As filed with the Securities and Exchange Commission on January 26, 2000
File No. 811-5028
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
Registration Statement Under the Investment Company Act of 1940 / X/
Amendment No. 58 / X/
PIMCO FUNDS
(Exact Name of Registrant as Specified in Charter)
840 Newport Center Drive
Newport Beach, California 92660
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including area code:
(949) 720-6533
Robert W. Helm, Esq. R. Wesley Burns
Dechert Price & Rhoads Pacific Investment Management Company
1775 Eye Street, N.W. 840 Newport Center Drive, Suite 300
Washington, D.C. 20006 Newport Beach, California 92660
(Name and Address of Agent for Service)
It is intended that this filing will become effective immediately upon
filing in accordance with Section 8 of the Investment Company Act of 1940 and
the rules thereunder.
<PAGE>
EXPLANATORY NOTE
This Amendment is filed by PIMCO Funds (the "Registrant") pursuant to
Section 8(b) of the Investment Company Act of 1940, as amended (the "1940 Act"),
for the purpose of amending disclosure in the PIMCO Funds: Private Account
Portfolio Series Offering Memorandum and Offering Memorandum Supplement, each
dated October 8, 1999, as filed on October 8, 1999 by amendment to Registrant's
registration statement on Form N-1A pursuant to Section 8(b) of the 1940 Act,
each of which is incorporated herein by reference.
The shares of beneficial interest in the Private Account Portfolio Series
are not registered under the Securities Act of 1933 (the "1933 Act") since such
shares will be issued by Registrant solely in private placement transactions
that do not involve any "public offering" within the meaning of the 1933 Act.
Shares of the Private Account Portfolio Series may be purchased only by clients
of Pacific Investment Management Company ("PIMCO") who maintain separately
managed private accounts, and who are also "accredited investors," as defined in
Regulation D under the 1933 Act, and either (i) "qualified purchasers," as
defined for purposes of Section 3(c)(7) of the 1940 Act, or (ii) "qualified
institutional buyers," as defined in Rule 144A(a)(1) under the 1933 Act. This
Amendment is not an offer to sell, or a solicitation of any offer to buy, any
security to the public within the meaning of the 1933 Act.
<PAGE>
PIMCO Funds: Pacific Investment Management Series
Private Account Portfolio Series
Supplement dated January 26, 2000 to
Offering Memorandum and Offering Memorandum Supplement,
each dated October 8, 1999
I. Changes Regarding Investment Grade Corporate Portfolio
Effective upon its commencement of operations, the Investment Grade
Corporate Portfolio will operate as a "non-diversified" portfolio. The change
permits the Investment Grade Corporate Portfolio to invest a greater percentage
of its assets in the securities of a single issuer. Accordingly, the following
changes to the disclosure in the Offering Memorandum are in effect:
o On page 7, in the second sentence of the last full paragraph, under the
heading "Investment Grade Corporate Portfolio," the word "diversified" has
been deleted. The sentence now states: "The Portfolio seeks to achieve its
investment objective by investing under normal circumstances at least 65%
of its assets in a portfolio of corporate fixed income securities of
varying maturities, which may be represented by options, futures contracts,
swap agreements, or mortgage- or asset-backed securities."
o On page 12, the second sentence of the fourth full paragraph under the
heading, "Concentration Risk," shall state: "Each Portfolio, except the
Short-Term, Short-Term II, Mortgage, Mortgage II, and High Yield
Portfolios, is `non-diversified,' which means that it may invest a greater
percentage of its assets in the securities of a single issuer than the
diversified Portfolios."
o On Page 18, Fundamental Investment Restrictions (2) and (3) shall no longer
apply to the Investment Grade Corporate Portfolio.
II. Changes Regarding Emerging Markets Portfolio
Effective upon its commencement of operations, the Emerging Markets
Portfolio may invest no more than 25% of its assets in fixed income securities
rated B by Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's
Ratings Services ("S&P") (or, if unrated, determined by PIMCO to be of
comparable quality). 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 Offering Memorandum 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," and the discussion in the Offering Memorandum Supplement
entitled "Investment Objectives and Policies--High Yield Securities ('Junk
Bonds')".
<PAGE>
III. Changes Regarding High Yield Portfolio
Effective upon its commencement of operations, the High Yield Portfolio may
invest up to 15% of its assets in euro-denominated securities. The High Yield
Portfolio normally will hedge at least 75% of its exposure to the euro to reduce
the risk of loss due to fluctuations in currency exchange rates.
