Edgar Filing: PIMCO CALIFORNIA MUNICIPAL INCOME FUND II


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION	OMB APPROVAL OMB Number: 3235-0570 Expires: January 31, 2014 Estimated average burden hours per response: 20.6
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES


Investment Company Act file number	811-21077


PIMCO California Municipal Income Fund II

(Exact name of registrant as specified in charter)

1633 Broadway, New York, New York	10019

(Address of principal executive offices)	(Zip code)

Lawrence G. Altadonna - 1633 Broadway, New York, New York 10019

(Name and address of agent for service)


Registrant’s telephone number, including area code:	212-739-3371


Date of fiscal year end:	May 31, 2011


Date of reporting period:	May 31, 2011

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e -1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-2001. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1. REPORT TO SHAREHOLDERS

(ALLIANZ GLOBAL INVESTORS LOGO)

Annual Report

May 31, 2011

PIMCO Municipal Income Fund II
PIMCO California Municipal Income Fund II
PIMCO New York Municipal Income Fund II

(NYSE LOGO)


Contents

Letter to Shareholders		2 - 3
Fund Insights/Fund Performance & Statistics		4 - 6
Schedules of Investments		7 - 25
Statements of Assets and Liabilities		26
Statements of Operations		27
Statements of Changes in Net Assets		28 - 29
Statement of Cash Flows		30
Notes to Financial Statements		31 - 43
Financial Highlights		44 - 46
Report of Independent Registered Public Accounting Firm		47
Tax Information/Annual Shareholder Meeting Results/ Changes to Board of Trustees		48
Privacy Policy/Proxy Voting Policies & Procedures		49
Dividend Reinvestment Plan		50
Board of Trustees		51 - 52
Fund Officers		53

5.31.11 | PIMCO Municipal Income Funds II Annual Report 1


Dear Shareholder: Municipal bond prices experienced volatility for much of the fiscal year ended May 31, 2011 although a solid rally in the latter portion of the reporting period suggested that the municipal market had righted itself.		Hans W. Kertess Chairman

Year in Review
For the fiscal year ended May 31, 2011:

•	PIMCO Municipal Income Fund II returned 1.38% on net asset value (“NAV”) and 1.30% on market price.

•	PIMCO California Municipal Income Fund II returned 0.50% on NAV and 7.53% on market price.

•	PIMCO New York Municipal Income Fund II returned 0.05% on NAV and 3.03% on market price.
		Brian S. Shlissel President & CEO

Lackluster returns for municipal bonds can largely be tied to two events that occurred in the fall of 2010. With U.S. economic growth continuing at a less-than-robust pace, the Federal Reserve (the “Fed”) unveiled plans for a second round of “quantitative easing.” The plan, known as “QE2”, called for the purchase of up to $900 billion in U.S. Treasury securities, which the Fed hoped would push interest rates lower in an effort to spur economic activity. The Fed’s program, however, generally excluded Treasury bonds with longer maturities. Prices for long-term Treasuries declined, and municipal bonds whose prices closely correlate with Treasuries, fell as well.

Municipal bonds also struggled as the federal government’s “Build America Bonds” (“BAB”) program came to end on December 31, 2010. The BAB program, part of the Obama administration’s economic stimulus program, was designed to subsidize borrowing costs for state and local government municipal projects. After the November 2010 election, however, it became clear that the new Congress would not extend the BAB program. With just weeks before the program was due to expire, many state and city governments flooded the municipal market with BABs. Supply exceeded demand, causing municipal bond prices to fall.

The decline proved to be short-lived as in the first five months of 2011, the final months of the Funds’ fiscal year, 51% fewer municipal bonds came to market, according to Thomson Reuters. This lack of supply helped spark a municipal

2 PIMCO Municipal Income Funds II Annual Report | 5.31.11

bond rally, erasing much of the losses which occurred in November and December 2010.

The Road Ahead – and the Case for Municipal Bonds
The U.S. economy has now expanded for seven consecutive quarters, albeit at a modest pace. The Fed has forecast that growth should continue, but at a “frustratingly slow” rate. This will continue to challenge cash-strapped states, which face a collective $112 billion budget shortfall for fiscal year 2012.

The Bush-era tax cuts have been extended for two years and are scheduled to expire on December 31, 2012. While federal tax brackets will remain stable until then, budget pressures at all levels of government, federal, state and local, suggest that taxes will move higher over the long term. This in turn bodes well for municipal bonds, which offer considerable tax advantages for investors.



		Receive this report electronically and eliminate paper mailings. To enroll, go to www.allianzinvestors.com/ edelivery.

For specific information on the Funds and their performance, please review the following pages. If you have any questions regarding the information provided, we encourage you to contact your financial advisor or call the Funds’ shareholder servicing agent at (800) 254-5197. In addition, a wide range of information and resources are available on our Web site, www.allianzinvestors.com/closedendfunds.

Together with Allianz Global Investors Fund Management LLC, the Funds’ investment manager, and Pacific Investment Management Company LLC, the Funds’ sub-adviser, we thank you for investing with us.

We remain dedicated to serving your investment needs.

Sincerely,




Hans W. Kertess	Brian S. Shlissel
Chairman	President & Chief Executive Officer

5.31.11 | PIMCO Municipal Income Funds II Annual Report 3


PIMCO Municipal Income Funds II	Fund Insights
May 31, 2011 (unaudited)


•	For the fiscal year ended May 31, 2011, PIMCO Municipal Income Fund II returned 1.38% on net asset value (“NAV”) and 1.30% on market price.

•	For the fiscal year ended May 31, 2011, PIMCO California Municipal Income Fund II returned 0.50% on net asset value (“NAV”) and 7.53% on market price.

•	For the fiscal year ended May 31, 2011, PIMCO New York Municipal Income Fund II returned 0.05% on net asset value (“NAV”) and 3.03% on market price.

•	The municipal bond market experienced periods of heightened volatility during the fiscal year ended May 31, 2011. The overall municipal market (as measured by the Barclays Capital Municipal Bond Index) posted a positive return during the first three months of the fiscal year, aided by overall solid demand from investors seeking tax-free income. A decline in new issuance of tax-free bonds was also beneficial. The municipal market produced poor results from September 2010 through January 2011. A confluence of events dragged down municipal bonds. Rising interest rates, concerns regarding municipal defaults, increasing issuance of Build America Bonds at the end of 2010, and substantial mutual fund redemptions contributed to the downturn in the municipal market. However, the municipal market rallied during much of the remainder of the fiscal year, as tax revenues increased, new issuance fell sharply and a number of states took meaningful steps to improve their balance sheets. In addition, there was increased demand from “crossover buyers,” including non-traditional municipal investors, such as insurance companies and hedge funds.

•	During the fiscal year, a slightly shorter duration than that of the benchmark was beneficial to the Funds’ performance, as municipal yields longer than 12 years rose during the reporting period. A steepening yield curve bias was a positive for results, as the municipal curve steepened during the reporting period.

•	All three Funds benefited from their exposure to the water and sewer sector, as it held up relatively well during periods of weakness in the municipal market. Having an exposure to the power sector contributed to the performance of Municipal Income II and California Municipal II, whereas New York Municipal II benefited from its exposure to the leasing sector.

•	In contrast, the Funds’ exposure to the tobacco sector detracted from performance. During the fourth quarter of 2010, a number of municipal tobacco settlement trusts were downgraded to below investment grade status. This triggered a sharp sell-off, which was exacerbated by forced selling into an illiquid market by mutual funds not permitted to hold non-investment grade securities. The three Funds’ exposure to the corporate-backed sector also adversely impacted performance as they lagged the benchmark. In addition, Municipal Income II and New York Municipal II were hurt by their exposure to the healthcare sector.

4 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Funds II	Fund Performance & Statistics
May 31, 2011 (unaudited)

Municipal Income Fund II:


Total Return⁽¹⁾:	Market Price		NAV

1 Year	1.30	%		1.38	%

5 Year	0.41	%		–0.59	%

Commencement of Operations (6/28/02) to 5/31/11	2.84	%		2.99	%

Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 5/31/11

Market Price/NAV:



Market Price	$	10.45

NAV	$	10.12

Premium to NAV		3.26%

Market Price Yield⁽²⁾		7.46%

Moody’s Ratings
(as a % of total investments)

(PIE CHART)

California Municipal Income Fund II:


Total Return⁽¹⁾:	Market Price		NAV

1 Year	7.53	%		0.50	%

5 Year	–1.49	%		–5.23	%

Commencement of Operations (6/28/02) to 5/31/11	1.75	%		0.05	%

Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 5/31/11

Market Price/NAV:


Market Price			$9.21

NAV			$7.38

Premium to NAV			24.80%

Market Price Yield⁽²⁾			7.74%

Moody’s Ratings
(as a % of total investments)

(PIE CHART)

5.31.11 | PIMCO Municipal Income Funds II Annual Report 5


PIMCO Municipal Income Funds II	Fund Performance & Statistics
May 31, 2011 (unaudited) (continued)

New York Municipal Income Fund II:


Total Return⁽¹⁾:	Market Price		NAV

1 Year	3.03	%		0.05	%

5 Year	1.61	%		–0.59	%

Commencement of Operations (6/28/02) to 5/31/11	3.12	%		2.81	%

Market Price/NAV Performance:
Commencement of Operations (6/28/02) to 5/31/11

Market Price/NAV:


Market Price			$10.92

NAV			$10.10

Premium to NAV			8.12%

Market Price Yield⁽²⁾			7.04%

Moody’s Ratings
(as a % of total investments)

(PIE CHART)


(1) Past performance is no guarantee of future results. Total return is calculated by determining the percentage change in NAV or market price (as applicable) in the specified period. The calculation assumes that all income dividends and capital gain distributions, if any, have been reinvested. Total return does not reflect broker commissions or sales charges in connection with the purchase or sale of Fund shares. Total return for a period of more than one year represents the average annual total return.

Performance at market price will differ from results at NAV. Although market price returns typically reflect investment results over time, during shorter periods returns at market price can also be influenced by factors such as changing views about the Funds, market conditions, supply and demand for the Funds’ shares, or changes in Funds’ dividends.

An investment in the Funds involves risk, including the loss of principal. Total return, market price, market price yield and NAV will fluctuate with changes in market conditions. This data is provided for information purposes only and is not intended for trading purposes. Closed-end funds, unlike open-end funds, are not continuously offered. There is a onetime public offering and once issued, shares of closed-end funds are traded in the open market through a stock exchange. NAV is equal to total assets attributable to common shareholders less total liabilities divided by the number of common shares outstanding. Holdings are subject to change daily.

(2) Market Price Yield is determined by dividing the annualized current monthly per share dividend (comprised of net investment income) payable to common shareholders by the market price per common share at May 31, 2011.

