Edgar Filing: PIMCO MUNICIPAL INCOME FUND II

Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0362

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1. Name and Address of Reporting Person ^*

GROSS WILLIAM H

2. Issuer Name and Ticker or Trading Symbol
PIMCO MUNICIPAL INCOME FUND II [PML]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
EXECUTIVE COMMITTEE MEMBER

(Last)

(First)

(Middle)

840 NEWPORT CENTER DRIVE,Â SUITE 100

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
04/30/2008

(Street)

NEWPORT BEACH,Â CAÂ 92660

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Reporting
(check applicable line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	12/30/2002	Â	P4	12,000	A	$ 14.32	277,110 ⁽³⁾ ⁽⁴⁾	D	Â
COMMON STOCK	01/17/2003	Â	P4	4,950 ⁽¹⁾	A	$ 14.48	4,950	I	BY SPOUSE ⁽¹⁾
COMMON STOCK	04/21/2003	Â	P4	500	A	$ 14.47	500	I	BY CHILD'S TRUST #1
COMMON STOCK	04/30/2003	Â	P4	17,866 ⁽²⁾	A	$ 14.364	17,866	I	BY CHILD'S TRUST #1 ⁽²⁾
COMMON STOCK	04/30/2003	Â	P4	17,866 ⁽²⁾	A	$ 14.364	17,866	I	BY CHILD'S TRUST #2 ⁽²⁾
COMMON STOCK	04/30/2003	Â	P4	17,868 ⁽²⁾	A	$ 14.364	17,868	I	BY CHILD'S TRUST #3 ⁽²⁾
COMMON STOCK	05/01/2003	Â	P4	100 ⁽²⁾	A	$ 14.42	100	I	BY CHILD'S TRUST #1 ⁽²⁾
COMMON STOCK	05/09/2003	Â	P4	100 ⁽²⁾	A	$ 14.55	100	I	BY CHILD'S TRUST #3 ⁽²⁾
COMMON STOCK	05/13/2003	Â	P4	1,333 ⁽²⁾	A	$ 14.59	1,333	I	BY CHILD'S TRUST #1 ⁽²⁾
COMMON STOCK	05/13/2003	Â	P4	1,333 ⁽²⁾	A	$ 14.59	1,333	I	BY CHILD'S TRUST #2 ⁽²⁾
COMMON STOCK	05/13/2003	Â	P4	1,334 ⁽²⁾	A	$ 14.59	1,334	I	BY CHILD'S TRUST #3 ⁽²⁾
COMMON STOCK	05/14/2003	Â	P4	1,200 ⁽²⁾	A	$ 14.6558	1,200	I	BY CHILD'S TRUST #1 ⁽²⁾
COMMON STOCK	05/14/2003	Â	P4	1,200 ⁽²⁾	A	$ 14.6558	1,200	I	BY CHILD'S TRUST #2 ⁽²⁾
COMMON STOCK	05/14/2003	Â	P4	1,200 ⁽²⁾	A	$ 14.6558	1,200	I	BY CHILD'S TRUST #3 ⁽²⁾
COMMON STOCK	05/21/2003	Â	P4	8,334 ⁽²⁾	A	$ 14.8442	8,334	I	BY CHILD'S TRUST #1 ⁽²⁾
COMMON STOCK	05/21/2003	Â	P4	8,334 ⁽²⁾	A	$ 14.8442	8,334	I	BY CHILD'S TRUST #2 ⁽²⁾
COMMON STOCK	05/21/2003	Â	P4	8,332 ⁽²⁾	A	$ 14.8442	8,332	I	BY CHILD'S TRUST #3 ⁽²⁾
COMMON STOCK	06/13/2003	Â	G4	500	D	$ 14.89	500	I	BY CHILD'S TRUST #1
COMMON STOCK	02/11/2005	Â	P4	2,500	A	$ 15	71,322 ⁽³⁾ ⁽⁴⁾	I	BY CHILD'S TRUST #1
COMMON STOCK	02/11/2005	Â	P4	2,500	A	$ 15	71,220 ⁽³⁾ ⁽⁴⁾	I	BY CHILD'S TRUST #2
COMMON STOCK	02/11/2005	Â	P4	2,500	A	$ 15	71,358 ⁽³⁾ ⁽⁴⁾	I	BY CHILD'S TRUST #3
COMMON STOCK	Â	Â	Â	Â	Â	Â	4,950 ⁽³⁾ ⁽⁴⁾	I	BY SPOUSE

