PIMCO FUNDS
497, 1999-12-29
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               PIMCO Funds: Pacific Investment Management Series
                 Institutional and Administrative Share Classes

                      Supplement dated December 29, 1999 to
                        Prospectus dated November 1, 1999

Change to PIMCO Emerging Markets Bond Fund II

         Effective January 3, 2000, the PIMCO Emerging Markets Bond Fund II (the
"Fund") may invest up to 25% of its assets in fixed income securities rated B by
Moody's Investors Service,  Inc. ("Moody's") or Standard & Poor's Rating Service
("S&P") (or, if unrated, determined by PIMCO to be of comparable quality). Prior
to that date, the Fund will have limited its investments in such securities to a
maximum  of 10% of its  assets.  Fixed  income  securities  that are  rated B by
Moody's or S&P, or, if unrated, determined by PIMCO to be of comparable quality,
are considered to be high yield securities ("junk bonds").  For more information
regarding  high  yield  securities,   as  well  as  the  risks  associated  with
investments in such securities,  see the discussions in the prospectus  entitled
"Summary of Principal  Risks--High  Yield Risk,"  "Characteristics  and Risks of
Securities  and  Investment  Techniques--High  Yield  Securities"  and "Appendix
A--Description of Securities Ratings."


          Investors Should Retain This Supplement For Future Reference


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