6 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
MUNICIPAL BONDS & NOTES—96.4%
		Alabama–1.3%
$ 10,000		Birmingham-Baptist Medical Centers Special Care Facs.
		Financing Auth. Rev., Baptist Health Systems, Inc.,
		5.00%, 11/15/30, Ser. A	Baa2/NR	$	8,523,800
	1,235	Montgomery BMC Special Care Facs. Financing Auth. Rev.,
		5.00%, 11/15/29, Ser. B (NPFGC)	A3/BBB+		1,084,503
	2,000	State Docks Department Rev., 6.00%, 10/1/40	NR/BBB+		2,002,620
	2,650	Tuscaloosa Public Educational Building Auth. Rev.,
		Stillman College Project, 5.00%, 6/1/26, Ser. A	NR/BB+		2,214,658
					13,825,581
		Alaska–0.7%
	3,550	Housing Finance Corp. Rev., 5.25%, 6/1/32, Ser. C (NPFGC)	Aa2/AA+		3,565,656
	5,900	Northern Tobacco Securitization Corp. Rev.,
		5.00%, 6/1/46, Ser. A	Baa3/NR		3,547,316
					7,112,972
		Arizona–9.1%
		Health Facs. Auth. Rev., Banner Health,
	3,500	5.00%, 1/1/35, Ser. A	NR/A+		3,257,100
	2,860	5.50%, 1/1/38, Ser. D	NR/A+		2,820,561
		Pima Cnty. Industrial Dev. Auth. Rev.,
	29,700	5.00%, 9/1/39	Aa2/AA		27,236,682
	1,500	Tuscon Electric Power Co., 5.25%, 10/1/40, Ser. A	Baa3/BBB–		1,374,390
		Salt River Project Agricultural Improvement & Power
		Dist. Rev., Ser. A (i),
	41,100	5.00%, 1/1/37	Aa1/AA		41,905,971
	10,000	5.00%, 1/1/39	Aa1/AA		10,291,800
	11,400	Salt Verde Financial Corp. Rev., 5.00%, 12/1/37	A3/A		10,099,716
					96,986,220
		California–14.9%
		Bay Area Toll Auth. Rev., San Francisco Bay Area,
	6,000	5.00%, 10/1/29	A1/A+		6,152,520
	1,430	5.00%, 4/1/34, Ser. F-1	Aa3/AA		1,443,900
	1,565	Foothill-Eastern Transportation Corridor Agcy. Rev.,
		5.875%, 1/15/26 (IBC-NPFGC)	Baa1/BBB		1,499,051
		Golden State Tobacco Securitization Corp. Rev., Ser. A-1,
	8,750	5.00%, 6/1/33	Baa3/BB+		5,905,112
	7,000	5.75%, 6/1/47	Baa3/BB+		4,814,530
	2,000	Hayward Unified School Dist., GO, 5.00%, 8/1/33	NR/A+		1,825,980
	1,500	Health Facs. Financing Auth. Rev.,
		Scripps Health, 5.00%, 11/15/36, Ser. A	Aa3/AA–		1,364,085
		Sutter Health,
	6,300	5.00%, 11/15/42, Ser. A (IBC-NPFGC)	Aa3/AA–		5,679,954
	3,000	6.00%, 8/15/42, Ser. B	Aa3/AA–		3,137,730
	1,500	Indian Wells Redev. Agcy., Tax Allocation,
		Whitewater Project, 4.75%, 9/1/34, Ser. A (AMBAC)	A2/A		1,163,490

5.31.11 | PIMCO Municipal Income Funds II Annual Report 7


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		California–(continued)
$ 2,000		Los Angeles Community College Dist.,
		GO, 5.00%, 8/1/32, Ser. A (FGIC-NPFGC)	Aa1/AA	$	2,015,680
	4,000	Los Angeles Department of Water & Power Rev.,
		5.00%, 7/1/39, Ser. A-1 (AMBAC)	Aa3/AA–		4,018,560
		Los Angeles Unified School Dist., GO,
	5,000	5.00%, 7/1/30, Ser. E (AMBAC)	Aa2/AA–		5,082,700
	5,000	5.00%, 7/1/32, Ser. C (AGM)	Aa2/AA+		5,044,100
	1,365	Lynwood Utility Auth. Rev., 5.00%, 6/1/29, Ser. A (AGC)	Aa3/AA+		1,373,941
	2,000	Montebello Unified School Dist., GO, 5.00%, 8/1/33 (AGM)	Aa3/AA+		2,027,500
	1,750	M-S-R Energy Auth. Rev., 6.50%, 11/1/39, Ser. B	NR/A		1,914,290
	3,300	Municipal Finance Auth. Rev., Azusa Pacific Univ. Project,
		7.75%, 4/1/31, Ser. B	NR/NR		3,394,215
	650	Murrieta Valley Unified School Dist. Public Financing Auth.,
		Special Tax, 4.75%, 9/1/36, Ser. A	Aa3/AA+		575,061
	3,000	Newport Beach Rev., Hoag Memorial Hospital Presbyterian,
		5.875%, 12/1/30	Aa3/AA		3,182,130
	500	Peralta Community College Dist., GO, 5.00%, 8/1/39, Ser. C	NR/AA-		473,260
	2,000	San Diego Cnty. Water Auth., CP, 5.00%, 5/1/38,
		Ser. 2008-A (AGM)	Aa2/AA+		1,994,040
	2,000	Santa Clara Cnty. Financing Auth. Rev., 5.75%, 2/1/41,
		Ser. A (AMBAC)	A2/A+		1,977,360
		State, GO,
	3,300	4.50%, 8/1/27	A1/A–		3,160,740
	1,000	4.50%, 8/1/30	A1/A–		910,940
	1,100	4.50%, 10/1/36	A1/A–		958,001
	7,000	5.00%, 12/1/31 (NPFGC)	A1/A–		7,019,250
	2,925	5.00%, 11/1/32	A1/A–		2,921,051
	1,590	5.00%, 6/1/37	A1/A–		1,542,745
	5,200	5.125%, 8/1/36	A1/A–		5,188,664
	2,500	5.25%, 3/1/38	A1/A–		2,499,800
	5,945	5.25%, 11/1/40	A1/A–		5,944,703
	5,750	5.50%, 3/1/40	A1/A–		5,959,415
	10,500	6.00%, 4/1/38	A1/A–		11,235,525
	2,300	State Univ. Rev., 5.00%, 11/1/30, Ser. A (AMBAC)	Aa2/A+		2,277,345
	3,820	Statewide Communities Dev. Auth. Rev.,
		California Baptist Univ., 9.00%, 11/1/17, Ser. B (a)(c)	NR/NR		3,458,170
	1,000	Cottage Health, 5.00%, 11/1/40	NR/A+		907,540
		Methodist Hospital Project (FHA),
	5,500	6.625%, 8/1/29	Aa2/NR		6,262,300
	19,500	6.75%, 2/1/38	Aa2/NR		21,679,320
	5,690	Sutter Health, 6.00%, 8/15/42, Ser. A	Aa3/AA–		5,951,228
	4,725	Torrance Rev., Memorial Medical Center, 5.00%, 9/1/40, Ser. A	A2/A+		4,195,138
					158,131,064
		Colorado–1.0%
	5,800	Aurora Rev., Children’s Hospital Assoc., 5.00%, 12/1/40	A1/A+		5,435,238
	1,000	Denver Health & Hospital Auth. Rev., 5.625%, 12/1/40	NR/BBB		925,110

8 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Colorado–(continued)
		Health Facs. Auth. Rev., Ser. A,
$ 1,000		American Baptist Homes, 5.90%, 8/1/37	NR/NR	$	793,820
	500	Evangelical Lutheran, 6.125%, 6/1/38	A3/A–		489,980
	2,000	Housing & Finance Auth. Rev., Evergreen Country Day School,
		Inc. Project, 5.875%, 6/1/37 (a)(c)	NR/CCC		1,297,380
	1,430	Public Auth. for Colorado Energy Rev., 6.50%, 11/15/38	A2/A		1,552,065
					10,493,593
		Connecticut–0.1%
	1,250	Harbor Point Infrastructure Improvement Dist.,
		Tax Allocation, 7.875%, 4/1/39, Ser. A	NR/NR		1,315,900
		Florida–5.4%
	1,000	Brevard Cnty. Health Facs. Auth. Rev.,
		Health First, Inc. Project, 7.00%, 4/1/39	A3/A–		1,080,410
	600	Broward Cnty. Airport Rev., 5.375%, 10/1/29, Ser. O	A1/A+		620,910
	8,500	Broward Cnty. Water & Sewer Rev., 5.25%, 10/1/34, Ser. A (i)	Aa2/AA		8,818,410
	1,000	Clearwater Rev., 5.25%, 12/1/39, Ser. A	Aa3/AA–		1,036,740
	6,205	Governmental Utility Auth. Rev.,
		Barefoot Bay Utilities System, 5.00%, 10/1/29 (AMBAC)	WR/NR		6,210,026
	3,000	Highlands Cnty. Health Facs. Auth. Rev.,
		Adventist Health System, 5.625%, 11/15/37, Ser. B	Aa3/AA–		3,024,960
	7,135	Jacksonville Health Facs. Auth. Rev.,
		Ascension Health, 5.25%, 11/15/32, Ser. A	Aa1/AA+		7,164,039
	3,000	Leesburg Hospital Rev., Leesburg Regional Medical
		Center Project, 5.50%, 7/1/32	Baa1/BBB+		2,764,560
	3,490	Miami-Dade Cnty. Airport Rev., 5.50%, 10/1/36, Ser. A	A2/A–		3,512,860
	500	Sarasota Cnty. Health Facs. Auth. Rev., 5.75%, 7/1/37	NR/NR		396,595
	7,900	State Board of Education, GO, 5.00%, 6/1/38, Ser. D (i)	Aa1/AAA		8,093,471
	5,000	Sumter Landing Community Dev. Dist. Rev.,
		4.75%, 10/1/35, Ser. A (NPFGC)	Baa1/BBB		4,160,600
	10,000	Tallahassee Rev., 5.00%, 10/1/37 (i)	Aa1/AA+		10,216,800
					57,100,381
		Georgia–0.3%
	1,500	Atlanta Airport Rev., 5.00%, 1/1/40, Ser. A	A1/NR		1,499,940
	2,775	Medical Center Hospital Auth. Rev.,
		Spring Harbor Green Island Project, 5.25%, 7/1/37	NR/NR		2,131,450
					3,631,390
		Illinois–10.2%
		Chicago, GO, Ser. C,
	10,000	5.00%, 1/1/34 (i)	Aa3/A+		9,544,000
	4,065	5.50%, 1/1/40 (FGIC-NPFGC)	Aa3/A+		3,995,814
		Chicago, Special Assessment, Lake Shore East,
	3,161	6.625%, 12/1/22	NR/NR		3,127,241
	6,697	6.75%, 12/1/32	NR/NR		6,505,064
	1,250	Chicago Motor Fuel Tax Rev., 5.00%, 1/1/38, Ser. A (AGC)	Aa3/AA+		1,250,637
	5,000	Cicero, GO, 5.25%, 12/1/31 (NPFGC)	Baa1/BBB		5,018,500

