<DOCUMENT>
<TYPE>EX-99.(R)(3)
<SEQUENCE>23
<FILENAME>dex99r3.txt
<DESCRIPTION>CODE OF ETHICS FOR PIMCO
<TEXT>
<PAGE>

                                                                     Exhibit r.3

                              PIMCO CODE OF ETHICS

                        Effective as of December 31, 2001

                                  INTRODUCTION

                               General Principles

         This Code of Ethics is based on the principle that you, as a director,
officer or other Advisory Employee of Pacific Investment Management Company
("PIMCO"), owe a fiduciary duty to, among others, the shareholders of the Funds
and other clients (together with the Funds, the "Advisory Clients") for which
PIMCO serves as an advisor or subadvisor. Accordingly, you must avoid
activities, interests and relationships that might interfere or appear to
interfere with making decisions in the best interests of our Advisory Clients.

         At all times, you must observe the following general rules:

         1.  You must place the interests of our Advisory Clients first. In
             other words, as a fiduciary you must scrupulously avoid serving
             your own personal interests ahead of the interests of our Advisory
             Clients. You must adhere to this general fiduciary principle as
             well as comply with the Code's specific provisions. Technical
             compliance with the Code's procedures will not automatically
             insulate from scrutiny any trades that indicate an abuse of your
             fiduciary duties or that create an appearance of such abuse.

             Your fiduciary obligation applies not only to your personal trading
             activities but also to actions taken on behalf of Advisory Clients.
             In particular, you may not cause an Advisory Client to take action,
             or not to take action, for your personal benefit rather than the
             benefit of the Advisory Client. For example, you would violate this
             Code if you caused an Advisory Client to purchase a Security or
             Futures Contract you owned for the purpose of increasing the value
             of that Security or Futures Contract. If you are a portfolio
             manager or an employee who provides information or advice to a
             portfolio manager or helps execute a portfolio manager's decisions,
             you would also violate this Code if you made a personal investment
             in a Security or Futures Contract that might be an appropriate
             investment for an Advisory Client without first considering the
             Security or Futures Contract as an investment for the Advisory
             Client.

         2.  You must conduct all of your personal Investment Transactions in
             full compliance with this Code and the PIMCO Advisors L.P. Insider
             Trading Policy and Procedures (the "Insider Trading Policy"), and
             in such a manner as to avoid any actual or potential conflict of
             interest or any abuse of your position of trust and responsibility.
             PIMCO encourages you and your family to develop personal investment
             programs. However, those investment programs must remain within
             boundaries reasonably necessary to ensure that appropriate
             safeguards exist to protect the interests of our Advisory Clients
             and to avoid even

<PAGE>
             the appearance of unfairness or impropriety. Accordingly, you must
             comply with the policies and procedures set forth in this Code
             under the heading PERSONAL INVESTMENT TRANSACTIONS. In addition,
             you must comply with the policies and procedures set forth in the
             Insider Trading Policy, which is attached to this Code as Appendix
             II. Doubtful situations should be resolved in favor of our Advisory
             Clients and against your personal trading.

         3.  You must not take inappropriate advantage of your position. The
             receipt of investment opportunities, perquisites, gifts or
             gratuities from persons seeking business with PIMCO directly or on
             behalf of an Advisory Client could call into question the
             independence of your business judgment. Accordingly, you must
             comply with the policies and procedures set forth in this Code
             under the heading GIFTS AND SERVICE AS A DIRECTOR. Doubtful
             situations should be resolved against your personal interest.

                         The General Scope Of The Code's
                 Applications To Personal Investment Activities

         The Code reflects the fact that PIMCO specializes in the management of
fixed income portfolios. The vast majority of assets PIMCO purchases and sells
on behalf of its Advisory Clients consist of corporate debt Securities, U.S. and
foreign government obligations, asset-backed Securities, money market
instruments, foreign currencies, and futures contracts and options with respect
to those instruments. For its StocksPLUS Funds, PIMCO also purchases futures and
options on the S & P 500 index and, on rare occasions, may purchase or sell
baskets of the stocks represented in the S & P 500. For its Convertible Fund and
other Advisory Clients, PIMCO purchases convertible securities that may be
converted or exchanged into underlying shares of common stock. Other PIMCO Funds
may also invest in convertible securities. The Convertible Fund and other
Advisory Clients may also invest a portion of their assets in common stocks.

         Rule 17j-1 under the Investment Company Act of 1940 requires reporting
of all personal transactions in Securities (other than certain Exempt
Securities) by certain persons, whether or not they are Securities that might be
purchased or sold by PIMCO on behalf of its Advisory Clients. The Code
implements that reporting requirement.

         However, since the purpose of the Code is to avoid conflicts of
interest arising from personal trading activities in Securities and other
instruments that are held or might be acquired on behalf of our Advisory
Clients, this Code only places restrictions on personal trading activities in
such investments. As a result, this Code does not place restrictions (beyond
reporting) on personal trading in most individual equity Securities. Although
equities are Securities, they are not purchased or sold by PIMCO on behalf of
the vast majority of PIMCO's Advisory Clients and PIMCO has established special
procedures to avoid conflicts of interest that might otherwise arise from
personal trading in such equity securities. On the other hand, this Code does
require reporting and restrict trading in certain Futures Contracts which,
although they are not Securities, are instruments in which PIMCO frequently
trades for many of its Advisory Clients.