IV. Changes Affecting Fundamental Investment Restrictions
Prior to commencement of each Portfolio's operations, the disclosure under
"Investment Restrictions" on pages 18-19 of the Offering Memorandum has been
amended as follows:
o On page 18, Investment Restriction (1) shall state that a Portfolio may not
"concentrate its investments in a particular industry, as that term is used
in the Investment Company Act of 1940, as amended, and as interpreted,
modified, or otherwise permitted by regulatory authority having
jurisdiction, from time to time."
o On page 18, Investment Restriction (2) shall state that a Portfolio may not
"for the Short-Term, Short-Term II, Mortgage, Mortgage II, and High Yield
Portfolios, with respect to 75% of its total assets, purchase the
securities of any issuer, except securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities, if, as a
result, (i) more than 5% of the Portfolio's total assets would be invested
in the securities of that issuer, or (ii) the Portfolio would hold more
than 10% of the outstanding voting securities of that issuer."
o On page 18, Investment Restriction (3) has been deleted.
o On page 18 Investment Restriction (6) shall state that a Portfolio may not
"borrow money or issue any senior security, except as permitted under the
Investment Company Act of 1940, as amended, and as interpreted, modified,
or otherwise permitted by regulatory authority having jurisdiction, from
time to time."
o On page 19, Investment Restriction (9) has been deleted.
o On pages 18-19, Investment Restrictions (4), (5), (7), and (8) have been
renumbered, respectively, as Investment Restrictions (3), (4), (6) and (7).
V. Additional Disclosure Regarding the Portfolios' Investment Adviser
The following disclosure has been added after the first full paragraph on
Page 37 of the Offering Memorandum Supplement, which appears under the heading
"Investment Adviser":
"On October 31, 1999, PIMCO Advisors, PAH and PIMCO Partners G.P., certain
of their affiliates, Allianz of America, Inc. ("Allianz of America") and certain
other parties named therein entered into an Implementation and Merger Agreement
(the "Merger Agreement") pursuant to which Allianz of America agreed to acquire
majority ownership of PIMCO Advisors and its subsidiaries, including PIMCO (the
"Transaction"). At the closing of the Transaction, as contemplated by the Merger
Agreement, Allianz of America will acquire approximately 70% of the outstanding
partnership interests in PIMCO Advisors, including the approximately 44%
interest held by PAH. Pacific Life Insurance Company ("Pacific Life"), which
through subsidiaries owns approximately a 30% interest in an indirect general
partner of PIMCO Advisors, will retain an indirect interest in PIMCO Advisors
following the closing of the Transaction. In connection with the Transaction,
Allianz of America will enter into a put/call arrangement for the possible
disposition of Pacific Life's indirect investment in PIMCO Advisors. The
Transaction is expected to be completed by the end of the first quarter of 2000,
although there is no assurance that the Transaction will be completed.
<PAGE>
Allianz AG, the parent of Allianz of America, is a publicly traded German
company which, together with its subsidiaries, comprises the world's second
largest insurance company as measured by premium income. Allianz AG is a leading
provider of financial services, particularly in Europe, and is represented in 68
countries world-wide through subsidiaries, branch and representative offices,
and other affiliated entities. The Allianz Group currently has assets under
management of more than $390 billion, and in its last fiscal year wrote
approximately $50 billion in gross insurance premiums. After completion of the
Transaction, PIMCO and the Allianz group combined will have over $650 billion in
assets under management.
Significant institutional shareholders of Allianz AG currently include
Dresdner Bank AG, Deutsche Bank AG, Munich Reinsurance and HypoVereinsbank.
Following completion of the Transaction, Dresdner Bank AG and Deutsche Bank AG,
as well as certain broker-dealers that might be controlled by or affiliated with
these entities, such as Bankers Trust Company, BT Alex Brown, Inc., Deutsche
Bank Securities, Inc. and Dresdner Kleinwort Benson North America LLC
(collectively, the "Affiliated Brokers"), may be considered to be affiliated
persons of PIMCO. Once the Transaction is consummated, absent an SEC exemption
or other relief, the Portfolios generally would be precluded from effecting
principal transactions with the Affiliated Brokers, and their ability to
purchase securities being underwritten by an Affiliated Broker or to utilize the
Affiliated Brokers for agency transactions would be subject to restrictions.
PIMCO does not believe that the restrictions on transactions with the Affiliated
Brokers described above will materially adversely affect its ability,
post-closing, to provide services to the Portfolio, the Portfolios' ability to
take advantage of market opportunities, or the Portfolios' overall performance.