5.31.11 | PIMCO Municipal Income Funds II Annual Report 9


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Illinois–(continued)
		Finance Auth. Rev.,
$ 2,500		Christian Homes, Inc., 5.75%, 5/15/31, Ser. A	NR/NR	$	2,243,125
	20,100	Elmhurst Memorial Healthcare, 5.625%, 1/1/28	Baa1/NR		18,141,456
	250	Leafs Hockey Club Project, 6.00%, 3/1/37, Ser. A (d)	NR/NR		62,377
	1,000	Memorial Health Systems, 5.50%, 4/1/39	A1/A+		957,390
	700	OSF Healthcare System, 7.125%, 11/15/37, Ser. A	A3/A		736,099
	2,000	Provena Health, 6.00%, 5/1/28, Ser. A	Baa1/BBB+		1,962,420
	5,000	Univ. of Chicago, 5.50%, 7/1/37, Ser. B (i)	Aa1/AA		5,232,150
	42,970	Sports Facs. Auth. Rev., 5.50%, 6/15/30 (AMBAC)	WR/A		43,174,967
		Village of Hillside, Tax Allocation, Mannheim Redev. Project,
	4,500	6.55%, 1/1/20	NR/NR		4,181,760
	2,900	7.00%, 1/1/28	NR/NR		2,493,768
					108,626,768
		Indiana–0.7%
		Finance Auth. Rev.,
	1,500	Duke Energy Indiana, Inc., 6.00%, 8/1/39, Ser. B	NR/A		1,587,030
	2,500	U.S. Steel Corp., 6.00%, 12/1/26	Ba2/BB		2,545,150
		Vigo Cnty. Hospital Auth. Rev., Union Hospital, Inc.,
	990	5.80%, 9/1/47 (a)(c)	NR/NR		780,031
	1,900	7.50%, 9/1/22	NR/NR		1,975,373
					6,887,584
		Iowa–4.0%
		Finance Auth. Rev.,
		Deerfield Retirement Community, Inc., Ser. A,
	250	5.50%, 11/15/27	NR/NR		180,342
	1,075	5.50%, 11/15/37	NR/NR		702,986
	4,500	Edgewater LLC Project, 6.75%, 11/15/42	NR/NR		3,967,470
	850	Wedum Walnut Ridge LLC Project, 5.625%, 12/1/45, Ser. A	NR/NR		495,788
	46,000	Tobacco Settlement Auth. Rev., 5.60%, 6/1/34, Ser. B	Baa3/BBB		36,616,920
					41,963,506
		Kansas–0.1%
	500	Dev. Finance Auth. Rev., Adventist Health, 5.75%, 11/15/38	Aa3/AA–		523,820
	850	Manhattan Rev., Meadowlark Hills Retirement,
		5.00%, 5/15/36, Ser. A	NR/NR		637,874
					1,161,694
		Kentucky–0.3%
	2,500	Economic Dev. Finance Auth. Rev.,
		Catholic Healthcare Partners, 5.25%, 10/1/30	A1/AA–		2,490,800
	1,000	Owensboro Medical Healthcare Systems,
		6.375%, 6/1/40, Ser. A	Baa2/NR		969,840
					3,460,640
		Louisiana–4.4%
		Local Gov’t Environmental Facs. & Community Dev. Auth. Rev.,
	450	Westlake Chemical Corp., 6.50%, 11/1/35, Ser. A–2	Ba2/BBB-		462,064
		Woman’s Hospital Foundation, Ser. A,
	750	5.875%, 10/1/40	A3/BBB+		723,052
	1,000	6.00%, 10/1/44	A3/BBB+		975,980

10 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Louisiana–(continued)
		Public Facs. Auth. Rev., Oschsner Clinic Foundation Project,
$ 3,300		5.50%, 5/15/47, Ser. B	Baa1/NR	$	2,835,030
	2,000	6.50%, 5/15/37	Baa1/NR		2,036,540
	43,395	Tobacco Settlement Financing Corp. Rev.,
		5.875%, 5/15/39, Ser. 2001-B	Baa3/A–		39,918,627
					46,951,293
		Maryland–0.7%
		Health & Higher Educational Facs. Auth. Rev.,
	1,000	Adventist Healthcare, 5.75%, 1/1/25, Ser. A	Baa2/NR		1,003,980
	1,400	Charlestown Community, 6.25%, 1/1/41	NR/NR		1,386,868
	1,010	King Farm Presbyterian Community, 5.30%, 1/1/37, Ser. A	NR/NR		717,666
	4,050	Washington Cnty. Hospital, 6.00%, 1/1/43	NR/BBB-		3,820,810
					6,929,324
		Massachusetts–0.8%
		Dev. Finance Agcy. Rev.,
		Adventcare Project,
	4,610	6.75%, 10/15/37, Ser. A	NR/NR		4,132,450
	580	7.625%, 10/15/37	NR/NR		576,984
	1,000	Foxborough Regional Charter School,
		7.00%, 7/1/42, Ser. A	NR/BBB		1,016,010
	2,900	State College Building Auth. Rev., 5.50%, 5/1/39, Ser. A	Aa2/AA–		3,005,154
					8,730,598
		Michigan–3.1%
	1,000	Detroit, GO, 5.25%, 11/1/35	Aa3/AA		1,014,790
	4,545	Garden City Hospital Finance Auth. Rev., 5.00%, 8/15/38, Ser. A	NR/NR		2,959,568
	800	Public Educational Facs. Auth. Rev., Bradford Academy,
		6.50%, 9/1/37 (a)(c)	NR/BBB–		698,000
	3,000	Royal Oak Hospital Finance Auth. Rev.,
		William Beaumont Hospital, 8.25%, 9/1/39	A1/A		3,444,600
	5,000	State Hospital Finance Auth. Rev.,
		Ascension Health, 5.25%, 11/15/26, Ser. B	Aa1/AA+		5,057,050
		Oakwood Group, Ser. A,
	13,500	5.75%, 4/1/32	A2/A		13,385,520
	1,925	6.00%, 4/1/22	A2/A		1,955,723
	6,000	Tobacco Settlement Finance Auth. Rev., 6.00%, 6/1/48, Ser. A	NR/BB		4,136,880
					32,652,131
		Minnesota–0.6%
	150	Duluth Housing & Redev. Auth. Rev., 5.875%, 11/1/40, Ser. A	NR/BBB–		131,754
	280	Minneapolis, Tax Allocation, Grant Park Project, 5.35%, 2/1/30	NR/NR		229,479
	1,500	Minneapolis Rev., Providence Project, 5.75%, 10/1/37, Ser. A	NR/NR		1,285,305
		North Oaks Rev., Presbyterian Homes North Oaks,
	2,640	6.00%, 10/1/33	NR/NR		2,464,757
	1,530	6.125%, 10/1/39	NR/NR		1,431,652
	500	Oronoco Rev., Wedum Shorewood Campus Project,
		5.40%, 6/1/41	NR/NR		409,820
	400	St. Louis Park Rev., Nicollett Health Services, 5.75%, 7/1/39	NR/A		393,412
					6,346,179

5.31.11 | PIMCO Municipal Income Funds II Annual Report 11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Mississippi–0.4%
	$ 3,605	Business Finance Corp. Rev., System Energy Res., Inc. Project, 5.875%, 4/1/22	Ba1/BBB	$	3,574,790
	740	Dev. Bank Special Obligation Rev., Capital Projects and Equipment Acquisition, 5.00%, 7/1/24, Ser. A–2 (AMBAC)	WR/NR		705,782
					4,280,572
		Missouri–1.8%
	20,000	JT Municipal Electric Utility Commission Rev., 5.00%, 1/1/42, Ser. A (AMBAC)	A3/NR		19,301,000
		Nevada–0.9%
	10,000	Clark Cnty., GO, 4.75%, 11/1/35 (FGIC-NPFGC) (i)	Aa1/AA+		9,731,800
		New Hampshire–0.2%
	2,000	Business Finance Auth. Rev., Elliot Hospital, 6.125%, 10/1/39, Ser. A	Baa1/BBB+		1,961,580
	360	Health & Education Facs. Auth. Rev., Catholic Medical Center, 6.125%, 7/1/32, Ser. A	Baa1/BBB+		355,162
					2,316,742
		New Jersey–3.6%
	950	Burlington Cnty. Bridge Commission Rev., The Evergreens Project, 5.625%, 1/1/38	NR/NR		797,297
		Economic Dev. Auth., Special Assessment, Kapkowski Road Landfill Project,
	4,000	5.75%, 10/1/21	Ba2/NR		3,987,320
	11,405	5.75%, 4/1/31	Ba2/NR		10,674,738
		Economic Dev. Auth. Rev.,
	525	Arbor Glen, 6.00%, 5/15/28, Ser. A	NR/NR		444,339
	2,000	MSU Student Housing Project, 5.875%, 6/1/42	Baa3/NR		1,836,640
	3,300	Educational Facs. Auth. Rev., Fairfield Dickinson Univ., 6.00%, 7/1/25, Ser. D	NR/NR		3,308,085
		Health Care Facs. Financing Auth. Rev.,
	1,500	AHS Hospital Corp., 6.00%, 7/1/37	A1/A		1,563,255
	1,500	St. Peters Univ. Hospital, 5.75%, 7/1/37	Baa3/BBB–		1,303,875
	1,830	Trinitas Hospital, 5.25%, 7/1/30, Ser. A	Baa3/BBB–		1,620,154
	2,000	State Turnpike Auth. Rev., 5.25%, 1/1/40, Ser. E	A3/A+		2,033,660
		Tobacco Settlement Financing Corp. Rev., Ser. 1-A,
	3,300	4.75%, 6/1/34	Baa3/BB+		2,101,275
	13,150	5.00%, 6/1/41	Baa3/BB-		8,397,721
					38,068,359
		New Mexico–0.2%
	2,000	Farmington Pollution Control Rev., 5.90%, 6/1/40, Ser. D	Baa3/BB+		1,932,720
		New York–2.7%
	1,200	Erie Cnty. Industrial Dev. Agcy. Rev., Orchard Park, Inc. Project, 6.00%, 11/15/36, Ser. A	NR/NR		857,988

12 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		New York–(continued)
		Liberty Dev. Corp. Rev.,
$ 1,000		5.125%, 1/15/44	NR/AA	$	972,920
	2,500	5.625%, 7/15/47	NR/A		2,512,525
	1,250	6.375%, 7/15/49	NR/BBB–		1,276,025
		Goldman Sachs Headquarters,
	1,505	5.25%, 10/1/35	A1/A		1,504,880
	10,000	5.25%, 10/1/35 (i)	A1/A		9,999,200
	1,100	Nassau Cnty. Industrial Dev. Agcy. Rev., Amsterdam at Harborside, 6.70%, 1/1/43, Ser. A	NR/NR		987,998
	2,830	New York City Municipal Water Finance Auth. Water & Sewer Rev.,
		5.00%, 6/15/37, Ser. D (i)	Aa1/AAA		2,874,318
		Second Generation Resolutions,
	4,000	4.75%, 6/15/35, Ser. DD (i)	Aa2/AA+		4,020,760
	2,000	5.00%, 6/15/39, Ser. GG-1	Aa2/AA+		2,047,800
	1,750	State Dormitory Auth. Rev., The New School, 5.50%, 7/1/40	A3/A–		1,811,862
	250	Suffolk Cnty. Industrial Dev. Agcy. Rev., New York Institute of Technology, 5.00%, 3/1/26	Baa2/BBB+		243,870
					29,110,146
		North Carolina–0.1%
		Medical Care Commission Rev.,
	550	Salemtowne, 5.10%, 10/1/30	NR/NR		476,778
	1,000	Village at Brookwood, 5.25%, 1/1/32	NR/NR		728,590
					1,205,368
		North Dakota–0.3%
	3,710	Stark Cnty. Healthcare Rev., Benedictine Living Communities, 6.75%, 1/1/33	NR/NR		3,414,461
		Ohio–1.5%
		Buckeye Tobacco Settlement Financing Auth. Rev.,
	1,865	5.75%, 6/1/34, Ser. A–2	Baa3/BB–		1,316,205
	500	5.875%, 6/1/47, Ser. A–2	Baa3/BB–		342,460
	1,000	Higher Educational Fac. Commission Rev., Univ. Hospital Health Systems, 6.75%, 1/15/39, Ser. 2009-A	A2/A		1,040,410
	7,500	Lorain Cnty. Hospital Rev., Catholic Healthcare, 5.375%, 10/1/30	A1/AA–		7,530,375
	500	Lorain Cnty. Port Auth. Rev., U.S. Steel Corp. Project, 6.75%, 12/1/40	Ba2/BB		518,060
	1,000	Montgomery Cnty. Rev., Miami Valley Hospital, 6.25%, 11/15/39, Ser. A	Aa3/NR		1,027,980
		State Rev.,
	550	Ashland Univ. Project, 6.25%, 9/1/24	Ba1/NR		547,003
	3,000	Cleveland Clinic Health System, 5.50%, 1/1/39, Ser. B	Aa2/AA–		3,042,510
					15,365,003
		Oregon–0.2%
	1,000	Clackamas Cnty. Hospital Fac. Auth. Rev., Legacy Health System, 5.50%, 7/15/35, Ser. A	A2/A+		1,019,600