                                       2

<PAGE>

         This Code applies to PIMCO's officers and directors as well as to all
of its Advisory Employees. The Code recognizes that portfolio managers and the
investment personnel who provide them with advice and who execute their
decisions occupy more sensitive positions than other Advisory Employees and that
it is appropriate to subject their personal investment activities to greater
restrictions.

                          The Organization Of The Code

         The remainder of this Code is divided into three sections. The first
section concerns Personal Investment Transactions. The second section describes
the restrictions on Gifts And Service As A Director. The third section
summarizes the methods for ensuring Compliance under the Code. In addition, the
following Appendices are also a part of this Code:

I.       Definitions of Capitalized Terms
II.      The PIMCO Advisors L.P. Insider Trading Policy and Procedures
III.     Form for Acknowledgment of Receipt of this Code
IV.      Form for Annual Certification of Compliance with this Code
V.       Form for Initial Report of Accounts
VI.      Form for Quarterly Report of Investment Transactions
VII.     Form for Annual Holdings Report
VIII.    Preclearance Request Form
IX.      Preclearance Request Form - PIMCO Closed End Funds
X.       List of PIMCO Compliance Officers

                                    Questions

         Questions regarding this Code should be addressed to a Compliance
Officer listed on Appendix X. Those Compliance Officers compose the PIMCO
Compliance Committee.

                        PERSONAL INVESTMENT TRANSACTIONS

                                   In General

         Subject to the limited exceptions described below, you are required to
report all Investment Transactions in Securities and Futures Contracts made by
you, a member of your Immediate Family or a trust in which you have an interest,
or on behalf of any account in which you have an interest or which you direct.
In addition, you must preclear certain Investment Transactions in Securities and
Futures Contracts that PIMCO holds or may acquire on behalf of an Advisory
Client, including certain Investment Transactions in Related Securities.

         The details of these reporting and preclearance requirements are
described below. This Code uses a number of capitalized terms, e.g. Advisory
Employee, Beneficial Ownership, Designated Equity Security, Exempt Security,
Fixed Income Security, Fund, Futures Contract, Immediate Family, Initial Public
Offering, Investment Transaction, Personal Account, Portfolio

                                       3

<PAGE>

Employee, Private Placement, Qualified Foreign Government, Related Account,
Related Security, and Security. The definitions of these capitalized terms are
set forth in Appendix I. To understand your responsibilities under the Code, it
is important that you review and understand the definitions in Appendix I.

                              Reporting Obligations

         Notification Of Reporting Obligations

         As an Advisory Employee, you are required to report accounts and
Investment Transactions in accordance with the requirements of this Code.

         Use Of Broker-Dealers And Futures Commission Merchants

         Unless you are an independent director, you must use a registered
broker-dealer or registered futures commission merchant to engage in any
purchase or sale of a publicly-traded Security or Publicly-Traded Futures
Contract. This requirement also applies to any purchase or sale of a
publicly-traded Security or of a Publicly-Traded Futures Contract in which you
have, or by reason of the Investment Transaction will acquire, a Beneficial
Ownership interest. Thus, as a general matter, any Investment Transaction in
publicly-traded Securities or Publicly-Traded Futures Contracts by members of
your Immediate Family will need to be made through a registered broker-dealer or
futures commission merchant.

         Initial Report

         Within 10 days after commencing employment or within 10 days of any
event that causes you to become subject to this Code (e.g. promotion to a
position that makes you an Advisory Employee), you shall supply to a Compliance
Officer copies of the most recent statements for each and every Personal Account
and Related Account that holds or is likely to hold a Security or a Futures
Contract in which you have a Beneficial Ownership interest, as well as copies of
confirmations for any and all Investment Transactions subsequent to the
effective date of those statements. These documents shall be supplied to the
Compliance Officer by attaching them to the form appended hereto as Appendix V.

         On that same form you shall supply the name of any broker, dealer, bank
or futures commission merchant and the number for any Personal Account and
Related Account that holds or is likely to hold a Security or a Futures Contract
in which you have a Beneficial Ownership interest for which you cannot supply
the most recent account statement. You shall also certify, where indicated on
the form, that the contents of the form and the documents attached thereto
disclose all such Personal Accounts and Related Accounts.

         In addition, you shall also supply, where indicated on the form, the
following information for each Security or Futures Contract in which you have a
Beneficial Ownership interest, to the extent that this information is not
available from the statements attached to the form:

         1.  A description of the Security or Futures Contract, including its
             name or title;

                                       4

<PAGE>

     2.   The quantity (e.g. in terms of numbers of shares, units or contracts)
          and principal amount (in dollars) of the Security or Futures Contract;
          and

     3.   The name of any broker, dealer, bank or futures commission merchant
          with which you maintained an account in which the Security or Futures
          Contract was held.

