<PAGE>
PIMCO FUNDS: MULTI-MANAGER SERIES
Supplement Dated December 16, 1999
to the
Prospectus for Class D Shares
Dated November 1, 1999
Disclosure Relating to PIMCO Value Fund
Proposed Reorganization. On December 9, 1999, the Board of Trustees of PIMCO
Funds: Multi-Manager Series (the "Trust") approved an Agreement and Plan of
Reorganization pursuant to which PIMCO Value 25 Fund (the "Acquired Fund") is
expected to reorganize with and into PIMCO Value Fund (the "Acquiring Fund").
The Acquired Fund is offered in a separate prospectus and does not offer Class
D shares. The proposed transaction is referred to as a "Reorganization." The
date of closing (the "Closing Date") of the Reorganization is expected to be
on or about March 3, 2000.
The Reorganization will take place by means of a transfer by the Acquired
Fund of all of its assets to the Acquiring Fund in exchange for shares
("Merger Shares") of the Acquiring Fund and the assumption by the Acquiring
Fund of all the Acquired Fund's liabilities. The exchange, which will be
effected on the basis of the relative net asset values of the two Funds, will
be followed immediately by the distribution of Merger Shares to the Acquired
Fund's shareholders, in complete liquidation of the Acquired Fund.
Accordingly, shareholders of the Acquired Fund will become shareholders of the
Acquiring Fund by effectively having their Acquired Fund shares exchanged for
Merger Shares of the same class on the basis of relative net asset values on
the Closing Date.
It is expected that the Reorganization will be treated as a tax-free
reorganization. If, as expected, the Reorganization is tax-free, the Acquiring
Fund will inherit any unrealized appreciation (or depreciation) on assets
contributed by the Acquired Fund. In addition, Acquired Fund shareholders will
end up owning shares of the Acquiring Fund and would therefore eventually be
allocated a proportionate share of any taxable gains realized by the Acquiring
Fund and not distributed to Acquiring Fund shareholders prior to the
Reorganization. Shareholders should consult their tax advisors regarding
possible state and local tax consequences of the Reorganization.
The Reorganization is subject to a number of conditions. The Prospectus will
be further supplemented or revised if the Reorganization does not occur
substantially in accordance with the schedule outlined above.
Changes in Sub-Advisory Arrangements. On or about the Closing Date, PIMCO
Advisors will assume full portfolio management responsibility for the
Acquiring Fund under the terms of the Trust's investment advisory agreement
with PIMCO Advisors. The PIMCO Equity Advisors division ("PIMCO Equity
Advisors") of PIMCO Advisors will oversee the management of the Fund at that
time. PIMCO Advisors is assuming full portfolio management responsibility for
the Acquiring Fund from its subsidiary NFJ Investment Group ("NFJ"). As more
fully discussed below, on or about the Closing Date, PIMCO Equity Advisors
will also assume full portfolio management responsibility for the PIMCO Equity
Income Fund, which is also currently sub-advised by NFJ.
<PAGE>
PIMCO Advisors intends to appoint one or more portfolio managers who will
have primary responsibility for the day-to-day portfolio management of the
Value Fund in the near future. The Prospectus will be further supplemented at
that time.
Changes to Principal Investments and Strategies. In connection with the
above-referenced management changes for the Fund, the Prospectus is amended as
follows effective as of the Closing Date:
The disclosure under "Principal Investments and Strategies" in the Fund
Summary for the Value Fund is amended in its entirety as follows:
The Fund seeks to achieve its investment objective by normally
investing at least 65% of its assets in common stocks of companies with
market capitalizations of more than $10 billion at the time of
investment and below-average valuations whose business fundamentals are
expected to improve. To achieve income, the Fund invests a portion of
its assets in income-producing (or dividend-paying) stocks.
The portfolio manager selects stocks for the Fund using a "Value"
style. The portfolio manager invests primarily in stocks of companies
having below-average valuations whose business fundamentals are
expected to improve. The portfolio manager determines valuation based
on characteristics such as price to earnings, price to book, and price
to cash flow ratios. The portfolio manager analyzes stocks and seeks to
identify the key drivers of financial results and catalysts for change,
such as new management and new or improved products, that indicate a
company may demonstrate improving fundamentals in the future. The
portfolio manager sells a stock in the Value segment when he believes
that the company's business fundamentals are weakening or when the
stock's valuation has become excessive.
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADR's). In
response to unfavorable market and other conditions, the Fund may take
temporary investments of some or all of its assets in high-quality
fixed income securities. This would be inconsistent with the Fund's
investment objective and principal strategies.