5.31.11 | PIMCO Municipal Income Funds II Annual Report 13


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Oregon–(continued)
$ 1,155		State Department of Administrative Services, CP, 5.25%, 5/1/39, Ser. A	Aa2/AA	$	1,181,958
					2,201,558
		Pennsylvania–5.0%
		Cumberland Cnty. Municipal Auth. Rev., Messiah Village Project, Ser. A,
	750	5.625%, 7/1/28	NR/BBB–		667,268
	670	6.00%, 7/1/35	NR/BBB–		591,087
	3,250	Harrisburg Auth. Rev., Harrisburg Univ. of Science, 6.00%, 9/1/36, Ser. B	NR/NR		2,792,042
		Higher Educational Facs. Auth. Rev.,
	850	Edinboro Univ. Foundation, 6.00%, 7/1/43	Baa3/BBB–		832,184
	400	Thomas Jefferson Univ., 5.00%, 3/1/40	A1/AA–		400,248
	500	Luzerne Cnty. Industrial Dev. Auth. Rev., Pennsylvania American Water Co., 5.50%, 12/1/39	A2/A		509,160
		Montgomery Cnty. Higher Education & Health Auth. Rev., Abington Memorial Hospital, Ser. A,
	5,000	5.125%, 6/1/27	NR/A		4,959,600
	3,750	5.125%, 6/1/32	NR/A		3,621,413
	8,500	Montgomery Cnty. Industrial Dev. Auth. Rev., 5.375%, 8/1/38 (FHA)	Aa2/AA		8,600,470
	17,000	Philadelphia, GO, 5.25%, 12/15/32, Ser. A (AGM)	Aa3/AA+		17,189,210
	11,600	Philadelphia Hospitals & Higher Education Facs. Auth. Rev., Temple Univ. Hospital, 6.625%, 11/15/23, Ser. A	Baa3/BBB		11,484,348
	500	Philadelphia Water Rev., 5.25%, 1/1/36, Ser. A	A1/A		502,460
	1,000	Westmoreland Cnty. Industrial Dev. Auth. Rev., Excela Health Project, 5.125%, 7/1/30	A3/NR		957,130
					53,106,620
		Puerto Rico–0.9%
	10,000	Sales Tax Financing Corp. Rev., 5.25%, 8/1/41, Ser. C	A1/A+		9,492,400
		Rhode Island–4.6%
	56,200	Tobacco Settlement Financing Corp. Rev., 6.25%, 6/1/42, Ser. A	Baa3/BBB		49,176,686
		South Carolina–1.4%
	1,000	Greenwood Cnty. Rev., Self Regional Healthcare, 5.375%, 10/1/39	A2/A+		968,140
	500	Jobs-Economic Dev. Auth. Rev., Anmed Health, 5.50%, 2/1/38, Ser. B (AGC)	NR/AA+		504,000
	13,850	Bon Secours Health System, 5.625%, 11/15/30, Ser. B	A3/A–		13,776,595
					15,248,735
		Tennessee–0.7%
	1,750	Claiborne Cnty. Industrial Dev. Board Rev., Lincoln Memorial Univ. Project, 6.625%, 10/1/39	NR/NR		1,771,542
	1,000	Johnson City Health & Educational Facs. Board Rev., Mountain States Health Alliance, 6.00%, 7/1/38	Baa1/BBB+		933,020
	500	Sullivan Cnty. Health Educational & Housing Facs. Board Rev., Wellmont Health Systems Project, 5.25%, 9/1/36, Ser. C	NR/BBB+		430,650

14 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Tennessee–(continued)
		Tennessee Energy Acquisition Corp. Rev.,
$ 3,000		5.00%, 2/1/23, Ser. C	Baa3/BBB	$	2,924,790
	700	5.25%, 9/1/21, Ser. A	Ba3/B		678,104
	700	5.25%, 9/1/22, Ser. A	Ba3/B		685,405
					7,423,511
		Texas–12.2%
	130	Aubrey Independent School Dist., GO, 5.50%, 2/15/33 (PSF-GTD)	Aaa/NR		135,597
	6,500	Brazos Cnty. Health Facs. Dev. Corp. Rev., 5.375%, 1/1/32	NR/A–		6,093,360
	2,500	Dallas Rev., Dallas Civic Center, 5.25%, 8/15/38 (AGC)	Aa3/AA+		2,544,800
		Harris Cnty. Cultural Education Facs. Finance Corp. Rev., Texas Children’s Hospital Project,
	3,750	5.25%, 10/1/29	Aa2/AA		3,887,925
	12,700	5.50%, 10/1/39	Aa2/AA		12,868,148
	700	HFDC of Central Texas, Inc. Rev., Village at Gleannloch Farms, 5.50%, 2/15/37, Ser. A	NR/NR		479,234
		North Harris Cnty. Regional Water Auth. Rev.,
	10,300	5.25%, 12/15/33	A1/A+		10,603,026
	10,300	5.50%, 12/15/38	A1/A+		10,665,547
		North Texas Tollway Auth. Rev.,
	5,250	4.75%, 1/1/29 (FGIC-NPFGC)	A2/A–		5,121,480
	1,300	5.50%, 9/1/41, Ser. A	NR/AA		1,372,865
	5,000	5.625%, 1/1/33, Ser. B	A2/A–		5,080,700
	1,200	5.75%, 1/1/33, Ser. F	A3/BBB+		1,207,764
	1,250	6.25%, 1/1/39, Ser. A	A2/A–		1,293,313
	2,000	Sabine River Auth. Pollution Control Rev., 5.20%, 5/1/28, Ser. C	Ca/NR		654,780
	10,000	San Antonio Electric & Gas Systems Rev., 5.00%, 2/1/32 (i)	Aa1/AA		10,348,400
	250	San Juan Higher Education Finance Auth. Rev., 6.70%, 8/15/40, Ser. A	NR/BBB		253,562
		State, Mobility Fund, GO (i),
	10,025	4.75%, 4/1/35, Ser. A	Aaa/AA+		10,108,107
	17,500	4.75%, 4/1/36	Aaa/AA+		17,641,575
	1,000	State Public Finance Auth. Rev., Charter School Finance Corp., 5.875%, 12/1/36, Ser. A	Baa3/BBB–		860,770
	8,880	State Turnpike Auth. Rev., 5.00%, 8/15/42, Ser. A (AMBAC)	Baa1/BBB+		7,930,284
	3,000	Tarrant Cnty. Cultural Education Facs. Finance Corp. Rev., Baylor Health Care Systems Project, 6.25%, 11/15/29	Aa2/AA–		3,255,990
		Texas Municipal Gas Acquisition & Supply Corp. I Rev.,
	450	5.25%, 12/15/25, Ser. A	A2/A		423,045
	15,300	6.25%, 12/15/26, Ser. D	A2/A		16,240,491
	1,000	Wise Cnty. Rev., Parker Cnty Junior College Dist.,
		8.00%, 8/15/34	NR/NR		1,015,110
					130,085,873
		Virginia–0.3%
	1,000	Fairfax Cnty. Industrial Dev. Auth. Rev., Inova Health Systems, 5.50%, 5/15/35, Ser. A	Aa2/AA+		1,021,910
	1,000	Henrico Cnty. Economic Dev. Auth. Rev., Bon Secours Health System, 4.50%, 11/1/42, Ser. B–1 (AGC)	Aa3/AA+		876,820

5.31.11 | PIMCO Municipal Income Funds II Annual Report 15


PIMCO Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Virginia–(continued)
	$ 2,050	James City Cnty. Economic Dev. Auth. Rev., United Methodist Homes, 5.50%, 7/1/37, Ser. A	NR/NR	$	1,180,492
					3,079,222
		Washington–1.4%
	1,300	Health Care Facs. Auth. Rev., Multicare Health Systems, 6.00%, 8/15/39, Ser. B (AGC)	Aa3/AA+		1,360,645
	1,000	Seattle Cancer Care Alliance, 7.375%, 3/1/38	A3/NR		1,086,630
	13,000	Virginia Mason Medical Center, 6.125%, 8/15/37, Ser. A	Baa2/BBB		12,388,870
					14,836,145
		West Virginia–0.2%
	2,000	Hospital Finance Auth. Rev., Highland Hospital, 9.125%, 10/1/41	NR/NR		2,035,840
		Wisconsin–0.1%
		Health & Educational Facs. Auth. Rev.,
	90	Froedert & Community Health, 5.375%, 10/1/30	NR/AA–		90,261
	1,000	Prohealth Care, Inc., 6.625%, 2/15/39	A1/A+		1,056,900
					1,147,161

		Total Municipal Bonds & Notes (cost–$1,036,312,122)			1,024,866,740

VARIABLE RATE NOTES (f)—3.0%
		California–0.4%
	5,000	Health Facs. Financing Auth. Rev., 7.98%, 11/15/36, Ser. 3193 (a)(c)(e)	NR/NR		4,371,100
		Florida–0.2%
	1,830	Highlands Cnty. Health Facs. Auth. Rev., Adventist Health System, 5.00%, 11/15/31, Ser. C	Aa3/AA–		1,800,025
		Illinois–1.3%
	6,000	Chicago, GO, 9.82%, 1/1/34, Ser. 3190 (a)(c)(e)	NR/NR		5,316,000
		Metropolitan Pier & Exposition Auth. Rev.,
	4,500	8.34%, 6/15/50, Ser. 3217 (a)(c)(e)	NR/AAA		3,824,640
	5,000	State, GO, 8.14%, 4/1/27, Ser. 783 (AGC) (a)(c)(e)	Aa3/NR		5,008,100
					14,148,740
		Texas–0.9%
	3,335	JPMorgan Chase Putters/Drivers Trust Rev., 11.518%, 5/15/18, Ser. 3709 (a)(c)(e)	NR/AAA		3,744,705
	5,365	State, GO, 7.54%, 4/1/37, Ser. 3197 (a)(c)(e)	NR/NR		5,400,194
					9,144,899
		West Virginia–0.2%
	2,000	Economic Dev. Auth. Rev., Appalachia Power, 5.375%, 12/1/38, Ser. A	Baa2/BBB		1,945,440

		Total Variable Rate Notes (cost–$33,641,730)			31,410,204

SHORT-TERM INVESTMENTS—0.6%
		U.S. Treasury Obligations (g)(k)–0.6%
		U.S. Treasury Bills,
	6,797	0.015%-0.161%, 8/11/11-9/15/11 (cost–$6,795,561)			6,795,561

		Total Investments (cost–$1,076,749,413)–100.0%		$	1,063,072,505

16 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO California Municipal Income Fund II	Schedule of Investments
May 31, 2011