     New Accounts

     Immediately upon the opening of a new Personal Account or a Related Account
that holds or is likely to hold a Security or a Futures Contract, you shall
supply a Compliance Officer with the name of the broker, dealer, bank or futures
commission merchant for that account, the identifying number for that Personal
Account or Related Account, and the date the account was established.

     Timely Reporting Of Investment Transactions

     You must cause each broker, dealer, bank or futures commission merchant
that maintains a Personal Account or a Related Account that holds a Security or
a Futures Contract in which you have a Beneficial Ownership interest to provide
to a Compliance Officer, on a timely basis, duplicate copies of trade
confirmations of all Investment Transactions in that account and of periodic
statements for that account ("duplicate broker reports").

     In addition, you must report to a Compliance Officer, on a timely basis,
any Investment Transaction in a Security or a Futures Contract in which you have
or acquired a Beneficial Ownership interest that was established without the use
of a broker, dealer, bank or futures commission merchant.

     Quarterly Certifications And Reporting

     At the end of the first, second and third calendar quarters, a Compliance
Officer will provide you with a list of all accounts that you have previously
identified to PIMCO as a Personal Account or a Related Account that holds or is
likely to hold a Security or Futures Contract. Within 10 days after the end of
that calendar quarter, you shall make any necessary additions, corrections or
deletions to that list and return it to a Compliance Officer with a
certification that: (a) the list, as modified (if necessary), represents a
complete list of the Personal Accounts and Related Accounts that hold Securities
or Futures Contracts in which you have or had a Beneficial Ownership interest
and for which PIMCO should have received or will receive timely duplicate broker
reports for the calendar quarter just ended, and (b) the broker, dealer, bank or
futures commission merchant for each account on the list has been instructed to
send a Compliance Officer timely duplicate broker reports for that account.

     You shall provide, on a copy of the form attached hereto as Appendix VI,
the following information for each Investment Transaction during the calendar
quarter just ended, to the extent that the duplicate broker reports for that
calendar quarter did not supply this information to PIMCO:

                                       5

<PAGE>

     1.   The date of the Investment Transaction, the title, the interest rate
          and maturity date (if applicable), the number of shares or contracts,
          and the principal amount of each Security or Futures Contract
          involved;

     2.   The nature of the Investment Transaction (i.e. purchase, sale or any
          other type of acquisition or disposition);

     3.   The price of the Security or Futures Contract at which the transaction
          was effected; and

     4.   The name of the broker, dealer, bank, or futures commission merchant
          with or through which the transaction was effected.

You shall provide similar information for the fourth calendar quarter on a copy
of the form attached hereto as Appendix VII, which form shall also be used for
the Annual Holdings Report described below.

     Annual Holdings Reports

     At the end of each calendar year, a Compliance Officer will provide to you
promptly a list of all accounts that you have previously identified to PIMCO as
a Personal Account or a Related Account that held or was likely to hold a
Security or Futures Contract during that calendar year. Within 10 days after the
end of that calendar year, you shall make any necessary additions, corrections
or deletions to that list and return it to a Compliance Officer with a
certification that: (a) the list, as modified (if necessary), represents a
complete list of the Personal Accounts and Related Accounts that held Securities
or Futures Contracts in which you had a Beneficial Ownership interest as of the
end of that calendar year and for which PIMCO should have received or will
receive an account statement of holdings as of the end of that calendar year,
and (b) the broker, dealer, bank or futures commission merchant for each account
on the list has been instructed to send a Compliance Officer such an account
statement.

     You shall provide, on a copy of the form attached hereto as Appendix VII,
the following information for each Security or Futures Contract in which you had
a Beneficial Ownership interest, as of the end of the previous calendar year, to
the extent that the previously referenced account statements have not supplied
or will not supply this information to PIMCO:

     1.   The title, quantity (e.g. in terms of numbers of shares, units or
          contracts) and principal amount of each Security or Futures Contract
          in which you had any Beneficial Ownership interest; and

     2.   The name of any broker, dealer, bank or futures commission merchant
          with which you maintain an account in which any such Securities or
          Futures Contracts have been held or are held for your benefit.

In addition, you shall also provide, on that same form, Investment Transaction
information for the fourth quarter of the calendar year just ended. This
information shall be of the type and in the form required for the quarterly
reports described above.

                                       6

<PAGE>

     Related Accounts

     The reporting and certification obligations described above also apply to
any Related Account (as defined in Appendix I) and to any Investment Transaction
in a Related Account.

     It is important for you to recognize that the definitions of "Related
Account" and "Beneficial Ownership" in Appendix I may require you to provide, or
to arrange for the broker, dealer, bank or futures commission merchant to
furnish, copies of reports for any account used by or for a member of your
Immediate Family or a trust in which you or a member of your Immediate Family
has any vested interest, as well as for any other accounts in which you may have
the opportunity, directly or indirectly, to profit or share in the profit
derived from any Investment Transaction in that account.