In addition, the following "principal risks" are added under "Principal
Risks" in the Fund Summary for the Value Fund: Foreign Investment Risk and
Currency Risk.
Disclosure Relating to PIMCO Renaissance Fund
Effective March 31, 2000, the first sentence under "Principal Investments
and Strategies" in the Fund Summary for the PIMCO Renaissance Fund is replaced
with the following two sentences: "The Fund seeks to achieve its investment
objective by normally investing at least 65% of its assets in common stocks of
companies with below-average valuations whose business fundamentals are
expected to improve. Although the Fund typically invests in companies with
market capitalizations of $1 billion to $10 billion at the time of investment,
it may invest in companies in any capitalization range."
2
<PAGE>
Disclosure Relating to PIMCO Equity Income Fund
Changes in Sub-Advisory Arrangements. On or about March 31, 2000, PIMCO
Advisors will assume full portfolio management responsibility for the PIMCO
Equity Income Fund under the terms of the Trust's investment advisory
agreement with PIMCO Advisors. PIMCO Equity Advisors will oversee the
management of the Fund. PIMCO Advisors is assuming full portfolio management
responsibility for the Equity Income Fund from its subsidiary NFJ, the Fund's
current Sub-Adviser.
Kenneth W. Corba and C. Peter Thoms will share primary responsibility for
the day-to-day management of the Equity Income Fund. Information about Mr.
Corba is provided in the Prospectus under the caption "Management of the
Funds--PIMCO Equity Advisors." Mr. Thoms has been a Research Analyst at PIMCO
Equity Advisors since May, 1999. He served as an Investment Analyst at
Federated Investors from 1998 to 1999. Previously he served as a Naval Flight
Officer in the United States Navy (until 1996).
Changes to Principal Investments and Strategies. In connection with the
changes in sub-advisory arrangements described above, the following changes
will be made to the Prospectus effective on or about March 31, 2000.
The following sentence is added to the end of the first paragraph under
"Principal Investments and Strategies" in the Fund Summary for the Equity
Income Fund: "The Fund may also invest in convertible securities, fixed-income
securities and preferred stocks."
The last paragraph under "Principal Investments and Strategies" in the Fund
Summary for the Equity Income Fund is revised to read in its entirety as
follows:
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADRs). In response
to unfavorable market and other conditions, the Fund may make temporary
investments of some or all of its assets in high-quality fixed income
securities. This would be inconsistent with the Fund's investment
objective and principal strategies.
Disclosure Relating to PIMCO Equity Income and Value Funds
Based on information currently available, the Trust anticipates that current
shareholders with more than a 68% interest in the PIMCO Equity Income Fund and
a more than a 40% interest in the PIMCO Value Fund may redeem their shares
either prior to or during March 1999, possibly resulting in very substantial
reductions in the current assets of these Funds. These Funds may recognize
substantial gains in connection with the satisfaction of these redemptions,
and all or a portion of those gains, and any other gains recognized by the
Funds since October 31, 1999, may be distributed to the non-redeeming
shareholders of these Funds, including former shareholders of the Value 25
Fund who receive Merger Shares in the Reorganization described above, as
taxable dividends.
3
<PAGE>
PIMCO FUNDS: MULTI-MANAGER SERIES
Supplement Dated December 16, 1999
to the Prospectus for Class A, B and C Shares
Dated November 1, 1999
Disclosure relating to PIMCO Small-Cap Growth Fund
Class A, B and C shares of PIMCO Small-Cap Growth Fund are not currently
available for purchases or for exchanges from other PIMCO Funds. The Trust
will notify investors if and when Class A, B and C shares of the Fund are
first offered.
Disclosure Relating to PIMCO Precious Metals Fund
The Board of Trustees of PIMCO Funds: Multi-Manager Series (the "Trust") has
determined that the PIMCO Precious Metals Fund will terminate and that the
Fund's net assets will be distributed to shareholders in liquidation of the
Fund.
Timing and Mechanics. The Precious Metals Fund will terminate on or about
March 3, 2000 (the "Termination Date"). Any shares of the Fund outstanding on
the Termination Date will be automatically redeemed on that date. The proceeds
of any such redemption will be the net asset value of such shares after all
charges, taxes, expenses and liabilities of the Fund have been paid or
provided for. All shareholders will receive cash in return for their shares.