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*		Value
CALIFORNIA MUNICIPAL BONDS & NOTES—88.6%
	$ 2,000	Alhambra Rev., Atherton Baptist Homes, 7.625%, 1/1/40, Ser. A	NR/NR	$	2,047,120
		Bay Area Toll Auth. Rev., San Francisco Bay Area, Ser. F-1,
	5,000	5.00%, 4/1/34	Aa3/AA		5,048,600
	20,000	5.00%, 4/1/39 (i)	Aa3/AA		20,021,600
	1,000	Chula Vista Rev., San Diego Gas & Electric, 5.875%, 2/15/34, Ser. B	Aa3/A+		1,061,810
	300	City & Cnty. of San Francisco, Capital Improvement Projects, CP, 5.25%, 4/1/31, Ser. A	A1/AA–		303,045
	1,410	Community College Financing Auth. Rev., 5.00%, 8/1/27, Ser. A (AMBAC)	WR/NR		1,368,828
	9,565	Coronado Community Dev. Agcy., Tax Allocation,	NR/AA–		8,349,958
		4.875%, 9/1/35 (AMBAC)
	1,110	CoronA–Norco Unified School Dist. No. 98-1, Special Tax, 5.10%, 9/1/25 (AMBAC)	WR/NR		1,032,122
		CoronA–Norco Unified School Dist. Public Financing Auth., Special Tax, Ser. A,
	305	5.65%, 9/1/16	NR/NR		307,812
	160	5.75%, 9/1/17	NR/NR		160,726
	530	6.00%, 9/1/20	NR/NR		532,523
	1,000	6.00%, 9/1/25	NR/NR		1,003,690
	4,150	6.10%, 9/1/32	NR/NR		4,020,022
	3,000	Dinuba Financing Auth. Rev., Public Works Projects, 5.10%, 8/1/32 (NPFGC)	Baa1/A–		3,062,940
	8,300	El Dorado Irrigation Dist. & El Dorado Water Agcy., CP, 5.75%, 8/1/39, Ser. A (AGC)	Aa3/AA+		8,416,366
	1,500	Foothill-Eastern Transportation Corridor Agcy. Rev., 5.875%, 1/15/27 (IBC-NPFGC)	Baa1/BBB		1,428,510
	1,440	Fremont Community Facs. Dist. No. 1, Special Tax, Pacific Commons, 5.30%, 9/1/30	NR/NR		1,312,402
		Golden State Tobacco Securitization Corp. Rev.,
	13,885	5.00%, 6/1/45 (AMBAC-TCRS)	A2/BBB+		11,763,927
	1,500	5.00%, 6/1/45, Ser. A	A2/BBB+		1,270,860
	6,000	5.00%, 6/1/45, Ser. A (FGIC-TCRS)	A2/BBB+		5,083,440
	8,500	5.125%, 6/1/47, Ser. A–1	Baa3/BB+		5,249,770
	22,415	5.75%, 6/1/47, Ser. A–1	Baa3/BB+		15,416,813
	500	Hartnell Community College Dist., GO, zero coupon, 8/1/34, Ser. 2002-D (j)	Aa2/AA–		254,550
		Health Facs. Financing Auth. Rev., Adventist Health System, Ser. A,
	500	5.00%, 3/1/33	NR/A		448,495
	250	5.75%, 9/1/39	NR/A		245,185
	3,000	Catholic Healthcare West, 6.00%, 7/1/39, Ser. A	A2/A		3,063,300
	1,200	Children’s Hospital of Los Angeles, 5.25%, 7/1/38 (AGM)	Aa3/AA+		1,113,432
	500	Children’s Hospital of Orange Cnty., 6.50%, 11/1/38, Ser. A	NR/A		520,640
	2,000	Sutter Health, 5.00%, 11/15/42, Ser. A (IBC-NPFGC)	Aa3/AA–		1,803,160
	175	Infrastructure & Economic Dev. Bank Rev., 5.25%, 2/1/38	A1/A+		168,194
	1,000	Irvine Unified School Dist., Special Tax, 6.70%, 9/1/35	NR/NR		1,031,110

5.31.11 | PIMCO Municipal Income Funds II Annual Report 17


PIMCO California Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
	$ 1,000	Lancaster Redev. Agcy., Tax Allocation, 6.875%, 8/1/39	NR/BBB+	$	977,380
	500	Lancaster Redev. Agcy. Rev., Capital Improvements Projects, 5.90%, 12/1/35	NR/A		443,435
	5,300	Livermore-Amador Valley Water Management Agcy. Rev., 5.00%, 8/1/31, Ser. A (AMBAC)	Aa2/NR		5,300,159
	7,500	Long Beach Bond Finance Auth. Rev., Long Beach Natural Gas, 5.50%, 11/15/37, Ser. A	A2/A		7,033,875
	10,000	Long Beach Unified School Dist., GO, 5.25%, 8/1/33, Ser. A (i)	Aa2/AA–		10,423,700
		Los Angeles, Equipment & Real Property Project, CP,
	4,895	5.00%, 2/1/27, Ser. T (NPFGC)	A1/A+		4,906,650
	2,685	5.00%, 10/1/27, Ser. AU (NPFGC)	A2/A+		2,699,553
	10,000	Los Angeles Community College Dist., GO, 5.00%, 8/1/33, Ser. F-1 (i)	Aa1/AA		10,035,200
		Los Angeles Department of Water & Power Rev.,
	15,000	4.75%, 7/1/30, Ser. A–2 (AGM) (i)	Aa3/AA+		15,143,400
	15,950	5.125%, 7/1/41, Ser. A (FGIC-NPFGC-TCRS)	Aa2/AA		15,973,128
	11,000	Los Angeles Unified School Dist., GO, 5.00%, 1/1/34, Ser. I	Aa2/AA–		11,006,820
	10,000	Manteca Redev. Agcy., Tax Allocation, 5.00%, 10/1/36 (AMBAC)	WR/A		7,815,500
	5,330	Manteca Unified School Dist. No. 89-2, Special Tax, 5.00%, 9/1/29, Ser. C (NPFGC)	Baa1/BBB		5,332,772
	4,000	Merced Cnty., Juvenile Justice Correctional Fac., CP, 5.00%, 6/1/32 (AMBAC)	A1/NR		4,021,920
	5,000	Metropolitan Water Dist. of Southern California Rev., 5.00%, 7/1/37, Ser. A (i)	Aa1/AAA		5,107,450
	4,700	Moreno Valley Unified School Dist. Community Facs. Dist. No. 2004-6, Special Tax, 5.20%, 9/1/36	NR/NR		3,896,065
	1,400	M-S-R Energy Auth. Rev., 6.50%, 11/1/39, Ser. B	NR/A		1,531,432
	1,300	Municipal Finance Auth. Rev., Azusa Pacific Univ. Project, 7.75%, 4/1/31, Ser. B	NR/NR		1,337,115
	5,000	Oakland Unified School Dist., Alameda Cnty., GO, 6.125%, 8/1/29, Ser. A	A2/NR		5,117,050
	4,750	Palomar Pomerado Health, CP, 6.75%, 11/1/39	Baa3/NR		4,673,002
	10,000	PlacentiA–Yorba Linda Unified School Dist., CP, 5.00%, 10/1/32 (FGIC-NPFGC)	A1/A+		9,643,500
	1,500	Pollution Control Financing Auth. Rev., American Water Capital Corp. Project, 5.25%, 8/1/40 (a)(c)	Baa2/BBB+		1,426,920
	3,000	Riverside, CP, 5.00%, 9/1/33 (AMBAC)	WR/A+		2,632,350
		Riverside Unified School Dist. Community Facs. School Dist. No. 15, Special Tax, Ser. A,
	1,000	5.25%, 9/1/30	NR/NR		858,840
	1,000	5.25%, 9/1/35	NR/NR		822,110
		Roseville Redev. Agcy., Tax Allocation, Ser. B (NPFGC),
	2,230	5.00%, 9/1/27	A2/A–		1,914,054
	3,365	5.00%, 9/1/32	A2/A–		2,775,620

18 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO California Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		San Diego Public Facs. Financing Auth. Rev.,
	$ 11,000	5.00%, 8/1/32 (NPFGC)	Aa3/A+	$	11,020,130
	4,000	5.25%, 8/1/38, Ser. A	Aa2/AA–		4,042,520
	1,000	5.25%, 5/15/39, Ser. A	Aa3/A+		1,022,130
	1,500	Fire & Life Safety Facs. Project, 5.00%, 4/1/32, Ser. B (NPFGC)	A2/A–		1,374,825
	2,800	San Diego Regional Building Auth. Rev., Cnty. Operations Center & Annex, 5.375%, 2/1/36, Ser. A	Aa3/AA+		2,857,008
	2,800	San Diego Unified School Dist., GO, 4.75%, 7/1/27, Ser. D-2 (AGM)	Aa1/AA+		2,817,528
	1,000	San Jose Rev., Convention Center Expansion, 6.50%, 5/1/36	A2/A–		1,021,900
	1,260	Santa Cruz Cnty., CP, 5.25%, 8/1/32	A1/NR		1,291,954
	1,500	Santa Cruz Cnty. Redev. Agcy., Tax Allocation, Live Oak/Soquel Community, 7.00%, 9/1/36, Ser. A	A1/A		1,556,760
		State, GO,
	2,500	5.00%, 9/1/31	A1/A–		2,513,550
	7,000	5.00%, 4/1/38	A1/A–		6,768,720
	11,000	6.00%, 4/1/38	A1/A–		11,770,550
		State Public Works Board Rev.,	A2/BBB+		3,053,310
	3,000	5.75%, 10/1/30, Ser. G-1
	2,000	California State Univ., 6.00%, 11/1/34, Ser. J	Aa3/BBB+		2,051,620
	7,915	Regents Univ., 5.00%, 3/1/33, Ser. A	Aa2/AA–		7,811,076
		Statewide Communities Dev. Auth. Rev., Bentley School (a)(b)(l),
	11,180	zero coupon, 7/1/50
		(acquisition cost–$400,132; purchased 6/24/10)	NR/NR		294,258
	3,760	7.00%, 7/1/40, Ser. A
		(acquisition cost–$3,645,621; purchased 6/24/10)	NR/NR		3,122,266
		Catholic Healthcare West,
	1,800	5.50%, 7/1/31, Ser. D	A2/A		1,795,572
	1,800	5.50%, 7/1/31, Ser. E	A2/A		1,795,572
		Huntington Park Charter School Project, Ser. A,
	250	5.15%, 7/1/30	NR/NR		196,615
	1,250	5.25%, 7/1/42	NR/NR		921,162
	500	International School of the Peninsula Project, 5.00%, 11/1/29	NR/NR		362,805
	2,770	Kaiser Permanente, 5.50%, 11/1/32, Ser. A	WR/A+		2,728,755
	1,000	Lancer Student Housing Project, 7.50%, 6/1/42	NR/NR		1,008,940
	9,700	Los Angeles Jewish Home, 5.50%, 11/15/33 (CA St. Mtg.)	NR/A–		9,613,282
		Methodist Hospital Project (FHA),
	2,400	6.625%, 8/1/29	Aa2/NR		2,732,640
	8,800	6.75%, 2/1/38	Aa2/NR		9,783,488
	3,700	St. Joseph Health System, 5.75%, 7/1/47, Ser. A (FGIC)	A1/AA–		3,622,670
		Sutter Health, Ser. A,
	5,500	5.00%, 11/15/43	Aa3/AA–		4,986,300
	5,600	6.00%, 8/15/42	Aa3/AA–		5,857,096
	1,365	Windrush School, 5.50%, 7/1/37	NR/NR		983,141
	1,450	Statewide Financing Auth. Tobacco Settlement Rev., 5.625%, 5/1/29, Ser. A	Baa3/NR		1,315,368

5.31.11 | PIMCO Municipal Income Funds II Annual Report 19


PIMCO California Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
		Tobacco Securitization Agcy. Rev.,
	$ 4,500	Alameda Cnty., 6.00%, 6/1/42	Baa3/NR	$	3,337,695
	1,800	Stanislaus Cnty., 5.875%, 6/1/43, Ser. A	Baa3/NR		1,306,926
	3,100	Torrance Rev., Memorial Medical Center, 5.00%, 9/1/40, Ser. A	A2/A+		2,752,366
	1,000	Tustin Unified School Dist., Special Tax, 6.00%, 9/1/40, Ser. 2006-1	NR/BBB		925,010
		Univ. of California Rev.,
	5,500	4.75%, 5/15/35, Ser. F (AGM) (i)	Aa1/AA+		5,257,340
	5,000	4.75%, 5/15/35, Ser. G (FGIC-NPFGC) (i)	Aa1/AA		4,779,400
	5,650	4.75%, 5/15/38, Ser. B	Aa2/AA–		5,283,484
	10,000	Ventura Cnty. Community College Dist., GO, 5.00%, 8/1/27, Ser. A (NPFGC) (i)	Aa2/AA		10,082,800