     Exemptions From Reporting

     You need not report Investment Transactions in any account over which
neither you nor an Immediate Family Member has or had any direct or indirect
influence or control.

     You also need not report Investment Transactions in Exempt Securities (as
defined in Appendix I) nor need you furnish, or require a broker, dealer, bank
or futures commission merchant to furnish, copies of confirmations or periodic
statements for accounts that hold only Exempt Securities. This includes accounts
that only hold U.S. Government Securities, money market interests, or shares in
open-end mutual funds. This exemption from reporting shall end immediately,
however, at such time as there is an Investment Transaction in that account in a
Futures Contract or in a Security that is not an Exempt Security.

                       Prohibited Investment Transactions

     Initial Public Offerings of Equity Securities

     If you are a Portfolio Employee (as defined in Appendix I), you may not
acquire Beneficial Ownership of any equity Security in an Initial Public
Offering.

     Private Placements and Initial Public Offering of Debt Securities

     If you are a Portfolio Employee, you may not acquire a Beneficial Ownership
interest in any Security through a Private Placement (or subsequently sell it),
or acquire a Beneficial Ownership interest in any debt Security in an Initial
Public Offering unless you have received the prior written approval of the Chief
Executive Officer of PIMCO or of a Compliance Officer listed on Appendix X.
Approval will not be given unless a determination is made that the investment
opportunity should not be reserved for one or more Advisory Clients, and that
the opportunity to invest has not been offered to you by virtue of your position
with PIMCO.

     If, after receiving the necessary approval, you have acquired a Beneficial
Ownership interest in Securities through a Private Placement, you must disclose
that investment when you play a part in any consideration of any investment by
an Advisory Client in the issuer of the

                                       7

<PAGE>

Securities, and any decision to make such an investment must be independently
reviewed by a portfolio manager who does not have a Beneficial Ownership
interest in any Securities of the issuer.

     Allianz AG

     You may not engage in any Investment Transaction in securities of Allianz
AG, except during the trading windows applicable to such transactions.

                                  Preclearance

     All Investment Transactions in Securities and Futures Contracts in a
Personal Account or Related Account, or in which you otherwise have or will
acquire a Beneficial Ownership interest, must be precleared by a Compliance
Officer unless an Investment Transaction, Security or Futures Contract falls
into one of the following categories that are identified as "exempt from
preclearance."

     Preclearance Procedure

     Preclearance shall be requested by completing and submitting a copy of the
applicable preclearance request form attached hereto as Appendix VIII or IX to a
Compliance Officer. No Investment Transaction subject to preclearance may be
effected prior to receipt of written authorization of the transaction by a
Compliance Officer. The authorization and the date of authorization will be
reflected on the preclearance request form. Unless otherwise specified, that
authorization shall be effective, unless revoked, until the earlier of: (a) the
close of business on the day the authorization is given, or (b) until you
discover that the information on the preclearance request form is no longer
accurate.

     The Compliance Officer from whom authorization is sought may undertake such
investigation as he or she considers necessary to determine that the Investment
Transaction for which preclearance has been sought complies with the terms of
this Code and is consistent with the general principles described at the
beginning of the Code.

     Before deciding whether to authorize an Investment Transaction in a
particular Security or Futures Contract, the Compliance Officer shall determine
and consider, based upon the information reported or known to that Compliance
Officer, whether within the most recent 15 days: (a) the Security, the Futures
Contract or any Related Security is or has been held by an Advisory Client, or
(b) is being or has been considered for purchase by an Advisory Client. The
Compliance Officer shall also determine whether there is a pending buy or sell
order in the same Security or Futures Contract, or in a Related Security, on
behalf of an Advisory Client. If such an order exists, authorization of the
personal Investment Transaction shall not be given until the Advisory Client's
order is executed or withdrawn. This prohibition may be waived by a Compliance
Officer if he or she is convinced that: (a) your personal Investment Transaction
is necessary, (b) your personal Investment Transaction will not adversely affect
the pending order of the Advisory Client, and (c) provision can be made for the
Advisory Client trade to take precedence (in terms of price) over your personal
Investment Transaction.

                                       8

<PAGE>

     Exemptions From Preclearance

     Preclearance shall not be required for the following Investment
Transactions, Securities and Futures Contracts. They are exempt only from the
Code's preclearance requirement, and, unless otherwise indicated, remain subject
to the Code's other requirements, including its reporting requirements.

          Investment Transactions Exempt From Preclearance

     Preclearance shall not be required for any of the following Investment
Transactions:

     1.   Any transaction in a Security or Futures Contract in an account that
          is managed or held by a broker, dealer, bank, futures commission
          merchant, investment adviser, commodity trading advisor or trustee and
          over which you do not exercise investment discretion, have notice of
          transactions prior to execution, or otherwise have any direct or
          indirect influence or control. There is a presumption that you can
          influence or control accounts held by members of your Immediate Family
          sharing the same household. This presumption may be rebutted only by
          convincing evidence.