Other Alternatives. At any time prior to the Termination Date, shareholders
may redeem their shares of the Precious Metals Fund and receive the net asset
value thereof, pursuant to the procedures set forth under "How to Buy and Sell
Shares--Selling Shares" in the Prospectus. Shareholders may also exchange
their shares of the Fund for shares of the same class of any other PIMCO Fund
that offers that class, as described under "How to Buy and Sell Shares--
Exchanging Shares" in the Prospectus.
Suspension of Sales. Except as noted below, on and after December 13, 1999,
the Precious Metals Fund will no longer sell Class A, B or C shares to new
investors or to existing shareholders, and the Fund will no longer be eligible
for exchanges from other PIMCO Funds. Participants in certain self-directed
qualified benefit plans that owned Class A or Class C shares of the Fund as of
December 10, 1999 for any single plan participant will be eligible to direct
the purchase of the Precious Metals Fund's Class A or Class C shares by their
plan account for so long as the plan continues to own such shares of the Fund
for any plan participant.
U.S. Federal Income Tax Matters. For taxable shareholders, the automatic
redemption of shares of the Precious Metals Fund on the Termination Date will
generally be treated as any other redemption of shares, i.e., as a sale that
may result in a gain or loss for federal income tax purposes. See "Tax
Consequences" in the Prospectus. Instead of waiting until the Termination
Date, a shareholder may voluntarily redeem his or her shares of the Fund prior
to January 1, 2000 to the extent that the shareholder wishes to realize any
such gains or losses in the Fund's shares during the 1999 tax year. In light
of the pending termination of the Fund, shareholders should consult their tax
advisers regarding the tax treatment applicable to the redemption of the
Fund's shares for federal income tax purposes and also regarding possible
state and local tax consequences.
If you have any questions regarding the termination of the Precious Metals
Fund, please contact your broker or call the Distributor at 1-800-426-0107.
Disclosure Relating to PIMCO Value and Value 25 Funds
Proposed Reorganization. On December 9, 1999, the Board of Trustees of PIMCO
Funds: Multi-Manager Series (the "Trust") approved an Agreement and Plan of
Reorganization pursuant to which PIMCO Value 25
<PAGE>
Fund (the "Acquired Fund") is expected to reorganize with and into PIMCO Value
Fund (the "Acquiring Fund"). The proposed transaction is referred to as the
"Reorganization." The date of closing (the "Closing Date") of the
Reorganization is expected to be on or about March 3, 2000.
The Reorganization will take place by means of a transfer by the Acquired
Fund of all of its assets to the Acquiring Fund in exchange for shares
("Merger Shares") of the Acquiring Fund and the assumption by the Acquiring
Fund of all the Acquired Fund's liabilities. The exchange, which will be
effected on the basis of the relative net asset values of the two Funds, will
be followed immediately by the distribution of Merger Shares to the Acquired
Fund's shareholders, in complete liquidation of the Acquired Fund.
Accordingly, shareholders of the Acquired Fund will become shareholders of the
Acquiring Fund by effectively having their Acquired Fund shares exchanged for
Merger Shares of the same class on the basis of relative net asset values on
the Closing Date.
It is expected that the Reorganization will be treated as a tax-free
reorganization. If, as expected, the Reorganization is tax-free, the Acquiring
Fund will inherit any unrealized appreciation (or depreciation) on assets
contributed by the Acquired Fund. In addition, Acquired Fund shareholders will
end up owning shares of the Acquiring Fund and would therefore eventually be
allocated a proportionate share of any taxable gains realized by the Acquiring
Fund and not distributed to Acquiring Fund shareholders prior to the
Reorganization. Shareholders should consult their tax advisors regarding
possible state and local tax consequences of the Reorganization.
In addition, in connection with the Reorganization, the following actions
are being taken:
(i) Except as noted below, on and after December 13, 1999, the Acquired
Fund will no longer sell Class A, B or C shares to new investors or to
existing shareholders. Participants in certain self-directed qualified
benefit plans that owned Class A or Class C shares of the Acquired Fund as
of December 10, 1999 for any single plan participant will be eligible to
direct the purchase of the Acquired Fund's Class A or Class C shares by
their plan account for so long as the plan continues to own such shares of
Acquired Fund for any plan participant.
(ii) On and after December 13, 1999, the Acquired Fund will no longer be
eligible for exchanges from other PIMCO Funds.
The Reorganization is subject to a number of conditions. The Prospectus will
be further supplemented or revised if the Reorganization does not occur
substantially in accordance with the schedule outlined above.