		Total California Municipal Bonds & Notes (cost–$383,779,011)			395,578,482

CALIFORNIA VARIABLE RATE NOTES (a)(c)(f)—5.2%
	6,035	Desert Community College Dist., GO, 7.98%, 8/1/32, Ser. 3016-1 (AGC) (e)	NR/AA+		6,107,420
	7,500	JPMorgan Chase Putters/Drivers Trust Rev., 7.977%, 5/15/40, Ser. 3838 (e)	Aa3/NR		7,657,950
	4,000	Los Angeles Community College Dist., GO, 11.65%, 8/1/33, Ser. 3096 (e)	NR/AA		4,041,600
	5,000	San Diego Community College Dist., GO, 9.896%, 2/1/17	NR/AA+		5,204,150

		Total California Variable Rate Notes (cost–$22,331,269)			23,011,120

OTHER MUNICIPAL BONDS & NOTES—4.2%
		New Jersey–0.6%
		Tobacco Settlement Financing Corp. Rev., Ser. 1-A,
	1,300	4.75%, 6/1/34	Baa3/BB+		827,775
	3,000	5.00%, 6/1/41	Baa3/BB–		1,915,830
					2,743,605
		New York–0.7%
	1,250	Liberty Dev. Corp. Rev., Goldman Sachs Headquarters, 5.25%, 10/1/35	A1/A		1,249,900
	1,900	New York City Municipal Water Finance Auth. Water & Sewer Rev., 5.00%, 6/15/37, Ser. D (i)	Aa1/AAA		1,929,754
					3,179,654
		Ohio–0.3%
	2,250	Buckeye Tobacco Settlement Financing Auth. Rev., 5.875%, 6/1/47, Ser. A–2	Baa3/BB–		1,541,070
		Puerto Rico–0.4%
	1,600	Sales Tax Financing Corp. Rev., 5.00%, 8/1/40, Ser. A (AGM) (i)	Aa3/AA+		1,552,128
		Rhode Island–2.2%
	11,000	Tobacco Settlement Financing Corp. Rev., 6.25%, 6/1/42, Ser. A	Baa3/BBB		9,625,330

		Total Other Municipal Bonds & Notes (cost–$17,977,933)			18,641,787

20 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO California Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
SHORT-TERM INVESTMENTS–2.0%
		U.S. Treasury Obligations (g)(k)–1.2%
		U.S. Treasury Bills,
	$ 5,389	0.015%-0.159%, 8/11/11-9/15/11 (cost–$5,388,310)		$	5,388,310
		Corporate Notes–0.8%

		Financial Services–0.8%
	3,540	International Lease Finance Corp., 5.40%, 2/15/12 (h)
		(cost–$3,292,369)	B1/BBB-		3,646,200

		Total Short-Term Investments (cost–$8,680,679)			9,034,510

		Total Investments (cost–$432,768,892)–100.0%		$	446,265,899

5.31.11 | PIMCO Municipal Income Funds II Annual Report 21


PIMCO New York Municipal Income Fund II	Schedule of Investments
May 31, 2011


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
NEW YORK MUNICIPAL BONDS & NOTES—89.5%
	$ 1,000	Chautauqua Cnty. Industrial Dev. Agcy. Rev., Dunkirk Power Project, 5.875%, 4/1/42	Baa3/BB+	$	951,510
	2,400	Erie Cnty. Industrial Dev. Agcy. Rev., Orchard Park, Inc. Project, 6.00%, 11/15/36, Ser. A	NR/NR		1,715,976
		Liberty Dev. Corp. Rev.,
	1,400	5.625%, 7/15/47	NR/A		1,407,014
	1,300	6.375%, 7/15/49	NR/BBB–		1,327,066
		Goldman Sachs Headquarters,
	3,000	5.25%, 10/1/35	A1/A		2,999,760
	4,120	5.25%, 10/1/35 (i)	A1/A		4,119,670
	3,500	5.50%, 10/1/37	A1/A		3,588,410
	500	Long Island Power Auth. Rev., 5.00%, 9/1/34, Ser. A (AMBAC)	A3/A–		503,830
		Metropolitan Transportation Auth. Rev.,
	1,850	5.00%, 11/15/30, Ser. A (AGM)	Aa3/AA+		1,855,069
	2,000	5.00%, 11/15/34, Ser. B	NR/AA		2,042,800
	7,300	5.25%, 11/15/31, Ser. E	A2/A		7,336,135
	7,000	5.35%, 7/1/31, Ser. B	Aa3/AA–		7,051,380
	5,000	5.50%, 11/15/39, Ser. A	NR/AA		5,220,100
	7,000	Monroe Cnty. Industrial Dev. Corp. Rev., Unity Hospital Rochester Project, 5.50%, 8/15/40 (FHA) (i)	Aa2/AA–		7,211,610
	2,870	Mortgage Agcy. Rev., 4.75%, 10/1/27, Ser. 128	Aa1/NR		2,877,491
	2,400	Nassau Cnty. Industrial Dev. Agcy. Rev., Amsterdam at Harborside, 6.70%, 1/1/43, Ser. A	NR/NR		2,155,632
	4,000	New York City, GO, 5.00%, 3/1/33, Ser. I	Aa2/AA		4,034,920
	1,500	New York City Health & Hospital Corp. Rev., 5.00%, 2/15/30, Ser. A	Aa3/A+		1,501,980
		New York City Industrial Dev. Agcy. Rev.,
	975	Eger Harbor Project, 4.95%, 11/20/32, Ser. A (GNMA)	NR/AAA		977,750
	1,415	Liberty Interactive Corp., 5.00%, 9/1/35	Ba2/BB+		1,250,082
	1,500	Queens Baseball Stadium, 6.50%, 1/1/46 (AGC)	Aa3/AA+		1,545,045
	1,170	Staten Island Univ. Hospital Project, 6.45%, 7/1/32, Ser. C	Baa3/NR		1,172,176
	1,500	United Jewish Appeal Federation Project, 5.00%, 7/1/27, Ser. A	Aa1/NR		1,545,615
		Yankee Stadium,
	750	5.00%, 3/1/31 (FGIC)	Baa3/BBB–		695,738
	2,400	5.00%, 3/1/36 (NPFGC)	Baa1/BBB		2,129,064
	4,900	7.00%, 3/1/49 (AGC)	Aa3/AA+		5,426,260
		New York City Municipal Water Finance Auth. Water & Sewer Rev.,
	1,500	5.25%, 6/15/40, Ser. EE	Aa2/AA+		1,555,665
	500	Second Generation Resolutions, 5.00%, 6/15/39, Ser. GG-1	Aa2/AA+		511,950
		New York City Transitional Finance Auth. Rev.,
	6,000	5.00%, 11/1/27, Ser. B	Aaa/AAA		6,241,440
	5,000	5.25%, 1/15/39, Ser. S-3	Aa3/AA–		5,129,000
	2,700	New York City Trust for Cultural Res. Rev., Julliard School, 5.00%, 1/1/34, Ser. A	Aa2/AA		2,796,309
	6,785	Wildlife Conservation Society, 5.00%, 2/1/34 (FGIC-NPFGC)	Aa3/AA–		6,828,220

22 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO New York Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)		Credit Rating (Moody’s/S&P)*		Value
$ 3,600	Port Auth. of New York & New Jersey Rev., 5.00%, 4/15/32, Ser. 125 (AGM)	Aa2/AA+	$	3,654,792
1,400	JFK International Air Terminal, 6.00%, 12/1/36	Baa3/BBB–		1,413,104
	State Dormitory Auth. Rev.,
3,000	5.00%, 3/15/38, Ser. A	NR/AAA		3,071,640
7,490	5.50%, 5/15/31, Ser. A (AMBAC)	Aa3/AA–		8,117,737
2,600	Catholic Health of Long Island, 5.10%, 7/1/34	A3/A–		2,458,040
1,500	Fordham Univ., 5.50%, 7/1/36, Ser. A	A2/A		1,558,740
2,000	Kaleida Health Hospital, 5.05%, 2/15/25 (FHA)	NR/NR		2,053,640
5,300	Lenox Hill Hospital, 5.50%, 7/1/30	Baa3/NR		5,189,495
1,320	Long Island Univ., 5.25%, 9/1/28 (Radian)	Baa3/NR		1,320,356
	Memorial Sloan-Kettering Cancer Center,
2,750	5.00%, 7/1/35, Ser. 1	Aa2/AA		2,767,022
2,000	5.00%, 7/1/36, Ser. A–1	Aa2/AA		2,015,340
2,100	New York Univ., 5.00%, 7/1/38, Ser. A	Aa3/AA–		2,136,225
1,000	New York Univ. Hospital Center, 5.625%, 7/1/37, Ser. B	Baa1/BBB+		972,640
5,850	North General Hospital, 5.00%, 2/15/25	NR/AA–		5,865,620
600	North Shore-Long Island Jewish Health System,
	5.50%, 5/1/37, Ser. A	Baa1/A–		592,620
5,000	Rochester General Hospital, 5.00%, 12/1/35 (Radian)	WR/NR		4,510,500
	Teachers College,
4,270	5.00%, 7/1/32 (NPFGC)	A1/NR		4,295,193
3,000	5.50%, 3/1/39	A1/NR		3,083,460
1,000	The New School, 5.50%, 7/1/40	A3/A–		1,035,350
3,000	Yeshiva Univ., 5.125%, 7/1/34 (AMBAC)	Aa3/NR		3,054,090
5,000	State Environmental Facs. Corp. Rev., 5.125%, 6/15/38, Ser. A	Aa1/AA+		5,147,500
1,000	State Thruway Auth. Rev., 4.75%, 1/1/29, Ser. G (AGM)	Aa3/AA+		1,008,810
6,000	State Urban Dev. Corp. Rev., 5.00%, 3/15/36, Ser. B–1 (i)	NR/AAA		6,155,100
	Triborough Bridge & Tunnel Auth. Rev.,
710	5.00%, 1/1/32, Ser. A (FGIC-TCRS)	Aa2/AA–		712,861
5,000	5.25%, 11/15/34, Ser. A–2 (i)	Aa2/AA–		5,222,150
150	Troy Rev., Rensselaer Polytechnic Institute, 5.125%, 9/1/40, Ser. A	A3/A		148,306
850	TSACS, Inc. Rev., 5.125%, 6/1/42, Ser. 1	NR/BBB–		565,140
1,815	Ulster Cnty. Industrial Dev. Agcy. Rev., 6.00%, 9/15/37, Ser. A	NR/NR		1,352,774
2,000	Warren & Washington Cntys. Industrial Dev. Agcy. Rev., Glens Falls Hospital Project, 5.00%, 12/1/35, Ser. A (AGM)	Aa3/AA+		2,004,640
1,490	Westchester Cnty. Healthcare Corp. Rev., 6.125%, 11/1/37, Ser. C-2	A3/BBB		1,492,533
1,000	Yonkers Economic Dev. Corp. Rev., 6.00%, 10/15/30, Ser. A	NR/BB+		925,600
600	Yonkers Industrial Dev. Agcy. Rev., Sarah Lawrence College Project, 6.00%, 6/1/41, Ser. A	WR/BBB		608,352

	Total New York Municipal Bonds & Notes (cost—$177,225,038)			180,214,037

5.31.11 | PIMCO Municipal Income Funds II Annual Report 23


PIMCO New York Municipal Income Fund II	Schedule of Investments
May 31, 2011 (continued)