     2.   Purchases of Securities under dividend reinvestment plans.

     3.   Purchases of Securities by exercise of rights issued to the holders of
          a class of Securities pro rata, to the extent they are issued with
          respect to Securities in which you have a Beneficial Ownership
          interest.

     4.   Acquisitions or dispositions of Securities as the result of a stock
          dividend, stock split, reverse stock split, merger, consolidation,
          spin-off or other similar corporate distribution or reorganization
          applicable to all holders of a class of Securities in which you have a
          Beneficial Ownership interest.

          Securities Exempt From Preclearance
          Regardless Of Transaction Size

     Preclearance shall not be required for an Investment Transaction in the
following Securities or Related Securities, regardless of the size of that
transaction:

     1.   All "Exempt Securities" defined in Appendix I, i.e. U.S. Government
          Securities, shares in open-end mutual funds, and high quality
          short-term debt instruments.

     2.   All closed-end mutual funds (other than any fund for which PIMCO
          serves as the investment advisor or sub-advisor), and rights
          distributed to shareholders in closed-end mutual funds.

     3.   All options on any index of equity Securities.

                                        9

<PAGE>

     4.   All Fixed Income Securities issued by agencies or instrumentalities
          of, or unconditionally guaranteed by, the Government of the United
          States.

     5.   All options on foreign currencies or baskets of foreign currencies
          (whether or not traded on an exchange or board of trade).

     6.   Except for Designated Equity Securities (as defined in Appendix I and
          discussed below), all equity Securities or options, warrants or other
          rights to equity Securities.

          Securities Exempt from Preclearance
          Depending On Transaction Size

     Preclearance shall not be required for an Investment Transaction in the
following Securities or Related Securities if they do not exceed the specified
transaction size thresholds (which thresholds may be increased or decreased by
PIMCO upon written notification to employees in the future depending on the
depth and liquidity of Fixed Income Securities or Tax-Exempt Municipal Bonds
market):

     1.   Purchases or sales of up to $1,000,000 (in market value or face amount
          whichever is greater) per calendar month per issuer of Fixed Income
          Securities issued by a Qualified Foreign Government.

     2.   Purchases or sales of the following dollar values (measured in market
          value or face amount, whichever is greater) of corporate debt
          Securities, mortgage-backed and other asset-backed Securities,
          Tax-Exempt Municipal Bonds, taxable state, local and municipal Fixed
          Income Securities, structured notes and loan participations, and
          foreign government debt Securities issued by non-qualified foreign
          governments (hereinafter collectively referred to as "Relevant Debt
          Securities"):

          a.   Purchases or sales of up to $100,000 per calendar month per
               issuer if the original issue size of any Relevant Debt Security
               being purchased or sold was less than $50 million;

          b.   Purchases or sales of up to $500,000 per calendar month per
               issuer if the original issue size of any Relevant Debt Security
               being purchased or sold was at least $50 million but less than
               $100 million; or

          c.   Purchases or sales of up to $1,000,000 per calendar month per
               issuer if the original issue size of any Relevant Debt Security
               being purchased or sold was at least $100 million.

                                       10

<PAGE>

         Preclearance of Designated Equity Securities

         If a Compliance Officer receives notification from a Portfolio Employee
that an equity Security or an option, warrant or other right to an equity
Security is being considered for purchase or sale by PIMCO on behalf of one of
its Advisory Clients, the Compliance Officer will send you an e-mail message or
similar transmission notifying you that this equity Security or option, warrant
or other right to an equity Security is now a "Designated Equity Security." A
current list of Designated Equity Securities (if any) will also be available on
the PIMCO intranet site. You must preclear any Investment Transaction in a
Designated Equity Security or a Related Security during the period when that
designation is in effect.

              Futures Contracts Exempt From Preclearance

              Regardless Of Transaction Size

         Preclearance shall not be required for an Investment Transaction in the
following Futures Contracts, regardless of the size of that transaction (as
indicated in Appendix I, for these purposes a "Futures Contract" includes a
futures option):

         1.   Currency Futures Contracts.

         2.   U.S. Treasury Futures Contracts.

         3.   Eurodollar Futures Contracts.

         4.   Futures Contracts an any index of equity Securities.

         5.   Futures Contracts on physical commodities or indices thereof (e.g.
              contracts for future delivery of grain, livestock, fiber or metals
              whether for physical delivery or cash).

         6.   Privately-Traded Contracts.

              Futures Contracts Exempt From Preclearance
              Depending On Transaction Size

         Preclearance shall not be required for an Investment Transaction in the
following Futures Contracts if the total number of contracts purchased or sold
during a calendar month does not exceed the specified limitations:

         1.   Purchases or sales of up to 50 Publicly-Traded Futures Contracts
              to acquire Fixed Income Securities issued by a particular
              Qualified Foreign Government.

         2.   Purchases or sales of up to 10 of each other individual
              Publicly-Traded Futures Contract if the open market interest for
              such Futures Contract as reported in The Wall Street Journal on
              the date of your Investment Transaction (for the previous trading
              day) is at least 1,000 contracts. Examples of Futures Contracts
              for which this exemption would be available include a Futures
              Contract

                                       11

<PAGE>

              on a foreign government debt Security issued by a non-qualified
              foreign government as well as a 30-day federal funds Futures
              Contract.

