<PAGE> cover
Semi-Annual Report September 30, 1995
P I M C O
Total Return Fund II
<PAGE> 1
Statement of Assets and Liabilities
September 30, 1995 (unaudited)
<TABLE>
<S> <C>
Assets:
Cash $ 613
613
Liabilities:
Other accrued expenses and 113
liabilities
113
Net Assets $ 500
Net Assets Consist of:
Paid in capital $ 500
Undistributed net investment income
Accumulated undistributed net
realized gain
Net unrealized appreciation
$ 500
Shares Issued and Outstanding 45.33
Net Asset Value, Offering And
Redemption Price Per
Share (Net Assets Per Share
Outstanding) $ 11.03
Cost of Investments Owned 0
</TABLE>
See Notes to Financial Statements
<PAGE> 2
Statement of Operations
<TABLE>
<CAPTION>
For the six months ended September 30, 1995 (unaudited)
<S> <C>
Investment Income:
Interest
Expenses:
Amortization of organization of
organization costs
Reimbursement from adviser and
administrator
Total expenses 0
Net Investment Income 0
Net Realized and Unrealized Gain 0
Net realized gain on investments 0
Net realized gain on futures
contracts and written options 0
Net realized gain on foreign
currency transactions 0
Net change in unrealized
appreciation on investments 0
Net change in unrealized
appreciation on futures contracts
and written options 0
Net change in unrealized
appreciation on translation of
assets and liabilities denominated
in foreign currencies 0
Net Gain 0
Net Increase in Assets Resulting
from Operations 0
</TABLE>
See Notes to Financial Statements
<PAGE> 3
Statement of Changes in Net Assets
<TABLE>
<CAPTION>
Six months ended Year ended
September 30, 1995 March 31, 1995
unaudited
<S> <C> <C>
Increase in Net Assets from:
Operations
Net investment income 0 0
Net realized gain (loss) 0 0
Net change in unrealized appreciation
of investments 0 0
Net change in unrealized appreciation
of futures contracts and written
options 0 0
Net change in unrealized appreciation
on translation of assets and
liabilities denominated in foreign
currencies 0 0
Net increase resulting from operations 0 0
Distributions to Shareholders 0 0
From net investment income 0 0
From net realized capital gains 0 0
Net decrease resulting from operations 0 0
Fund Share Transactions 0 0
Receipts for shares sold 0 0
Issued as reinvestment of distributions 0 0
Cost of shares redeemed 0 0
Net increase resulting from Fund share
transactions 0 0
Total Increase (Decrease) in Net Assets 0 0
Net Assets 0 0
Beginning of period $ 500 $ 500
End of period * 500 500
* Including undistributed net
investment income of: 0 0
</TABLE>
See Notes to Financial Statements
<PAGE> 4
Financial Highlights
September 30, 1995
<TABLE>
Selected data for a share outstanding throughout each period:
<CAPTION>
Net Asset Net Realized Total Income Dividends Distributions
Year or Value Net and Unrealized from from Net from Net
Period Beginning Investment Gain(Loss)on Investment Investment Realized Total
Ended of Period Income Investments Operations Income Capital Gains Distributions
<S> <C> <C> <C> <C> <C> <C> <C>
9/30/95(a )$11.03 0 0 0 0 0 0
3/31/95 11.03 0 0 0 0 0 0
3/31/94 11.03 0 0 0 0 0 0
3/31/93 10.09 $.03 $1.21 $1.24 $(.05) $(.25) $(.30)
3/31/92(b) 10.00 .25 .09 .34 (.25) 0 (.25)
</TABLE>
<TABLE>
<CAPTION>
Ratio of Net
Net Asset Ratio of Investment
Value Net Assets Expenses to Income to Portfolio
End Total End Average Average Turnover
of Period Return of Period Net Assets Net Assets Rate
<S> <C> <C> <C> <C> <C> <C>
9/30/95(a) $11.03 0 $500 0 0 0
3/31/95 11.03 0 500 0 0 0
3/31/94 11.03 0 500 0 0 0
3/31/93 11.03 16.83% 500 0.50% 3.85% 466.45%
3/31/92(b) 10.09 8.48+ 2,033,371 0.52+ 6.18+ 185.85
</TABLE>
(a) Unaudited
(b) From commencement of operations, October 31, 1991.
+ Annualized.
See Notes to Financial Statements
<PAGE> 5
Notes to Financial Statements
September 30, 1995 (Unaudited)
1. Significant Accounting Policies
The Total Return Fund II (the "Fund"), which commenced
operations on October 31, 1991 is a series of the PIMCO Funds
(the "Trust"). The Trust is registered under the Investment
Company Act of 1940 (the "Act"), as amended, as a no-load,
open-ended investment management company established as a
"Massachusetts business trust". At September 30, 1995, shares
of the Fund are currently not available for sale to the
public. Refer to Note 2 - Fund Deactivation and
liquidation.
2. Fund Deactivation and Liquidation
On March 22, 1993, the institutional shareholders of the Fund
redeemed 371,472 shares (representing the issued and
outstanding shares of the Fund) at net asset value per share.