Principal Amount (000s)			Credit Rating (Moody’s/S&P)*	Value
OTHER MUNICIPAL BONDS & NOTES—7.1%
		Florida–1.0%
	$ 1,000	Clearwater Rev., 5.25%, 12/1/39, Ser. A	Aa3/AA–	$	1,036,740
	1,000	Miami-Dade Cnty. Airport Rev., 5.50%, 10/1/36, Ser. A	A2/A–		1,006,550
					2,043,290
		Louisiana–0.5%
	1,000	East Baton Rouge Sewerage Commission Rev., 5.25%, 2/1/39, Ser. A	Aa2/AA–		1,038,890
		Ohio–0.5%
	1,435	Buckeye Tobacco Settlement Financing Auth. Rev., 5.875%, 6/1/47, Ser. A–2	Baa3/BB–		982,860
		Puerto Rico–4.6%
	5,675	Children’s Trust Fund Rev., 5.625%, 5/15/43	Baa3/BBB		4,390,975
		Sales Tax Financing Corp. Rev., Ser. A,
	14,250	zero coupon, 8/1/54 (AMBAC)	Aa2/AA–		804,982
	2,000	5.00%, 8/1/40 (AGM) (i)	Aa3/AA+		1,940,160
	1,000	5.50%, 8/1/42	A1/A+		985,250
	1,000	5.75%, 8/1/37	A1/A+		1,014,860
					9,136,227
		U. S. Virgin Islands–0.5%
	1,000	Public Finance Auth. Rev., 6.00%, 10/1/39, Ser. A	Baa3/NR		1,007,710

		Total Other Municipal Bonds & Notes (cost–$15,965,600)			14,208,977

NEW YORK VARIABLE RATE NOTES (a)(c)(e)(f)–2.9%
		JPMorgan Chase Putters/Drivers Trust Rev.,
	5,000	7.924%, 7/1/33, Ser. 3382	Aa1/NR		5,336,250
	500	8.37%, 6/15/31, Ser. 3223	NR/AA+		566,285

		Total New York Variable Rate Notes (cost–$5,393,887)			5,902,535

SHORT-TERM INVESTMENTS–0.5%
		U.S. Treasury Obligations (g)(k)—0.5%
		U.S. Treasury Bills,
	970	0.103%, 9/15/11 (cost–$969,737)			969,737

		Total Investments (cost–$199,554,262)–100.0%		$	201,295,286

24 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Funds II		Notes to Schedule of Investments
May 31, 2011



*	Unaudited.

(a)	Private Placement–Restricted as to resale and may not have a readily available market. Securities with an aggregate value of $33,898,320, representing 3.2% of total investments in Municipal Income II, $27,854,564, representing 6.2% of total investments in California Municipal II and $5,902,535, representing 2.9% of total investments in New York Municipal II.

(b)	Illiquid.

(c)	144A–Exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, typically only to qualified institutional buyers. Unless otherwise indicated, these securities are not considered to be illiquid.

(d)	In default.

(e)	Inverse Floater–The interest rate shown bears an inverse relationship to the interest rate on another security or the value of an index. The interest rate disclosed reflects the rate in effect on May 31, 2011.

(f)	Variable Rate Notes–Instruments whose interest rates change on specified date (such as a coupon date or interest payment date) and/or whose interest rates vary with changes in a designated base rate (such as the prime interest rate). The interest rate disclosed reflects the rate in effect on May 31, 2011.

(g)	All or partial amount segregated for the benefit of the counterparty as collateral for derivatives.

(h)	All or partial amount segregated for the benefit of the counterparty as collateral for reverse repurchase agreements.

(i)	Residual Interest Bonds held in Trust–Securities represent underlying bonds transferred to a separate securitization trust established in a tender option bond transaction in which each Fund acquired the residual interest certificates. These securities serve as collateral in a financing transaction.

(j)	Step Bond–Coupon is a fixed rate for an initial period then resets at a specific date and rate.

(k)	Rates reflect the effective yields at purchase date.

(l)	Restricted. The aggregate acquisition cost of such securities is $4,045,753 in California Municipal II. The aggregate market value is $3,416,524, representing 0.8% of total investments in California Municipal II.

Glossary:

AGC–insured by Assured Guaranty Corp.

AGM–insured by Assured Guaranty Municipal Corp.

AMBAC–insured by American Municipal Bond Assurance Corp.

CA St. Mtg.–insured by California State Mortgage

CP–Certificates of Participation

FGIC–insured by Financial Guaranty Insurance Co.

FHA–insured by Federal Housing Administration

GNMA–insured by Government National Mortgage Association

GO–General Obligation Bond

GTD–Guaranteed

IBC–Insurance Bond Certificate

NPFGC–insured by National Public Finance Guarantee Corp.

NR–Not Rated

PSF–Public School Fund

Radian–insured by Radian Guaranty, Inc.

TCRS–Temporary Custodian Receipts

WR–Withdrawn Rating

See accompanying Notes to Financial Statements | 5.31.11 | PIMCO Municipal Income Funds II Annual Report 25


PIMCO Municipal Income Funds II	Statements of Assets and Liabilities
May 31, 2011


	Municipal II			California Municipal II			New York Municipal II
Assets:
Investments, at value (cost–$1,076,749,413, $432,768,892 and $199,554,262, respectively)	$	1,063,072,505			$446,265,899		$	201,295,286
Cash		—			—			342,698
Interest receivable		19,757,224			7,812,848			2,946,449
Swap premiums paid		449,410			—			—
Receivable for investments sold		158,987			—			—
Prepaid expenses and other assets		48,579			42,941			21,381
Total Assets		1,083,486,705			454,121,688			204,605,814

Liabilities:
Payable for floating rate notes issued		91,469,472			46,820,833			13,851,894
Unrealized depreciation on swaps		6,850,035			4,176,010			1,153,882
Dividends payable to common and preferred shareholders		3,934,553			1,965,053			719,193
Payable to custodian for cash overdraft		1,562,960			521,064			—
Swap premiums received		770,800			652,750			232,594
Investment management fees payable		535,607			216,379			103,552
Interest payable		220,627			105,762			19,995
Payable for reverse repurchase agreements		—			3,294,000			—
Interest payable for reverse repurchase agreements		—			833			—
Accrued expenses and other liabilities		343,133			1,883,183			268,427
Total Liabilities		105,687,187			59,635,867			16,349,537
Preferred Shares ($0.00001 par value and $25,000 liquidation preference per share applicable to an aggregate of 14,680, 6,520 and 3,160 shares issued and outstanding, respectively)		367,000,000			163,000,000			79,000,000

Net Assets Applicable to Common Shareholders		$610,799,518			$231,485,821		$	109,256,277

Composition of Net Assets Applicable to Common Shareholders:
Common Shares:
Par value ($0.00001 per share)	$	603		$	314		$	108
Paid-in-capital in excess of par		853,155,068			432,085,969			152,567,497
Undistributed (dividends in excess of) net investment income		15,462,847			(1,965,053	)		1,959,285
Accumulated net realized loss on investments and swaps		(237,289,807	)		(208,107,449	)		(45,879,324	)
Net unrealized appreciation (depreciation) of investments and swaps		(20,529,193	)		9,472,040			608,711

Net Assets Applicable to Common Shareholders		$610,799,518			$231,485,821		$	109,256,277

Common Shares Issued and Outstanding		60,343,182			31,353,825			10,820,934

Net Asset Value Per Common Share		$10.12			$7.38			$10.10

26 PIMCO Municipal Income Funds II Annual Report | 5.31.11 | See accompanying Notes to Financial Statements


PIMCO Municipal Income Funds II	Statements of Operations
Year ended May 31, 2011


	Municipal II			California Municipal II			New York Municipal II
Investment Income:
Interest		$63,071,493			$26,829,690			$11,224,912
Other income		—			2,136			—
Total Investment Income		63,071,493			26,831,826			11,224,912

Expenses:
Investment management fees		6,419,920			2,605,854			1,243,030
Interest expense		760,518			440,838			114,601
Auction agent fees and commissions		583,854			275,981			133,361
Custodian and accounting agent fees		164,457			98,267			61,475
Audit and tax services		100,773			63,792			45,608
Shareholder communications		98,803			64,099			35,642
Legal fees		95,867			18,625			10,785
Trustees’ fees and expenses		84,197			38,284			16,146
New York Stock Exchange listing fees		50,525			26,286			22,176
Transfer agent fees		37,045			36,690			34,703
Excise tax expense		35,550			—			—
Insurance expense		26,848			11,502			5,801
Miscellaneous		16,551			15,751			12,706
Total Expenses		8,474,908			3,695,969			1,736,034
Less: custody credits earned on cash balances		(1,145	)		(329	)		(841	)
Net Expenses		8,473,763			3,695,640			1,735,193

Net Investment Income		54,597,730			23,136,186			9,489,719

Realized and Change In Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments		8,238,206			1,077,704			(579,506	)
Swaps		(392,040	)		(1,015,545	)		(535,850	)
Net change in unrealized appreciation/depreciation of:
Investments		(45,827,779	)		(17,815,338	)		(6,937,248	)
Swaps		(6,850,035	)		(4,176,010	)		(1,153,882	)
Net realized and change in unrealized loss on investments and swaps		(44,831,648	)		(21,929,189	)		(9,206,486	)
Net Increase in Net Assets Resulting from Investment Operations		9,766,082			1,206,997			283,233
Dividends on Preferred Shares from Net Investment Income		(1,520,460	)		(689,435	)		(329,688	)
Net Increase (Decrease) in Net Assets Applicable to Common Shareholders Resulting from Investment Operations		$8,245,622			$517,562			$(46,455	)

See accompanying Notes to Financial Statements | 5.31.11 | PIMCO Municipal Income Funds II Annual Report 27


PIMCO Municipal Income Funds II	Statements of Changes in Net Assets Applicable to Common Shareholders


	Municipal II
	Year ended May 31,
	2011			2010
Investment Operations:
Net investment income		$54,597,730			$52,452,681
Net realized gain (loss) on investments and swaps		7,846,166			151,024
Net change in unrealized appreciation/depreciation of investments and swaps		(52,677,814	)		103,180,602
Net increase in net assets resulting from investment operations		9,766,082			155,784,307

Dividends on Preferred Shares from Net Investment Income:		(1,520,460	)		(1,651,157	)
Net increase (decrease) in net assets applicable to common shareholders resulting from investment operations		8,245,622			154,133,150

Dividends to Common Shareholders from Net Investment Income:		(46,931,445	)		(46,637,024	)

Common Share Transactions:
Reinvestment of dividends		3,896,483			4,046,441
Total increase (decrease) in net assets applicable to common shareholders		(34,789,340	)		111,542,567

Net Assets Applicable to Common Shareholders:
Beginning of year		645,588,858			534,046,291
End of year (including undistributed (dividends in excess of) net investment income of $15,462,847 and $9,284,682; $(1,965,053) and $(1,960,287); $1,959,285 and $1,108,502; respectively)	$	610,799,518		$	645,588,858
Common Shares Issued in Reinvestment of Dividends		373,938			400,876

28 PIMCO Municipal Income Funds II Annual Report | 5.31.11 | See accompanying Notes to Financial Statements


PIMCO Municipal Income Funds II	Statement of Changes in Net Assets
	Applicable to Common Shareholders (continued)


	California Municipal II						New York Municipal II
	Year ended May 31,						Year ended May 31,
	2011			2010			2011			2010
Investment Operations:
Net investment income		$23,136,186			$23,419,545			$9,489,719			$10,474,659
Net realized gain (loss) on investments and swaps		62,159			(2,327,882	)		(1,115,356	)		(770,215	)
Net change in unrealized appreciation/depreciation of investments and swaps		(21,991,348	)		23,246,648			(8,091,130	)		13,497,488
Net increase in net assets resulting from investment operations		1,206,997			44,338,311			283,233			23,201,932

Dividends on Preferred Shares from Net Investment Income:		(689,435	)		(777,175	)		(329,688	)		(363,065	)
Net increase (decrease) in net assets applicable to common shareholders resulting from investment operations		517,562			43,561,136			(46,455	)		22,838,867

Dividends to Common Shareholders from Net Investment Income:		(23,452,319	)		(24,003,858	)		(8,576,979	)		(8,524,998	)

Common Share Transactions:
Reinvestment of dividends		1,604,973			1,843,810			718,710			721,255
Total increase (decrease) in net assets applicable to common shareholders		(21,329,784	)		21,401,088			(7,904,724	)		15,035,124