For purposes of these limitations, a Futures Contract is defined by its
expiration month. For example, you need not obtain preclearance to purchase 50
December Futures Contracts on German Government Bonds and 50 March Futures
Contracts on German Government Bonds. Similarly, you may roll over 10 September
Fed Funds Futures Contracts by selling those 10 contracts and purchasing 10
October Fed Funds Futures Contracts since the contracts being sold and those
being purchased have different expiration months. On the other hand, you could
not purchase 10 January Fed Funds Future Contracts if the open interest for
those contracts was less than 1,000 contracts, even if the total open interest
for all Fed Funds Futures Contracts was greater than 1,000 contracts.

              Additional Exemptions From Preclearance

         The Compliance Committee may exempt other classes of Investment
Transactions, Securities or Futures Contracts from the Code's preclearance
requirement upon a determination that they do not involve a realistic
possibility of violating the general principles described at the beginning of
the Code.

              Preclearance Required

         Given the exemptions described above, preclearance shall be required
for Investment Transactions in:

         1.   Designated Equity Securities.

         2.   Relevant Debt Securities (as defined under the section "Securities
              Exempt from Preclearance Depending on Transaction Size, paragraph
              2") in excess of the per calendar month per issuer thresholds
              specified for purchases or sales of those Securities.

         3.   More than $1,000,000 per calendar month in debt Securities of a
              Qualified Foreign Government.

         4.   Related Securities that are exchangeable for or convertible into
              one of the Securities requiring preclearance under (1), (2), or
              (3) above.

         5.   More than 50 Publicly-Traded Futures Contracts per calendar month
              to acquire Fixed Income Securities issued by a particular
              Qualified Foreign Government.

         6.   More than 10 of any other individual Publicly-Traded Futures
              Contract or any Publicly-Traded Futures Contract for which the
              open market interest as reported in The Wall Street Journal on the
              date of your Investment Transaction (for the previous trading day)
              is less than 1,000 contracts, unless the Futures Contract is
              exempt from preclearance regardless of transaction size.

                                       12

<PAGE>

         7.   Any other Security or Publicly-Traded Futures Contract that is not
              within the "exempt" categories listed above.

         8.   Any closed end fund for which PIMCO serves as the investment
              advisor or sub-advisor (i.e. PIMCO Commercial Mortgage Securities
              Trust, Inc., PIMCO Municipal Income Fund, PIMCO California
              Municipal Income Fund, PIMCO New York Municipal Income Fund, PIMCO
              Corporate Income Fund or any other closed end fund which PIMCO may
              advise from time to time).

                           Short-Term Trading Profits

         You may not profit from the purchase and sale, or the sale and
purchase, within 60 calendar days, of Fixed Income Securities, Tax-Exempt
Municipal Bonds or Related Securities. You may not profit from the purchase and
sale, or sale and purchase, within 6 months, of any closed end fund for which
PIMCO serves as investment advisor or sub-advisor. Portfolio Employees may not
profit from the purchase and sale, or the sale and purchase, within 60 calendar
days, of Designated Equity Securities. Any such short-term trade must be
unwound, or if that is not practical, the profits must be contributed to a
charitable organization.

         This ban does not apply to Investment Transactions in U.S. Government
Securities, most equity Securities, mutual fund shares, index options or Futures
Contracts. This ban also does not apply to a purchase or sale in connection with
one of the four categories of Investment Transactions Exempt From Preclearance
described on pages 9-10, above.

         You are considered to profit from a short-term trade if Securities in
which you have a Beneficial Ownership interest are sold for more than their
purchase price, even though the Securities purchased and the Securities sold are
held of record or beneficially by different persons or entities.

                                Blackout Periods

         You may not purchase or sell a Security, a Related Security or a
Futures Contract at a time when you intend or know of another's intention to
purchase or sell that Security or Futures Contract on behalf of any Advisory
Client.

         As noted previously in the description of the Preclearance Process, a
Compliance Officer may not preclear an Investment Transaction in a Security or a
Futures Contract at a time when there is a pending buy or sell order in the same
Security or Futures Contract, or a Related Security, until that order is
executed or withdrawn.

         These prohibitions do not apply to Investment Transactions in any
Futures Contracts that are exempt from preclearance regardless of transaction
size.

                                       13

<PAGE>

                         GIFTS AND SERVICE AS A DIRECTOR

                                      Gifts

         You may not accept any investment opportunity, gift, gratuity or other
thing of more than nominal value from any person or entity that does business,
or desires to do business, with PIMCO directly or on behalf of an Advisory
Client (a "Giver"). You may, however, accept gifts from a single Giver so long
as their aggregate annual value does not exceed $500, and you may attend
business meals, sporting events and other entertainment events at the expense of
a Giver (without regard to their aggregate annual value), so long as the expense
is reasonable and both you and the Giver are present.