The consummation of the Transaction is subject to the approval of the
public unitholders of PAH, as well as to regulatory and client approvals, and
other conditions customary to transactions of this kind.
Consummation of the Transaction may be deemed to effect a change of control
of PIMCO which would have the effect of terminating the current investment
advisory contract between the Trust and PIMCO, on behalf of each of the
Portfolios. A new investment advisory agreement has been approved by the initial
shareholder of each Portfolio, which will take effect upon consummation of the
Transaction.
This Offering Memorandum Supplement will be supplemented or revised if the
Allianz Transaction does not occur substantially as set forth above."
Investors Should Retain This Supplement For Future Reference
<PAGE>
PART C. OTHER INFORMATION
Item 23. Exhibits
(a) (1) Declaration of Trust of Registrant/7/
(2) Form of Amendment to Declaration of Trust/16/
(3) Form of Amended and Restated Establishment and Designation
of Series of Shares of Beneficial Interest/8/
(4) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to Long Duration Fund/11/
(5) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to Convertible Bond Fund/12/
(6) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to Low Duration Municipal Bond,
California Intermediate Municipal Bond and New York
Intermediate Municipal Bond Funds/15/
(7) Form of Establishment and Designation of Classes J and Class
K/16/
(8) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to Loan Obligation Fund/16/
(9) Form of Amended Designation of Series Relating to Short
Duration Municipal Income Fund/16/
(10) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to the PIMCO Private Account
Portfolios/17/
(11) Form of Establishment and Designation of Series of Shares of
Beneficial Interest Relating to the Real Return Bond
Portfolio/17/
(12) Form of Amended Designation of Series Relating to the U.S.
Government Sector, U.S. Government Sector II, Mortgage,
Mortgage II, Investment Grade Corporate, Select Investment,
High Yield, International and Emerging Markets
Portfolios/17/
(b) Form of By-laws of Registrant/7/
(c) Not applicable
(d) (1) Form of Investment Advisory Contract/7/
(2) Form of Amendment to Investment Advisory Contract/7/
(3) Form of Supplement to Investment Advisory Contract Relating
to StocksPLUS Short Strategy Fund/2/
<PAGE>
(4) Form of Supplement to Investment Advisory Contract Relating
to Balanced Fund/3/
(5) Form of Supplement to Investment Advisory Contract Relating
to Global Bond Fund II/5/
(6) Form of Supplement to Investment Advisory Contract Relating
to Real Return Bond Fund/5/
(7) Form of Supplement to Investment Advisory Contract Relating
to Low Duration Mortgage Fund, Total Return Mortgage Fund,
Emerging Markets Bond Fund, and Emerging Markets Bond Fund
II/6/
(8) Form of Supplement to Investment Advisory Contract Relating
to Municipal Bond Fund /9/
(9) Form of Supplement to Investment Advisory Contract Relating
to Long Duration Fund/11/
(10) Form of Supplement to Investment Advisory Contract Relating
to Convertible Bond Fund/13/
(11) Form of Supplement to Investment Advisory Contract Relating
to Low Duration Municipal Bond, California Intermediate
Municipal Bond and New York Intermediate Municipal Bond
Funds/15/
(12) Form of Supplement to Investment Advisory Contract Relating
to PIMCO Private Account Portfolios/17/
(e) (1) Form of Amended and Restated Distribution Contract/14/
(2) Form of Supplement to Amended and Restated Distribution
Contract Relating to Low Duration Municipal Bond,
California Intermediate Municipal Bond and New York
Intermediate Municipal Bond Funds/15/
(3) Form of Japan Dealer Sales Contract/14/
(4) Form of Supplement to Amended and Restated Distribution
Contract Relating to PIMCO Private Account
Portfolios/17/
(f) Not applicable
(g) Form of Custody and Investment Accounting Agreement/14/
(h) (1) Form of Amended and Restated Administration
Agreement /9/
<PAGE>
(2) Form of Supplement to Amended and Restated
Administration Agreement relating to Long Duration
Fund/11/
(3) Form of Supplement to Amended and Restated
Administration Agreement Relating to Convertible Bond
Fund/13/
(4) Form of Supplement to Amended and Restated
Administration Agreement Relating to Class J and Class
K Shares/14/
(5) Form of Supplement to Amended and Restated
Administration Agreement Relating to Low Duration
Municipal Bond, California Intermediate Municipal Bond
and New York Intermediate Municipal Bond Funds/15/
(6) Form of Supplement to Amended and Restated
Administration Agreement Relating to PIMCO Private
Account Portfolios/17/
(7) Form of Shareholder Servicing Agreement /9/
(8) Form of Transfer Agency Agreement/7/
(9) Form of Transfer Agency Agreement with Shareholder
Services, Inc./1/
(i) Not applicable
(j) Not applicable
(k) Not applicable
(l) Not applicable
(m) (1) Form of Distribution and Servicing Plan for Class A
Shares/4/
(2) Form of Distribution and Servicing Plan for Class B
Shares/4/
(3) Form of Distribution and Servicing Plan for Class C
Shares/4/
(4) Form of Amended and Restated Distribution Plan for
Administrative Class Shares/7/
(5) Form of Amended and Restated Administrative Services
Plan for Administrative Class Shares/7/
(6) Form of Distribution and Servicing Plan for Class J
Shares/14/
(7) Form of Distribution and Servicing Plan for Class K
Shares/14/
<PAGE>
(n) Not applicable
(o) Form of Amended and Restated Multi-Class Plan adopted
pursuant to Rule 18f-3/14/
- ---------------------
/1/ Filed with Post Effective Amendment No. 33 to the
Registration Statement of PIMCO Advisors Funds (File No.