Changes in Sub-Advisory Arrangements. On or about the Closing Date, PIMCO
Advisors will assume full portfolio management responsibility for the
Acquiring Fund under the terms of the Trust's investment advisory agreement
with PIMCO Advisors. The PIMCO Equity Advisors division ("PIMCO Equity
Advisors") of PIMCO Advisors will oversee the management of the Fund at that
time. PIMCO Advisors is assuming full portfolio management responsibility for
the Acquiring Fund from its subsidiary NFJ Investment Group ("NFJ"). As more
fully discussed below, on or about the Closing Date, PIMCO Equity Advisors
will also assume full portfolio management responsibility for the PIMCO Equity
Income Fund, which is also currently sub-advised by NFJ.
PIMCO Advisors intends to appoint one or more portfolio managers who will
have primary responsibility for the day-to-day portfolio management of the
Value Fund in the near future. The Prospectus will be further supplemented at
that time.
Changes to Principal Investments and Strategies. In connection with the
above-referenced management changes for the Value Fund, the Prospectus is
amended as follows effective as of the Closing Date:
The disclosure under "Principal Investments and Strategies" in the Fund
Summary for the Value Fund is amended in its entirety as follows:
The Fund seeks to achieve its investment objective by normally
investing at least 65% of its assets in common stocks of companies with
market capitalizations of more than $10 billion at the time of
investment and below-average valuations whose business fundamentals are
expected to improve. To achieve income, the Fund invests a portion of
its assets in income-producing (or dividend-paying) stocks.
2
<PAGE>
The portfolio manager selects stocks for the Fund using a "Value"
style. The portfolio manager invests primarily in stocks of companies
having below-average valuations whose business fundamentals are expected
to improve. The portfolio manager determines valuation based on
characteristics such as price to earnings, price to book, and price to
cash flow ratios. The portfolio manager analyzes stocks and seeks to
identify the key drivers of financial results and catalysts for change,
such as new management and new or improved products, that indicate a
company may demonstrate improving fundamentals in the future. The
portfolio manager sells a stock in the Value segment when he believes
that the company's business fundamentals are weakening or when the
stock's valuation has become excessive.
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADRs). In response
to unfavorable market and other conditions, the Fund may make temporary
investments of some or all of its assets in high-quality fixed income
securities. This would be inconsistent with the Fund's investment
objective and principal strategies.
In addition, the following "principal risks" are added under "Principal
Risks" in the Fund Summary for the Value Fund: Foreign Investment Risk and
Currency Risk.
Disclosure Relating to PIMCO Renaissance Fund
Effective March 31, 2000, the first sentence under "Principal Investments
and Strategies" in the Fund Summary for the PIMCO Renaissance Fund is replaced
with the following two sentences: "The Fund seeks to achieve its investment
objective by normally investing at least 65% of its assets in common stocks of
companies with below-average valuations whose business fundamentals are
expected to improve. Although the Fund typically invests in companies with
market capitalizations of $1 billion to $10 billion at the time of investment,
it may invest in companies in any capitalization range."
Disclosure Relating to PIMCO Equity Income Fund
Changes in Sub-Advisory Arrangements. On or about March 31, 2000, PIMCO
Advisors will assume full portfolio management responsibility for the PIMCO
Equity Income Fund under the terms of the Trust's investment advisory
agreement with PIMCO Advisors. PIMCO Equity Advisors will oversee the
management of the Fund. PIMCO Advisors is assuming full portfolio management
responsibility for the Equity Income Fund from its subsidiary NFJ, the Fund's
current Sub-Adviser.
Kenneth W. Corba and Peter C. Thoms will share primary responsibility for
the day-to-day management of the Equity Income Fund. Information about Mr.
Corba is provided in the Prospectus under the caption "Management of the
Funds--PIMCO Equity Advisors." Mr. Thoms has been a Research Analyst at PIMCO
Equity Advisors since May, 1999. He served as an Investment Analyst at
Federated Investors from 1998 to 1999. Previously he served as a Naval Flight
Officer in the United States Navy (until 1996).
Changes to Principal Investments and Strategies. In connection with the
changes in sub-advisory arrangements described above, the following changes
will be made to the Prospectus effective on or about March 31, 2000.
The following sentence is added to the end of the first paragraph under
"Principal Investments and Strategies" in the Fund Summary for the Equity
Income Fund: "The Fund may also invest in convertible securities, fixed-income
securities and preferred stocks."