         If you are a registered representative of PIMCO Funds Distributors LLC
(PFD), the aggregate annual gift value from a single Giver shall not exceed
$100.00. As a PFD representative, you are required to maintain a record of each
gift, gratuity, investment opportunity or similar item, and make such record
available to the Compliance Department upon request.


                              Service As A Director

         If you are an Advisory Employee, you may not serve on the board of
directors or other governing board of a publicly traded entity, other than of a
Fund for which PIMCO is an advisor or subadvisor, unless you have received the
prior written approval of the Chief Executive Officer and the Chief Legal
Officer of PIMCO. Approval will not be given unless a determination is made that
your service on the board would be consistent with the interests of our Advisory
Clients. If you are permitted to serve on the board of a publicly traded entity,
you will be isolated from those Advisory Employees who make investment decisions
with respect to the Securities of that entity, through a "Chinese Wall" or other
procedures.

                                       14

<PAGE>

                                   COMPLIANCE

                                 Certifications

         Upon Receipt Of This Code

         Upon commencement of your employment or the effective date of this
Code, whichever occurs later, you shall be required to acknowledge receipt of
your copy of this Code by completing and returning a copy of the form attached
hereto as Appendix III. By that acknowledgment, you will also agree:

         1.   To read the Code, to make a reasonable effort to understand its
              provisions, and to ask questions about those provisions you find
              confusing or difficult to understand.

         2.   To comply with the Code, including its general principles, its
              reporting requirements, its preclearance requirements, and its
              provisions regarding gifts and service as a director.

         3.   To advise the members of your Immediate Family about the existence
              of the Code, its applicability to their personal trading activity,
              and your responsibility to assure that their personal trading
              activity complies with the Code.

         4.   To cooperate fully with any investigation or inquiry by or on
              behalf of a Compliance Officer to determine your compliance with
              the provisions of the Code.

In addition, your acknowledgment will recognize that any failure to comply with
the Code and to honor the commitments made by your acknowledgment may result in
disciplinary action, including dismissal.

         Annual Certificate Of Compliance

         You are required to certify on an annual basis, on a copy of the form
attached hereto as Appendix IV, that you have complied with each provision of
your initial acknowledgment (see above). In particular, your annual
certification will require that you certify that you have read and that you
understand the Code, that you recognize you are subject to its provisions, that
you complied with the requirements of the Code during the year just ended and
that you have disclosed, reported, or caused to be reported all Investment
Transactions required to be disclosed or reported pursuant to the requirements
of the Code.

                              Post-Trade Monitoring

         The Compliance Officers will review the duplicate broker reports and
other information supplied to them concerning your personal Investment
Transactions so that they can detect and prevent potential violations of the
Code. The Compliance Officers will perform such investigation and make such
inquiries as they consider necessary to perform this function. You agree to
cooperate with any such investigation and to respond to any such inquiry. You
should

                                       15

<PAGE>

expect that, as a matter of course, the Compliance Officers will make inquiries
regarding any personal Investment Transaction in a Security or Futures Contract
that occurs on the same day as a transaction in the same Security or Futures
Contract on behalf of an Advisory Client.

                                Remedial Actions

         If you violate this Code, you are subject to remedial actions, which
may include, but are not limited to, disgorgement of profits, imposition of a
fine, censure, demotion, suspension or dismissal. As part of any sanction, you
may be required to reverse an Investment Transaction and to forfeit any profit
or to absorb any loss from the transaction.

         The Compliance Committee shall have the ultimate authority to determine
whether you have violated the Code and, if so, the remedial actions it considers
appropriate. In making its determination, the Compliance Committee shall
consider, among other factors, the gravity of your violation, the frequency of
your violations, whether any violation caused harm or the potential of harm to
any Advisory Client, your efforts to cooperate with their investigation, and
your efforts to correct any conduct that led to a violation.

                        Reports To Directors And Trustees

         Reports Of Significant Remedial Actions

         The General Counsel of PIMCO Advisors L.P. and the directors or
trustees of any affected Fund that is an Advisory Client will be informed on a
timely basis of each significant remedial action taken in response to a
violation of this Code. For this purpose, a significant remedial action will
include any action that has a significant financial effect on the violator.

         Reports of Material Changes To The Code

         PIMCO will promptly advise the directors or trustees of any Fund that
is an Advisory Client if PIMCO makes any material change to this Code.

         Annual Reports

         PIMCO's management will furnish a written report annually to the
General Counsel of PIMCO Advisors L.P. and to the directors or trustees of each
Fund that is an Advisory Client. Each report, at a minimum, will:

         1.   Describe any significant issues arising under the Code, or under
              procedures implemented by PIMCO to prevent violations of the Code,
              since management's last report, including, but not limited to,
              information about material violations of the Code or those
              procedures and sanctions imposed in response to material
              violations; and

         2.   Certify that PIMCO has adopted procedures reasonably necessary to
              prevent Advisory Employees from violating the Code.