2-87203) on November 30, 1995.
/2/ Filed with Post-Effective Amendment No. 27 on January 16,
1996.
/3/ Filed with Post-Effective Amendment No. 28 on April 1, 1996.
/4/ Filed with Registration Statement on Form N-14 (File No.
333-12871) on September 27, 1996.
/5/ Filed with Post Effective Amendment No. 33 on January 13,
1997.
/6/ Filed with Post-Effective Amendment No. 36 on July 11, 1997.
/7/ Filed with Post-Effective Amendment No. 37 on November 17,
1997.
/8/ Filed with Post-Effective Amendment No. 39 on January 15,
1998.
/9/ Filed with Post-Effective Amendment No. 40 on March 13,
1998.
/10/ Filed with Post-Effective Amendment No. 41 on July 31, 1998.
/11/ Filed with Post-Effective Amendment No. 42 on September 11,
1998.
/12/ Filed with Post-Effective Amendment No. 43 on January 15,
1999.
/13/ Filed with Post-Effective Amendment No. 44 on April 2, 1999.
/14/ Filed with Post-Effective Amendment No. 45 on May 26, 1999.
/15/ Filed with Post-Effective Amendment No. 46 on June 17, 1999.
/16/ Filed with Post-Effective Amendment No. 50 on October 1,
1999.
/17/ Filed with Amendment No. 55 to the Registration Statement
under the Investment Company Act of 1940 on October 8, 1999.
<PAGE>
Item 24. Persons Controlled by or Under Common Control With Registrant
----------------------------------------------------------------------
No person is controlled by or under common control with the Registrant.
Item 25. Indemnification
Reference is made to Article IV of the Registrant's Declaration of Trust,
which was filed with the Registrant's initial Registration Statement.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to trustees, officers and controlling persons of
the Registrant by the Registrant pursuant to the Declaration of Trust or
otherwise, the Registrant is aware that in the opinion of the Securities
and Exchange Commission, such indemnification is against public policy as
expressed in the Act and, public policy as expressed in the Act and,
therefore, is unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of
expenses incurred or paid by trustees, officers or controlling persons of
the Registrant in connection with the successful defense of any act, suit
or proceeding) is asserted by such trustees, officers or controlling
persons in connection with the shares being registered, the Registrant
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issues.
Item 26. Business and Other Connections of Investment Adviser
----------------------------------------------------
<PAGE>
The directors and officers of PIMCO and their business and other
connections are as follows:
<TABLE>
<S> <C>
Name Business and Other Connections
- ---- ------------------------------
Allan, George C. Senior Vice President, PIMCO and PIMCO Management, Inc.
Ariza, Jr., Augustine Vice President, PIMCO and PIMCO Management, Inc.
Arnold, Tamara J. Senior Vice President, PIMCO and PIMCO Management, Inc.
Asay, Michael R. Senior Vice President, PIMCO and PIMCO Management, Inc.
Baker, Brian P. Vice President, PIMCO and PIMCO Management, Inc.
Barbi, Leslie A. Executive Vice President, PIMCO and PIMCO Management, Inc.
Beaumont, Stephen B. Vice President, PIMCO and PIMCO Management, Inc.
Benz, William R. II Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Member of PIMCO Partners LLC.
Bishop, Gregory A. Vice President, PIMCO and PIMCO Management, Inc.