Concurrently, PIMCO agreed to absorb the Fund's unamortized
organization costs at March 22, 1993, of $6,062 and invested
$500 in the Fund at net asset value resulting in the issuance
of 45.33 shares. During the six months ended September 30,
1995, the Fund was in a deactivated status and was not
available for sale to the public. The $500 PIMCO investment in
Fund shares is recorded as additional paid in capital in the
Fund's accounting records and has been invested by the Fund in
a non-interest bearing custodial bank account. On October 31,
1995, the Fund was liquidated and all operations were
terminated.
3. Fees, Expenses, and Related Party Transactions
Investment Advisory Fee. Pacific Investment Management Company
("PIMCO") serves as investment Advisor (the "Advisor") to the
Fund, pursuant to an investment advisory contract. The Advisor
receives a monthly fee from each Fund at an annual rate based
on average daily net assets as follows: 0.30% of the first
$150 million, and 0.25% thereafter.
Administration Fee. PIMCO also serves as administrator (the
"Administrator"), and provides administrative services to the
Fund for which it receives a monthly administrative fee at the
annual rate of 0.10% of the Fund's average daily net assets.
Expenses. The Trust bears all costs of its operations.
Expenses directly attributable to a Fund are charged to that
Fund; other expenses are allocated proportionately among all
the Funds in relation to the net assets of each Fund.
The Advisor and the Administrator, in the interest of limiting
expenses of the Fund, have agreed to limit the expenses of the
Fund, including the advisory and administrative fees, to not
more than 0.50% of its average net assets on an annual basis.
During the period the Fund is in a deactivated status, the
Advisor and the Administrator have agreed to reimburse the Fund
for all operating expenses.
Reimbursement of the Advisor or Administrator for fees foregone
or other expenses paid by them pursuant to the expense
guarantee may be made at a later date when the Fund has been
reactivated and reached a sufficient asset size; however, no
such later payment will be made if that payment would cause the
annual expense ratio of the Fund to exceed the amount of the
relevant expense guarantee. Additionally, no reimbursement of
any amount will be made more than four years after recognition
of the reimbursable amount as a contingent liability of the
Fund. The cumulative unreimbursed amount for the Fund was
$48,026 at September 30, 1995. This amount has been waived by
the Adviser and Administrator as a result of the liquidation of
the Fund.
During the six months ended September 30, 1995, each
unaffiliated Trustee received an annual retainer of $7,000,
plus $2,000 for each Board of Trustees meeting attended, plus
reimbursement of related expenses. These expenses are
allocated to the Funds according to their respective net
assets.
<PAGE> 6
Notes to Financial Statements (Cont.)
September 30, 1995 (unaudited)
Related Party Transactions. PIMCO Advisors Distribution Company
("PADCO"), an indirect wholly owned subsidiary of PIMCO
Advisors L.P., serves as the distributor of the Trust's shares.
Under the contract, all expenses relating to the distribution
of Trust shares will be paid by the Advisor, the Administrator
or PADCO out of past profits and resources which may include
fees received by the Advisor or the Administrator.
4. Organization Costs
The Fund assumed all costs in connection with its organization,
including the fees and expenses of registering and qualifying
its shares for distribution under Federal and state securities
regulations. Expenses incurred in connection with the
organization of the Fund were $8,443. During the year ended
March 31, 1993, organizational expenses of the Fund in the
amount of $1,672 were amortized and reflected as Fund expenses
in the statement of operations. In connection with the
deactivation of the Fund on March 22, 1993, PIMCO reimbursed
the Fund for unamortized organization costs in the amount of
$6,062.
5. Purchases and Sales of Securities
The Fund made no purchases or sales of securities during the
six months ended September 30, 1995.
6. Shares of Beneficial Interest
The Trust may issue an unlimited number of shares of beneficial
interest with a $.0001 par value. Changes in shares of
beneficial interest were as follows:
<TABLE>
<CAPTION>
Six Months Ended Year Ended
September 30, 1995 March 31, 1995
<S> <C> <C>
Shares sold ----- -----
Issued as reinvestment
of dividends ----- -----
Shares redeemed ----- -----
Net increase (decrease) 0 0
</TABLE>
<PAGE> 7
Trustees and Officers
Brent R. Harris, Chairman and Trustee
Guilford C. Babcock, Trustee
Vern O. Curtis, Trustee
Thomas P. Kemp, Trustee
William J. Popejoy, Trustee
R. Wesley Burns, President
Garlin G. Flynn, Secretary
John P. Hardaway, Treasurer
Investment Advisor and Administrator
Pacific Investment Management Company
840 Newport Center Drive, Suite 360
Newport Beach, California 92660
Transfer Agent and Custodian
Investors Fiduciary Trust Company
127 West 10th Street
Kansas City, Missouri 64105
Counsel
Dechert Price & Rhoads
1500 K Street N.W.
Washington, D.C. 20005
Independent Accountants
Price Waterhouse LLP
1055 Brodaway
Kansas City, MO 64105
This report is submitted for the general information of the
shareholders of the PIMCO Total Return II Fund. It is not
authorized for distribution to prospective investors unless
accompanied or preceded by an effective prospectus for the
PIMCO Funds, which contains information covering its investment
policies as well as other pertinent information.