The last paragraph under "Principal Investments and Strategies in the Fund
Summary for the Equity Income Fund is revised to read in its entirety as
follows:
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADRs). In response
to unfavorable market and other conditions, the Fund may make temporary
investments of some or all of its assets in high-quality fixed income
securities. This would be inconsistent with the Fund's investment
objective and principal strategies.
3
<PAGE>
Disclosure Relating to PIMCO Equity Income
and Value Funds
Based on information currently available, the Trust anticipates that current
shareholders with more than a 68% interest in the PIMCO Equity Income Fund and
more than a 40% interest in the PIMCO Value Fund may redeem their shares
either prior to or during March 1999, possibly resulting in very substantial
reductions in the current assets of these Funds. These Funds may recognize
substantial gains in connection with the satisfaction of these redemptions,
and all or a portion of those gains, and any other gains recognized by the
Funds since October 31, 1999, may be distributed to the non-redeeming
shareholders of these Funds, including former shareholders of the Value 25
Fund who receive Merger Shares in the Reorganization described above, as
taxable dividends.
4
<PAGE>
PIMCO FUNDS: MULTI-MANAGER SERIES
Supplement Dated December 16, 1999
to the
Prospectus for Institutional and Administrative
Class Shares Dated November 1, 1999
Disclosure relating to PIMCO Value and Value 25 Funds
Proposed Reorganization. On December 9, 1999, the Board of Trustees of PIMCO
Funds: Multi-Manager Series (the "Trust") approved an Agreement and Plan of
Reorganization pursuant to which PIMCO Value 25 Fund (the "Acquired Fund") is
expected to reorganize with and into PIMCO Value Fund (the "Acquired Fund").
The proposed transaction is referred to as a "Reorganization." The date of
closing (the "Closing Date") of the Reorganization is expected to be on or
about March 3, 2000.
The Reorganization will take place by means of a transfer by the Acquired
Fund of all of its assets to the Acquiring Fund in exchange for shares
("Merger Shares") of the Acquiring Fund and the assumption by the Acquiring
Fund of all the Acquired Fund's liabilities. The exchange, which will be
effected on the basis of the relative net asset values of the two Funds, will
be followed immediately by the distribution of Merger Shares to the Acquired
Fund's shareholders, in complete liquidation of the Acquired Fund.
Accordingly, shareholders of the Acquired Fund will become shareholders of the
Acquiring Fund by effectively having their Acquired Fund shares exchanged for
Merger Shares of the same class on the basis of relative net asset values on
the Closing Date.
It is expected that the Reorganization will be treated as a tax-free
reorganization. If, as expected, the Reorganization is tax-free, the Acquiring
Fund will inherit any unrealized appreciation (or depreciation) on assets
contributed by the Acquired Fund. In addition, Acquired Fund shareholders will
end up owning shares of the Acquiring Fund and would therefore eventually be
allocated a proportionate share of any taxable gains realized by the Acquiring
Fund and not distributed to Acquiring Fund shareholders prior to the
Reorganization. Shareholders should consult their tax advisors regarding
possible state and local tax consequences of the Reorganization.
In addition, in connection with the Reorganization, the following actions
are being taken:
(i) Except as noted below, on and after December 20, 1999, the Acquired
Fund will no longer sell Institutional Class or Administrative Class shares
to new investors or to existing shareholders, except to existing
shareholders that are benefit plans (or the participants therein).
(ii) On and after December 20, 1999, the Acquired Fund will no longer be
eligible for exchanges from other PIMCO Funds.
The Reorganization is subject to a number of conditions. The Prospectus will
be further supplemented or revised if the Reorganization does not occur
substantially in accordance with the schedule outlined above.
Changes in Sub-Advisory Arrangements. On or about the Closing Date, PIMCO
Advisors will assume full portfolio management responsibility for the
Acquiring Fund under the terms of the Trust's investment advisory agreement
with PIMCO Advisors. The PIMCO Equity Advisors division ("PIMCO Equity
Advisors") of PIMCO Advisors will oversee the management of the Fund at that
time. PIMCO Advisors is assuming full portfolio management responsibility for
the Fund from its subsidiary NFJ Investment Group ("NFJ"). As more fully
discussed below, on or about the Closing Date, PIMCO Equity Advisors will also
assume full portfolio management responsibility for the PIMCO Equity Income
Fund, which is also currently sub-advised by NFJ.
PIMCO Advisors intends to appoint one or more portfolio managers who will
have primary responsibility for the day-to-day portfolio management of the
Value Fund in the near future. The Prospectus will be further supplemented at
that time.