Net Assets Applicable to Common Shareholders:
Beginning of year		252,815,605			231,414,517			117,161,001			102,125,877
End of year (including undistributed (dividends in excess of) net investment income of $15,462,847 and $9,284,682; $(1,965,053) and $(1,960,287); $1,959,285 and $1,108,502; respectively)		$231,485,821			$252,815,605			$109,256,277			$117,161,001
Common Shares Issued in Reinvestment of Dividends		183,513			220,172			67,458			68,673

See accompanying Notes to Financial Statements | 5.31.11 | PIMCO Municipal Income Funds II Annual Report 29


PIMCO California Municipal Income Fund II	Statement of Cash Flows†
Year ended May 31, 2011


Decrease in Cash from:
Cash Flows provided by Operating Activities:
Net increase in net assets resulting from investment operations	$1,206,997

Adjustments to Reconcile Net Increase in Net Assets Resulting from Investment Operations to Net Cash provided by Operating Activities:
Purchases of long-term investments	(69,437,484	)
Proceeds from sales of long-term investments	82,948,991
Purchases of short-term portfolio investments, net	(387,732	)
Net change in unrealized appreciation/depreciation of investments and swaps	22,070,382
Net realized gain on investments and swaps	(310,212	)
Net amortization on investments	(991,317	)
Increase in interest receivable	(631,996	)
Decrease in prepaid expenses and other assets	1,203
Periodic and termination payments of swaps, net	(362,795	)
Decrease in investment management fees payable	(12,858	)
Decrease in interest payable for reverse repurchase agreements	(2,071	)
Increase in accrued expenses and other liabilities	17,662
Net cash provided by operating activities*	34,108,770

Cash Flows used for Financing Activities:
Decrease in payable for reverse repurchase agreements	(4,596,123	)
Cash dividends paid (excluding reinvestment of dividends of $1,604,973)	(22,532,015	)
Cash payments on retirement of floating rate notes	(7,502,889	)
Increase in payable to custodian for cash overdraft	521,064
Net cash used for financing activities	(34,109,963	)
Net decrease in cash	(1,193	)
Cash at beginning of year	1,193
Cash at end of year	$0


†	Municipal II and New York Municipal II are not required to provide a Statement of Cash Flows.
*	Included in operating expenses is cash paid by California Municipal II for interest related to participation in reverse repurchase agreement transactions of $27,009.

30 PIMCO Municipal Income Funds II Annual Report | 5.31.11 | See accompanying Notes to Financial Statements


PIMCO Municipal Income Funds II	Notes to Financial Statements
May 31, 2011

1. Organization and Significant Accounting Policies

PIMCO Municipal Income Fund II (“Municipal II”), PIMCO California Municipal Income Fund II (“California Municipal II”) and PIMCO New York Municipal Income Fund II (“New York Municipal II”), each a “Fund” and collectively referred to as the “Funds” or “PIMCO Municipal Income Funds II”, were organized as Massachusetts business trusts on March 29, 2002. Prior to commencing operations on June 28, 2002, the Funds had no operations other than matters relating to their organization and registration as non-diversified, closed-end management investment companies registered under the Investment Company Act of 1940 and the rules and regulations thereunder, as amended. Allianz Global Investors Fund Management LLC (the “Investment Manager”) serves as the Investment Manager and is an indirect, wholly-owned subsidiary of Allianz Global Investors of America L.P. (“Allianz Global”). Allianz Global is an indirect, wholly-owned subsidiary of Allianz SE, a publicly traded European insurance and financial services company. Each Fund has an unlimited amount of $0.00001 par value per share of common shares authorized.

Under normal market conditions, Municipal II invests substantially all of its assets in a portfolio of municipal bonds, the interest from which is exempt from federal income taxes. Under normal market conditions, California Municipal II invests substantially all of its assets in municipal bonds which pay interest that is exempt from federal and California state income taxes. Under normal market conditions, New York Municipal II invests substantially all of its assets in municipal bonds which pay interest that is exempt from federal, New York State and New York City income taxes. There is no guarantee that the Funds will meet their stated objectives. The Funds will generally seek to avoid investing in bonds generating interest income which could potentially subject individuals to alternative minimum tax. The issuers’ abilities to meet their obligations may be affected by economic and political developments in a specific state or region.

The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in each Fund’s financial statements. Actual results could differ from those estimates.

In the normal course of business, the Funds enter into contracts that contain a variety of representations that provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred.

The following is a summary of significant accounting policies consistently followed by the Funds:

(a) Valuation of Investments

Portfolio securities and other financial instruments for which market quotations are readily available are stated at market value. Market value is generally determined on the basis of last reported sales prices, or if no sales are reported, on the basis of quotes obtained from a quotation reporting system, established market makers, or independent pricing services.

Portfolio securities and other financial instruments for which market quotations are not readily available, or for which a development/event occurs that may significantly impact the value of a security, are fair-valued, in good faith, pursuant to procedures established by the Board of Trustees, or persons acting at their discretion pursuant to procedures established by the Board of Trustees. The Funds’ investments are valued daily using prices supplied by an independent pricing service or dealer quotations, or by using the last sale price on the exchange that is the primary market for such securities, or the mean between the last quoted bid and ask price. Independent pricing services use information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics. Short-term securities maturing in 60 days or less are valued at amortized cost, if their original term to maturity was 60 days or less, or by amortizing their value on the 61st day prior to maturity, if the original term to maturity exceeded 60 days.

The prices used by the Funds to value securities may differ from the value that would be realized if the securities were sold and these differences could be material to the Funds’ financial statements. Each Fund’s net asset value (“NAV”) is normally determined as of the close of regular trading (normally, 4:00 p.m. Eastern time) on the New York Stock Exchange (“NYSE”) on each day the NYSE is open for business.

(b) Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the “exit price”) in an orderly transaction between market participants. The three levels of the fair value hierarchy are described below:


•	Level 1 – quoted prices in active markets for identical investments that the Funds have the ability to access

•	Level 2 – valuations based on other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) or quotes from inactive exchanges

5.31.11 | PIMCO Municipal Income Funds II Annual Report 31


PIMCO Municipal Income Funds II	Notes to Financial Statements
May 31, 2011

1. Organization and Significant Accounting Policies (continued)


•	Level 3 – valuations based on significant unobservable inputs (including each Funds’ own assumptions in determining the fair value of investments)

An investment asset’s or liability’s level within the fair value hierarchy is based on the lowest level input, individually or in aggregate, that is significant to fair value measurement. The objective of fair value measurement remains the same even when there is a significant decrease in the volume and level of activity for an asset or liability and regardless of the valuation technique used.

The valuation techniques used by the Funds to measure fair value during the year ended May 31, 2011 maximized the use of observable inputs and minimized the use of unobservable inputs.

The inputs or methodology used for valuing securities is not necessarily an indication of the risk associated with investing in those securities. The following are certain inputs and techniques that the Funds generally use to evaluate how to classify each major category of assets and liabilities for Level 2 and Level 3, in accordance with Generally Accepted Accounting Principles (“GAAP”).

Municipal Bonds & Notes and Variable Rate Notes – Municipal bonds and notes and variable rate notes are valued by independent pricing services based on pricing models that take into account, among other factors, information received from market makers and broker-dealers, current trades, bid-want lists, offerings, market movements, the callability of the bond, state of issuance, benchmark yield curves, and bond insurance. To the extent that these inputs are observable, the values of municipal bonds and notes and variable rate notes are categorized as Level 2. To the extent that these inputs are unobservable, the values are categorized as Level 3.

U.S. Treasury Obligations – U.S. Treasury obligations are valued by independent pricing services based on pricing models that evaluate the mean between the most recently quoted bid and ask price. The models also take into consideration data received from active market makers and broker-dealers, yield curves, and the spread over comparable U.S. Treasury issues. The spreads change daily in response to market conditions and are generally obtained from the new issue market and broker-dealer sources. To the extent that these inputs are observable, the values of U.S. Treasury obligations are categorized as Level 2. To the extent that these inputs are unobservable, the values are categorized as Level 3.

Corporate Bonds & Notes – Corporate bonds and notes are generally comprised of two main categories: investment grade bonds and high yield bonds. Investment grade bonds are valued by independent pricing services using various inputs and techniques, which include broker-dealer quotations, live trading levels, recently executed transactions in securities of the issuer or comparable issuers, and option adjusted spread models that include base curve and spread curve inputs. Adjustments to individual bonds can be applied to recognize trading differences compared to other bonds issued by the same issuer. High yield bonds are valued by independent pricing services based primarily on broker-dealer quotations from relevant market makers and recently executed transactions in securities of the issuer or comparable issuers. The broker-dealer quotations received are supported by credit analysis of the issuer that takes into consideration credit quality assessments, daily trading activity, and the activity of the underlying equities, listed bonds and sector-specific trends. To the extent that these inputs are observable, the values of corporate bonds and notes are categorized as Level 2. To the extent that these inputs are unobservable, the values are categorized as Level 3.

Interest Rate Swaps – Interest rate swaps are valued by independent pricing services using pricing models that are based on real-time intraday snapshots of relevant interest rate curves that are built using the most actively traded securities for a given maturity. The pricing models also incorporate cash and money market rates. In addition, market data pertaining to interest rate swaps is monitored regularly to ensure that interest rates are properly depicting the current market rate. To the extent that these inputs are observable, the values of interest rate swaps are categorized as Level 2. To the extent that these inputs are unobservable, the values are categorized as Level 3.

The Funds’ policy is to recognize transfers between levels at the end of the reporting period.

32 PIMCO Municipal Income Funds II Annual Report | 5.31.11


PIMCO Municipal Income Funds II	Notes to Financial Statements
May 31, 2011

1. Organization and Significant Accounting Policies (continued)

A summary of the inputs used at May 31, 2011 in valuing each Fund’s assets and liabilities is listed below:


Municipal II:
	Level 1 – Quoted Prices			Level 2 – Other Significant Observable Inputs				Level 3 – Significant Unobservable Inputs		Value at 5/31/11

Investments in Securities – Assets
Municipal Bonds & Notes			—		$	1,024,866,740			—		$	1,024,866,740
Variable Rate Notes			—			31,410,204			—			31,410,204
Short-Term Investments			—			6,795,561			—			6,795,561

Total Investments in Securities – Assets			—		$	1,063,072,505			—		$	1,063,072,505

*Other Financial Instruments – Liabilities**
Interest Rate Contracts			—			$(6,850,035	)		—			$(6,850,035	)

Total Investments			—		$	1,056,222,470			—		$	1,056,222,470


California Municipal II:
	Level 1 – Quoted Prices			Level 2 – Other Significant Observable Inputs				Level 3 – Significant Unobservable Inputs		Value at 5/31/11

Investments in Securities – Assets
California Municipal Bonds & Notes			—			$395,578,482			—			$395,578,482
California Variable Rate Notes			—			23,011,120			—			23,011,120
Other Municipal Bonds & Notes			—			18,641,787			—			18,641,787
Short-Term Investments			—			9,034,510			—			9,034,510

Total Investments in Securities – Assets			—			$446,265,899			—			$446,265,899

*Other Financial Instruments – Liabilities**
Interest Rate Contracts			—			$ (4,176,010	)		—			$ (4,176,010	)

Total Investments			—			$442,089,889			—			$442,089,889


New York Municipal II:
	Level 1 – Quoted Prices			Level 2 – Other Significant Observable Inputs				Level 3 – Significant Unobservable Inputs		Value at 5/31/11

Investments in Securities – Assets
New York Municipal Bonds & Notes			—			$180,214,037			—			$180,214,037
Other Municipal Bonds & Notes			—			14,208,977			—			14,208,977
New York Variable Rate Notes		<