U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
PIMCO Funds, 840 Newport Center Drive, Suite 360,
Newport Beach, CA 92660
2. Name of each series or class of funds for which this notice
is filed:
Institutional Class and Administrative Class of the
following Funds:
Money Market Fund
Short-Term Fund
Low Duration Fund
High Yield Fund
Total Return Fund
Total Return Fund II
Institutional Class of the following Funds:
Low Duration Fund II
Total Return Fund III
Long-Term U.S. Government Fund
Foreign Fund
Global Fund
International Fund
StocksPLUS Fund
Growth Stock Fund
VersaSTYLE Equity Fund
3. Investment Company Act File Number: 811-5028
Securities Act File Number: 33-12113
4. Last day of fiscal year for which this notice is filed:
March 31, 1996
5. Check box if this notice is being filed more than 180 days
after the close of the issuer's fiscal year for purposes of
reporting securities sold after the close of the fiscal year
but before termination of the issuer's 24f-2 declaration:
[ ]
6. Date of termination of issuer's declaration under rule 24f-
2(a)(1), if applicable (see Instruction A.6):
Not applicable.
7. Number and amount of securities of the same class or series
which had been registered under the Securities Act of 1933
other than pursuant to rule 24f-2 in a prior fiscal year,
but which remained unsold at the beginning of the fiscal
year:
225,863 shares
$2,258,631
8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2:
496,660,759 shares
$4,981,044,591
9. Number and aggregate sale price of securities sold during
the fiscal year:
950,821,633 shares
$8,730,055,672
10. Number and aggregate sale price of securities sold during
the fiscal year in reliance upon registration pursuant to
rule 24f-2:
453,935,011 shares
$3,746,752,450
11. Number and aggregate sale price of securities issued during
the fiscal year in connection with dividend reinvestment
plans, if applicable (see Instruction B.7):
103,432,029 shares
$1,030,486,811
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold
during the fiscal year in reliance on
rule 24f-2 (from Item 10): $3,746,752,450
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): +1,030,486,811
(iii) Aggregate price of shares redeemed
or repurchased during the fiscal
year (if applicable): -3,841,218,865
(iv) Aggregate price of shares redeemed
or repurchased and previously
applied as a reduction to filing
fees pursuant to rule 24e-2
(if applicable): + 0
(v) Net aggregate price of securities
sold and issued during the fiscal
year in reliance on rule 24f-2
[line (i), plus line (ii), less
line (iii), plus line (iv)]
(if applicable): $ 936,020,396
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation (see
Instruction C.6): x 1/2900
(vii) Fee due [line (i) or in (v) multiplied
by line (vi): $ 322,766
Instruction: Issuers should complete lines (ii), (iii), (iv),
and (v) only if the form is being filed within 60
days after the close of the issuer's fiscal year.
See Instruction C.3.
13. Check box if fees are being remitted to the Commission's
lockbox depository as described in section 3a of the
Commission's Rules of Informal and Other Procedures (17 CFR
202.3a).
[ X ]
Date of mailing or wire transfer of filing fees of the
Commission's lockbox depository:
May 30, 1996
SIGNATURES
This report has been signed below by the following persons on
behalf of the issuer and in the capacities and on the dates
indicated.
By (Signature and Title)* /s/ John P. Hardaway
John P. Hardaway, Treasurer
Date May 30, 1996
*Please print the name and title of the signing officer below the
signature.
<PAGE>
DECHERT PRICE & RHOADS
1500 K Street, N.W.
Suite 500
Washington, D.C. 20005
May 29, 1996
PIMCO Funds
840 Newport Center Drive
Suite 360
Newport Beach, California 92660
Dear Sirs:
As counsel for PIMCO Funds (the "Trust"), during the fiscal
year ended March 31, 1996, we are familiar with the Trust's
registration under the Investment Company Act of 1940 and with the
registration statement relating to its shares of beneficial
interest (the "Shares") under the Securities Act of 1933 (File No.
33-12113) (the "Registration Statement"). We have also examined
such other corporate records, agreements, documents and
instruments as we deemed appropriate.
Based upon the foregoing, it is our opinion with respect to
the Shares the registration of which is being made definite by the
Notice pursuant to Rule 24f-2 under the Investment Company Act of
1940 ("Notice") being filed by the Trust for its fiscal year ended
March 31, 1996, assuming such Shares were sold at the public
offering price and delivered by the Trust against receipt of the
net asset value of the Shares in compliance with the terms of the
Registration Statement and the requirements of applicable law,
that such Shares were, when sold, duly and validly authorized,
legally and validly issued, and fully paid and non-assessable.
We consent to the filing of this opinion in connection with
the Notice on Form 24F-2 to be filed by the Trust with the
Securities and Exchange Commission for the Trust's fiscal year
ended March 31, 1996.
Very truly yours,
/s/ Dechert Price & Rhoads