Brick, Andrew Senior Vice President, PIMCO, and PIMCO Management, Inc.
Brynjolfsson, John B. Senior Vice President, PIMCO and PIMCO Management, Inc.
Burns, R. Wesley Managing Director and Executive Committee Member, PIMCO. Director and
Managing Director, PIMCO Management, Inc.; Member of PIMCO Partners LLC.
President and Trustee of the Trust and PIMCO Variable Insurance Trust;
President and Director of PIMCO Commercial Mortgage Securities Trust, Inc.;
Director, PIMCO Funds: Global Investors Series plc and PIMCO Global Advisors
(Ireland) Limited.
Callin, Sabrina C. Vice President, PIMCO and PIMCO Management, Inc.
Clark, Marcia K. Vice President, PIMCO and PIMCO Management, Inc.
Coleman, Jerry Vice President, PIMCO and PIMCO Management, Inc.
Conseil, Cyrille Vice President, PIMCO and PIMCO Management, Inc.
Cummings, Doug Vice President, PIMCO and PIMCO Management, Inc.
Cupps, Wendy W. Senior Vice President, PIMCO and PIMCO Management, Inc.
<PAGE>
Dialynas, Chris Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Member of PIMCO Partners LLC.
Dorff, David J. Vice President, PIMCO and PIMCO Management, Inc.
Dow, Michael Senior Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Dunn, Anita Vice President, PIMCO and PIMCO Management, Inc.
Durn, Sandra Vice President, PIMCO and PIMCO Management, Inc.
Ehlert, A. Benjamin Executive Vice President, PIMCO and PIMCO Management, Inc.
El-Erian, Mohamed A. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.
Esquibel, Albert Vice President, PIMCO and PIMCO Management, Inc.
Ettl, Robert A. Executive Senior Vice President, PIMCO and PIMCO Management, Inc.
Evans, Stephanie D. Vice President, PIMCO and PIMCO Management, Inc.
Fitzgerald, Robert M. Chief Financial Officer and Treasurer, PIMCO, PIMCO Management, Inc.,
Cadence Capital Management, Inc., NFJ Investment Group, NFJ Management,
Inc., Parametric Portfolio Associates, Parametric Management Inc.,
StocksPLUS Management Inc. and PIMCO Funds Distributors LLC; Chief Financial
Officer and Assistant Treasurer, Cadence Capital Management; Director,
Senior Vice President and Chief Financial Officer, Oppenheimer Group, Inc.;
Chief Financial Officer and Senior Vice President, PIMCO Advisors; Chief
Financial Officer, PIMCO Global Advisors LLC.
Foulke, Steve A. Vice President, PIMCO and PIMCO Management, Inc.
Frisch, Ursula T. Vice President, PIMCO and PIMCO Management, Inc.
Garbuzov, Yuri P. Vice President, PIMCO and PIMCO Management, Inc.
Gross, William H. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Director and Vice President, StocksPLUS Management, Inc.; Senior Vice
President of the Trust and PIMCO Variable Insurance Trust; Member of
Management Board, PIMCO Advisors; Member of PIMCO Partners LLC.
Hague, John L. Managing Director and Executive Committee Member, PIMCO; Director and
Managing Director, PIMCO Management, Inc.; Member of PIMCO Partners LLC.
Hally, Gordon C. Executive Vice President, PIMCO and PIMCO Management, Inc.
Hamalainen, Pasi M. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.
Hardaway, John P. Senior Vice President, PIMCO and PIMCO Management, Inc.; Treasurer of the
Trust, PIMCO Variable Insurance Trust, PIMCO Funds: Multi-Manager Series and
PIMCO Commercial Mortgage Securities Trust, Inc.
<PAGE>
Harris, Brent R. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Director and Vice President, StocksPLUS Management, Inc.; Trustee and
Chairman of the Trust and PIMCO Variable Insurance Trust; Director and
Chairman, PIMCO Commercial Mortgage Securities Trust, Inc.; Member of
Management Board and Executive Committee, PIMCO Advisors; Member of PIMCO
Partners LLC.
Hattesohl, Joseph D. Vice President, PIMCO and PIMCO Management, Inc. Assistant Treasurer, the
Trust, PIMCO Variable Insurance Trust, PIMCO Funds: Multi-Manager Series and
PIMCO Commercial Mortgage Securities Trust, Inc.
Hayes, Raymond C. Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Hinman, David C. Senior Vice President, PIMCO and PIMCO Management, Inc.