<PAGE>
The disclosure under "Principal Investments and Strategies" in the Fund
Summary for the Value Fund is amended in its entirety as follows:
The Fund seeks to achieve its investment objective by normally
investing at least 65% of its assets in common stocks of companies with
market capitalizations of more than $10 billion at the time of
investment and below-average valuations whose business fundamentals are
expected to improve. To achieve income, the Fund invests a portion of
its assets in income-producing (or dividend-paying) stocks.
The portfolio manager selects stocks for the Fund using a "Value"
style. The portfolio manager invests primarily in stocks of companies
having below-average valuations whose business fundamentals are
expected to improve. The portfolio manager determines valuation based
on characteristics such as price to earnings, price to book, and price
to cash flow ratios. The portfolio manager analyzes stocks and seeks to
identify the key drivers of financial results and catalysts for change,
such as new management and new or improved products, that indicate a
company may demonstrate improving fundamentals in the future. The
portfolio manager sells a stock in the Value segment when he believes
that the company's business fundamentals are weakening or when the
stock's valuation has become excessive.
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADRs). In response
to unfavorable market and other conditions, the Fund may make temporary
investments of some or all of its assets in high-quality fixed income
securities. This would be inconsistent with the Fund's investment
objective and principal strategies.
In addition, the following "principal risks" are added under "Principal
Risks" in the Fund Summary for the Value Fund: Foreign Investment Risk and
Currency Risk.
Disclosure Relating to PIMCO Renaissance Fund
Effective March 31, 2000, the first sentence under "Principal Investments
and Strategies" in the Fund Summary for the PIMCO Renaissance Fund is replaced
with the following two sentences: "The Fund seeks to achieve its investment
objective by normally investing at least 65% of its assets in common stocks of
companies with below-average valuations whose business fundamentals are
expected to improve. Although the Fund typically invests in companies with
market capitalizations of $1 billion to $10 billion at the time of investment,
it may invest in companies in any capitalization range."
Disclosure Relating to PIMCO Equity Income Fund
Changes in Sub-Advisory Arrangements. On or about March 31, 2000, PIMCO
Advisors will assume full portfolio management responsibility for the PIMCO
Equity Income Fund under the terms of the Trust's investment advisory
agreement with PIMCO Advisors. PIMCO Equity Advisors will oversee the
management of the Fund. PIMCO Advisors is assuming full portfolio management
responsibility for the Equity Income Fund from its subsidiary NFJ, the Fund's
current Sub-Adviser.
Kenneth W. Corba and Peter C. Thoms will share primary responsibility for
the day-to-day management of the Equity Income Fund. Information about Mr.
Corba is provided in the Prospectus under the caption "Management of the
Funds--PIMCO Equity Advisors." Mr. Thoms has been a Research Analyst at PIMCO
Equity Advisors since May, 1999. He served as an Investment Analyst at
Federated Investors from 1998 to 1999. Previously he served as a Naval Flight
Officer in the United States Navy (until 1996).
Changes to Principal Investments and Strategies. In connection with the
changes in sub-advisory arrangements described above, the following changes
will be made to the Prospectus effective on or about March 31, 2000.
2
<PAGE>
The following sentence is added to the end of the first paragraph under
"Principal Investments and Strategies" in the Fund Summary for the Equity
Income Fund: "The Fund may also invest in convertible securities, fixed-income
securities and preferred stocks."
The last paragraph under "Principal Investments and Strategies" in the Fund
Summary for the Equity Income Fund is revised to read in its entirety as
follows:
The Fund may invest up to 15% of its assets in foreign securities,
usually in the form of American Depository Receipts (ADRs). In response
to unfavorable market and other conditions, the Fund may make temporary
investments of some or all of its assets in high-quality fixed income
securities. This would be inconsistent with the Fund's investment
objective and principal strategies.
Disclosure Relating to PIMCO Equity Incomeand Value Funds
Based on information currently available, the Trust anticipates that current
shareholders with more than a 68% interest in the PIMCO Equity Income Fund and
more than a 40% interest in the PIMCO Value Fund may redeem their shares
either prior to or during March 1999, possibly resulting in very substantial
reductions in the current assets of these Funds. These Funds may recognize
substantial gains in connection with the satisfaction of these redemptions,
and all or a portion of those gains, and any other gains recognized by the
Funds since October 31, 1999, may be distributed to the non-redeeming
shareholders of these Funds, including former shareholders of the Value 25
Fund who receive Merger Shares in the Reorganization described above, as
taxable dividends.
3