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GROSS WILLIAM H 840 NEWPORT CENTER DRIVE SUITE 100 NEWPORT BEACH,Â CAÂ 92660	Â	Â	Â	EXECUTIVE COMMITTEE MEMBER

Signatures

/S/ STEVEN LUDWIG, ATTORNEY-IN-FACT FOR WILLIAM H. GROSS		12/22/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Reporting Person previously reported this transaction as an acquisition of 4,950 shares of Common Stock of PIMCO Municipal Income Fund ("PMF") rather than an acquisition of 4,950 shares of this issuer, PIMCO Municipal Income Fund II ("PML").
(2)	The Reporting Person previously reported these transactions as acquisitions of an aggregate of 86,400 shares of Common Stock of PIMCO Municipal Income Fund III ("PMX") rather than an acquisition of 86,400 shares of this issuer, PML.
(3)	The Reporting Person acquired an aggregate of 25,359 shares on various dates under a qualified dividend reinvestment plan, which were not previously reported in the Reporting Person's aggregate holdings, some of which have been sold in previously reported transactions. The last Form 4, filed on 12/27/07, did not accurately reflect the Reporting Person's direct and indirect holdings. The Form 5 filed on behalf of the Reporting Person on 04/15/04 under this issuer, PIMCO Municipal Income Fund II ("PML"), reported the acquisition of 37,000 shares (the "Shares") held in the name of the Reporting Person's children. It was subsequently determined that the Shares should have been filed as an acquisition under a different fund, PIMCO Municipal Income Fund III ("PMX"). Such Shares have been reported as an acquisition under issuer PMX on Form 5 filed on the date hereof and the current holdings for this issuer, PML, as reported on this Form 5 excludes such Shares.
(4)	Reflects the aggregate form and amount of securities beneficially owned as of the FYE reported in Box 3.
Â Remarks: PacificÂ InvestmentÂ ManagementÂ CompanyÂ LLCÂ (PIMCO)Â isÂ theÂ investmentÂ adviserÂ ofÂ theÂ issuer.Â Â Mr.Â GrossÂ isÂ aÂ memberÂ ofÂ PIMCO'sÂ ExecutiveÂ Committee. THISÂ FORMÂ 5Â ISÂ THEÂ SECONDÂ OFÂ TWOÂ FORMÂ 5?SÂ FILEDÂ FORÂ FYEÂ INDICATEDÂ INÂ BOXÂ 3.Â Â DUEÂ TOÂ THEÂ NUMBERÂ OFÂ LINEÂ ITEMSÂ REQUIREDÂ TOÂ BEÂ REPORTEDÂ FORÂ THISÂ REPORTINGÂ PERSONÂ ATÂ FYEÂ INDICATEDÂ INÂ BOXÂ 3,Â ITÂ WASÂ NECESSARYÂ TOÂ SEPARATEÂ THEÂ TRANSACTIONSÂ INTOÂ TWOÂ FORMÂ 5?S.Â Â THEÂ AGGREGATEÂ FORMÂ ANDÂ AMOUNTÂ OFÂ SECURITIESÂ BENEFICIALLYÂ OWNEDÂ ASÂ OFÂ THEÂ FYEÂ INDICATEDÂ INÂ BOXÂ 3Â ISÂ LISTEDÂ INÂ COLUMNÂ 5Â OFÂ THISÂ FORMÂ 5.

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