Hocson, Liza M. Vice President, PIMCO and PIMCO Management, Inc.
Hodge, Douglas M. Executive Vice President, PIMCO and PIMCO Management, Inc.
Holden, Brent L. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.
Holloway, Dwight F., Jr. Senior Vice President, PIMCO and PIMCO Management, Inc.
Hudoff, Mark Senior Vice President, PIMCO and PIMCO Management, Inc.
Isberg, Margaret E. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Senior Vice President of the Trust.
Kelleher, Thomas J. Vice President, PIMCO, PIMCO Management, Inc. and the Trust
Keller, James M. Senior Vice President, PIMCO and PIMCO Management, Inc.
Kennedy, Raymond G. Senior Vice President, PIMCO and PIMCO Management, Inc.
Kiesel, Mark R. Vice President, PIMCO and PIMCO Management, Inc.
Kilmer, Sharon Executive Vice President, PIMCO and PIMCO Management, Inc.
Kirkbaumer, Steven P. Vice President, PIMCO, PIMCO Management, Inc. and PIMCO Variable Insurance
Trust.
Loftus, John S. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Vice President and Assistant Secretary, StocksPLUS Management, Inc.
Lown, David Vice President, PIMCO and PIMCO Management, Inc.
Lyon, Laura, M. Vice President, PIMCO and PIMCO Management, Inc.
Mallegol, Andre J. Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Martin, Scott W. Vice President, PIMCO and PIMCO Management, Inc.
<PAGE>
Martini, Michael E. Vice President, PIMCO and PIMCO Management, Inc.
Mather, Scott A. Senior Vice President, PIMCO and PIMCO Management, Inc.
Mayer, Benjamin L. Vice President, PIMCO and PIMCO Management, Inc.
McCray, Mark V. Senior Vice President, PIMCO and PIMCO Management, Inc.
McCulley, Paul A. Executive Vice President, PIMCO and PIMCO Management, Inc.
McDevitt, Joseph E. Executive Vice President, PIMCO and PIMCO Management, Inc.; Director and
Chief Executive Officer, PIMCO Global Advisors (Europe) Limited.
Meiling, Dean S. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Vice President, PIMCO Commercial Mortgage Securities Trust, Inc.;
Director, PIMCO Funds: Global Investors Series plc and PIMCO Global Advisors
(Ireland) Limited; Member, PIMCO Partners LLC.
Metsch, Mark E. Vice President, PIMCO and PIMCO Management, Inc.
Mewbourne, Curtis Vice President, PIMCO and PIMCO Management, Inc.
Millimet, Scott Vice President, PIMCO and PIMCO Management, Inc.
Moll, Jonathan D. Vice President, PIMCO and PIMCO Management, Inc.
Monson, Kirsten S. Senior Vice President, PIMCO and PIMCO Management, Inc.
Muzzy, James F. Managing Director and Executive Committee Member, PIMCO; Director and
Managing Director, PIMCO Management, Inc.; Director and Vice President,
StocksPLUS Management, Inc.; Senior Vice President, PIMCO Variable Insurance
Trust; Vice President of the Trust; Member of PIMCO Partners LLC.
Nakamura, Doris S. Vice President, PIMCO and PIMCO Management, Inc.
Nellemann, Mark D. Vice President, PIMCO and PIMCO Management, Inc.
Nguyen, Vinh T. Controller, PIMCO; Vice President and Controller, PIMCO Advisors, Cadence
Capital Management, Inc., NJF Management, Inc., Parametric Management, Inc.,
StocksPLUS Management, Inc., PIMCO Funds Distributors LLC, PIMCO Management,
Inc., PIMCO Global Advisors LLC.
Ongaro, Douglas J. Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Otterbein, Thomas J. Senior Vice President, PIMCO and PIMCO Management, Inc.
Palghat, Kumar N. Vice President, PIMCO and PIMCO Management, Inc.
Perez, Keith Vice President, PIMCO and PIMCO Management, Inc.
Phansalker, Mohan V. Senior Vice President, Senior Legal Officer and Assistant Secretary, PIMCO
and PIMCO Management, Inc.; Vice President and Assistant Secretary,
StocksPLUS Management, Inc.
<PAGE>
Philipp, Elizabeth M. Vice President, PIMCO and PIMCO Management, Inc.
Pittman, David J. Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Podlich, William F. III Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Member of Management Board, PIMCO Advisors; Member of PIMCO Partners
LLC.
Powers, William C. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Senior Vice President, PIMCO Commercial Mortgage Securities Trust,
Inc.; Member of PIMCO Partners LLC.
