of Trustees, the Investment Manager is responsible for managing, either directly or through others selected by it, the Fund’s 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 Fund’s average daily net assets, inclusive of net assets attributable to any preferred shares that may be outstanding. In order to reduce each Fund’s 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 Fund’s 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 Fund’s 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 nation’s 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 Fund’s 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 Fund’s 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 Fund’s 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 Manager’s 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 Manager’s and the Sub-Adviser’s 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 Manager’s or the Sub-Adviser’s ability to provide high quality services to the Funds in the future under the Agreements, including each organization’s respective business reputation, financial condition and operational stability. Based on the foregoing, the Trustees concluded that the Sub-Adviser’s 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 Fund’s 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 Fund’s performance.

In assessing the reasonableness of each Fund’s fees under the Agreements, the Trustees considered, among other information, each Fund’s 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 group’s low returns but had
underperformed its peer group’s 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 group’s median and low returns but had underperformed
its peer group’s high returns for the five-year period ended March 31, 2008.
The Trustees also noted that PML’s 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 group’s low returns for the
one-year, three-year and five-year periods but had underperformed its peer
group’s median and high returns for the one-year, three-year and five-year
periods ended March 31, 2008. The Trustees also noted that PCK’s expense
ratio (after taking into account waivers) was above the median and low for
its peer group and was in line with its peer group’s high. |
| New York
Municipal II: |
| The
Trustees noted that PNI had outperformed its peer group’s low returns but had
underperformed its peer group’s median and high returns for the one-year,
three-year and five-year periods ended March 31, 2008. The Trustees also
noted that PNI’s 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 Manager’s and the Sub-Adviser’s 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 Fund’s 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 Fund’s
common shareholders, on the other. In this regard, the Trustees considered
information provided by the Investment Manager and the Sub-Adviser indicating
that each Fund’s use of leverage through preferred shares continues to be
appropriate and in the interests of the respective Fund’s 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 Fund’s 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 Fund’s common shares scheduled for payment on December 1, 2008 and the declaration of the next dividend on the Fund’s 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 Fund’s By-laws, the Fund is not permitted to pay or declare common share dividends unless the Fund’s 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 Fund’s portfolio securities has declined, which has caused the Fund’s 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 Fund’s ARPS was made by the Fund’s Board of Trustees at the recommendation of the Investment Manager and Sub-Adviser and is intended to increase asset coverage of the Fund’s 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 Fund’s By-laws and the 1940 Act, it has postponed the payment of the previously declared (November 3, 2008) dividend on the Fund’s common shares scheduled for payment on December 1, 2008 and the declaration of the next dividend on the Fund’s 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 Fund’s By-laws, the Fund is not permitted to pay or declare common share dividends unless the Fund’s 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 Fund’s portfolio securities has declined, which has caused the Fund’s 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 Fund’s ARPS was made by the Fund’s Board of Trustees at the recommendation of the Investment Manager and Sub-Adviser and is intended to increase asset coverage of the Fund’s 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 Fund’s By-laws and the 1940 Act, it has postponed the payment of the previously declared (December 1, 2008) dividend on the Fund’s common shares scheduled for payment on December 31, 2008 and the declaration of the next dividend on the Fund’s 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 Fund’s By-laws, the Fund is not permitted to pay or delcare common share dividends unless the Fund’s 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 Fund’s portfolio securities has declined, which has caused the Fund’s 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 Fund’s 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 Commission’s 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.

  • Preferred Shares Trustee

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 Fund’s Form N-Q is available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s 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 NYSE’s 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 manager’s 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 manager’s 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 fund’s 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 manager’s 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 PIMCO’s allocation procedures, investment opportunities are allocated among various investment strategies based on individual account investment guidelines and PIMCO’s 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 firm’s 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 PIMCO’s profits. Certain employees of PIMCO, including portfolio managers, may elect to defer compensation through PIMCO’s deferred compensation plan. PIMCO also offers its employees a non-contributory defined contribution plan through which PIMCO makes a contribution based on the employee’s compensation. PIMCO’s 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 manager’s 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 PIMCO’s 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 PIMCO’s 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 manager’s 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 PIMCO’s 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 PIMCO’s 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 PIMCO’s 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 PIMCO’s net profits. Portfolio managers who are Managing Directors receive an amount determined by the Partner Compensation Committee, based upon an individual’s 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 Director’s 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 Fund’s Board of Trustees since the Fund last provided disclosure in response to this item.

ITEM 11. CONTROLS AND PROCEDURES

(a) The registrant’s President and Chief Executive Officer and Treasurer, Principal Financial & Accounting Officer have concluded that the registrant’s 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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