Randall, Terry A. Vice President, PIMCO and PIMCO Management, Inc.
Romano, Mark Vice President, PIMCO, PIMCO Management, Inc. and the Trust
Roney, Scott L. Senior Vice President, PIMCO and PIMCO Management, Inc.; Director and Chief
Executive Officer, PIMCO Global Advisors (Japan) Limited.
Rosborough, Michael J. Senior Vice President, PIMCO and PIMCO Management, Inc.
Rowe, Cathy T. Vice President, PIMCO and PIMCO Management, Inc.
Ruthen, Seth R. Vice President, PIMCO and PIMCO Management, Inc.
Sargent, Jeffrey M. Vice President, PIMCO, PIMCO Management, Inc. and PIMCO Funds: Multi-Manager
Series; Senior Vice President of the Trust, PIMCO Variable Insurance Trust,
and PIMCO Commercial Mortgage Securities Trust, Inc.
Schmider, Ernest L. Managing Director and Secretary, PIMCO; Director, Managing Director and
Secretary, PIMCO Management, Inc.; Secretary, PIMCO Partners LLC; Director
and Assistant Secretary, StocksPLUS Management, Inc.; Senior Vice President,
PIMCO Advisors.
Scholey, Leland T. Senior Vice President, PIMCO, PIMCO Management, Inc. and the Trust.
Schulist, Stephen O. Vice President, PIMCO and PIMCO Management, Inc.
Scibisz, Iwona E. Vice President, PIMCO and PIMCO Management, Inc.
Seliga, Denise C. Vice President, PIMCO and PIMCO Management, Inc.
Seymour, Rita J. Vice President, PIMCO and PIMCO Management, Inc.
Simon, Scott Executive Vice President, PIMCO and PIMCO Management, Inc.
Sullivan, Christopher Vice President, PIMCO and PIMCO Management, Inc.
Theodore, Kyle, J. Vice President, PIMCO and PIMCO Management, Inc.
Thomas, Lee R. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Member PIMCO Partners LLC.
Thompson, William S. Jr. Chief Executive Officer, Managing Director and Executive Committee Member,
PIMCO; Director, Managing Director and Chief Executive Officer, PIMCO
Management, Inc.; Director and President, StocksPLUS Management, Inc.;
Senior Vice President of PIMCO Variable Insurance Trust; Vice President of
the Trust and PIMCO Commercial Mortgage Securities Trust, Inc.; Member of
Management Board and Executive Committee Member, PIMCO Advisors; Member,
President and Chief Executive Officer of PIMCO Partners LLC.
<PAGE>
Trinidad, Ronaele K. Vice President, PIMCO and PIMCO Management, Inc.
Trosky, Benjamin L. Managing Director, PIMCO; Director and Managing Director, PIMCO Management,
Inc.; Senior Vice President, PIMCO Commercial Mortgage Securities Trust,
Inc.; Member of Management Board, PIMCO Advisors; Member of PIMCO Partners
LLC.
Tyson, Richard E. Vice President, PIMCO and PIMCO Management, Inc.
Van de Zilver, Peter A. Vice President, PIMCO and PIMCO Management, Inc.
Wantanabe, Koichi Vice President, PIMCO and PIMCO Management, Inc.; Executive Vice President
and Director, PIMCO Global Advisors (Japan) Limited.
Wegener, Marilyn Vice President, PIMCO and PIMCO Management, Inc.
Weil, Richard M. Assistant Secretary, PIMCO, PIMCO Management, Inc., Cadence Capital
Management, and PIMCO Funds Distributors LLC; General Counsel and Senior
Vice President, PIMCO Advisors; Secretary, Cadence Capital Management, Inc.
NFJ Management, Inc., Parametric Management, Inc., NFJ Investment Group,
Parametric Portfolio Associates, and StocksPLUS Management, Inc.; Vice
President, PIMCO Funds: Multi-Manager Series; Senior Vice President, General
Counsel and Assistant Secretary, PIMCO Global Advisors LLC; Senior Vice
President and Assistant Secretary, PIMCO Global Advisors (Japan) Limited.
Westhead, Paul C. Vice President, PIMCO and PIMCO Management, Inc.
Wilson, Susan Vice President, PIMCO and PIMCO Management, Inc.
Wood, George H. Executive Vice President, PIMCO and PIMCO Management, Inc.
Yetter, Michael A. Senior Vice President, PIMCO and PIMCO Management, Inc.
Young, David Vice President, PIMCO, PIMCO Management, Inc. and PIMCO Global Advisors
(Europe) Limited.
Zhu, Changhong Vice President, PIMCO and PIMCO Management, Inc.
</TABLE>
The address of PIMCO is 840 Newport Center Drive, Newport Beach, CA 92260.
The address of PIMCO Advisors L.P. is 800 Newport Center Drive, Newport Beach,
CA 92660.
The address of PIMCO Funds Distributors LLC is 2187 Atlantic Street, Stamford,
CT 06902.
<PAGE>
Item 27. Principal Underwriters
(a) PIMCO Funds Distributors LLC (the "Distributor") serves as Distributor
of Shares of the Trust. The Distributor also acts as the principal
underwriter for PIMCO Funds: Multi-Manager Series. The Distributor is a
wholly-owned subsidiary of PIMCO Advisors.
(b)
<TABLE>
<S> <C> <C>
Name and Principal Positions and Offices Positions and Offices
Business Address* with Underwriter with Registrant
---------------- ---------------- ---------------
Aarts, Erik M. Vice President None
Bosch, James D. Regional Vice President None
Brennan, Deborah P. Vice President, Compliance Officer None
Clark, Timothy R. Executive Vice President None
Crean, Kelly Regional Vice President None
DeNicolo, Paul Regional Vice President None
Fessel, Jonathan P. Regional Vice President None
Fitzgerald, Robert M. Chief Financial Officer and Treasurer None
Gallagher, Michael J. Regional Vice President None
Gengo, Joseph Regional Vice President None
Goldsmith, David S. Regional Vice President None
Gray, Ronald H. Regional Vice President None
Hally, Dan Regional Vice President None
Hammond, Ned Regional Vice President None
Hans, Charles Regional Vice President None
Hayes, Derek B. Vice President None
Horan, Christopher Regional Vice President None
<PAGE>
Hooper, Kristina Vice President None
Hussey, John B. Regional Vice President None
Jobe, Stephen R. Senior Vice President None
Lynch, William E. Senior Vice President None
Maginn, Stephen Executive Vice President None
Meyer, Wayne Regional Vice President None
Meyers, Andrew J. Executive Vice President None
Murphy, George Regional Vice President None
Murphy, Kerry A. Vice President None
Moyer, Fiora N. Regional Vice President None
Neugebauer, Phil J. Senior Vice President None
Nguyen, Vinh T. Vice President, Controller None
Pearlman, Joffrey H. Regional Vice President None
Pisapia, Glynne Regional Vice President None
Poli, Frank C. Vice President, Compliance Officer None
Russo, Anne Marie Vice President None
Seymour, Christopher Regional Vice President None
Schlingheyde, Keith Regional Vice President None
Schott, Newton B., Jr. Executive Vice President/ Secretary, None
Chief Administrative/ Legal Officer
Short, Elizabeth Vice President None
Smith Jr., Eugene M. Vice President None
Smith, Robert M. Regional Vice President None
Spear, Ellen Z. Vice President None
Spezakis, Zinovia Vice President None
Thomas, William H., Jr. Senior Vice President None
<PAGE>
Treadway, Stephen J. Chairman, President and Chief None
Executive Officer
Troyer, Paul H. Senior Vice President None
Vlachos, Teresa Vice President None
Weil, Richard M. Assistant Secretary None
Zimmerman, Glen A. Vice President None
</TABLE>
* The business address of all officers of the Distributor is either 2187
Atlantic Street, Stamford, CT 06902 or 800 Newport Center Drive, Newport Beach,
CA 92660.
Item 28. Location of Accounts and Records
The account books and other documents required to be maintained by
Registrant pursuant to Section 31(a) of the Investment Company Act of
1940 and the Rules thereunder will be maintained at the offices of
Pacific Investment Management Company, 840 Newport Center Drive,
Newport Beach, California 92660, Investors Fiduciary Trust Company,
801 Pennsylvania, Kansas City, Missouri 64105, and Shareholder
Services, Inc., P.O. Box 5866, Denver, Colorado 80217.
Item 29. Management Services
Not applicable
Item 30. Undertakings
Not applicable.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Washington
in the District of Columbia on the 26th day of January, 2000.
PIMCO FUNDS
(Registrant)
By: ___________________________________
R. Wesley Burns*
President
*By: /s/ Robert W. Helm
----------------------
Robert W. Helm, as attorney-in-fact
-------------------
* Pursuant to power of attorney filed with Post-Effective Amendment No. 36 to
Registration Statement No. 33-12113 on July 11, 1997.