                                       16

<PAGE>

                                  Recordkeeping

         Beginning on the effective date of this Code, PIMCO will maintain, at
its principal place of business, the following records, which shall be available
to the Securities and Exchange Commission or any representative of the
Commission at any time and from time to time for reasonable periodic, special or
other examination:

         1.       PIMCO's Chief Compliance Officer shall maintain, in any easily
                  accessible place:

                  (a)      a copy of PIMCO's current Code and of each
                           predecessor of that Code that was in effect at any
                           time within the previous five (5) years;

                  (b)      a record of any violation of the Code, and of any
                           action taken as a result of the violation, for at
                           least five (5) years after the end of the fiscal year
                           in which the violation occurred;

                  (c)      a copy of each report made by an Advisory Employee
                           pursuant to this Code, including any duplicate broker
                           report submitted on behalf of that Advisory Employee,
                           for at least two (2) years after the end of the
                           fiscal year in which that report was made or that
                           information was provided;

                  (d)      a record of all persons, currently or within the past
                           five (5) years, who are or were required to make
                           reports pursuant to this Code or who are or were
                           responsible for reviewing such reports; and

                  (e)      a copy of each report to the General Counsel of PIMCO
                           Advisors L.P. or to the directors or trustees of each
                           Fund that is an Advisory Client for at least two (2)
                           years after the end of the fiscal year in which that
                           report was made.

         2.       PIMCO shall also maintain the following additional records:

                  (a)      a copy of each report made by an Advisory Employee
                           pursuant to this Code, including any duplicate broker
                           report submitted on behalf of that Advisory Employee,
                           for at least five (5) years after the end of the
                           fiscal year in which that report was made or that
                           information was provided;

                   (b)     a copy of each report to the General Counsel of PIMCO
                           Advisors L.P. or to the directors or trustees of each
                           Fund that is an Advisory Client for at least five (5)
                           years after the end of the fiscal year in which that
                           report was made; and

                  (c)      a record of any decision, and the reasons supporting
                           the decision, to approve the acquisition by a
                           Portfolio Employee of a Beneficial Ownership interest
                           in any Security in an Initial Public Offering or in a
                           Private Placement for at least five (5) years after
                           the end of the fiscal year in which such approval was
                           granted.

                                       17

<PAGE>

                                   APPENDIX I

                        Definitions Of Capitalized Terms

         The following definitions apply to the capitalized terms used in the
Code:

Advisory Employee

         The term "Advisory Employee" means: (1) a director, officer, general
partner or employee of PIMCO who, in connection with his or her regular
functions or duties, makes, participates in, or obtains information regarding
the purchase or sale of a Security or Futures Contract by PIMCO on behalf of an
Advisory Client, or whose functions relate to the making of any recommendations
with respect to such purchases or sales, or (2) or a natural person in a control
relationship to PIMCO, or an employee of any company in a control relationship
to PIMCO, who: (a) makes, participates in, or obtains information regarding the
purchase or sale of a Security by a Fund that is an Advisory Client, or whose
functions relate to the making of any recommendations with respect to such
purchases or sales, or (b) obtains information concerning recommendations to a
Fund with regard to the purchase or sale of a Security by the Fund.

Beneficial Ownership

         As a general matter, you are considered to have a "Beneficial
Ownership" interest in a Security or a Futures Contract if you have the
opportunity, directly or indirectly, to profit or share in any profit derived
from an Investment Transaction in that Security or Futures Contract. You are
presumed to have a Beneficial Ownership interest in any Security or Futures
Contract held, individually or jointly, by you or a member of your Immediate
Family (as defined below). In addition, unless specifically excepted by a
Compliance Officer based on a showing that your interest in a Security or
Futures Contract is sufficiently attenuated to avoid the possibility of
conflict, you will be considered to have a Beneficial Ownership interest in a
Security or Futures Contract held by: (1) a joint account to which you are a
party, (2) a partnership in which you are a general partner, (3) a limited
liability company in which you are a manager-member, or (4) a trust in which you
or a member of your Immediate Family has a vested interest.

         As a technical matter, the term "Beneficial Ownership" for purposes of
this Code shall be interpreted in the same manner as it would be under SEC Rule
16a-1(a)(2) (17 C.F.R. (S)240.16a-1(a)(2)) in determining whether a person has a
beneficial ownership interest in a Security for purposes of Section 16 of the
Securities Exchange Act of 1934 and the rules and regulations thereunder.

Designated Equity Security

         The term "Designated Equity Security" shall mean any equity Security,
option, warrant or other right to an equity Security designated as such by a
Compliance Officer, after receiving notification from a Portfolio Employee that
said Security is being considered for purchase or sale by PIMCO on behalf of one
of its Advisory Clients.

                                       I-1

<PAGE>

Exempt Security

         The term "Exempt Security" shall mean any Security not included within
the definition of Covered Security in SEC Rule 17j-l(a)(4) (17 C.F.R.(S)
17j-1(a)(4)), including:

         1.       Direct obligations of the Government of the United States;

         2.       Shares issued by open-end Funds; and

         3.       Bankers' acceptances, bank certificates of deposit, commercial
                  paper and high quality short-term debt instruments, including
                  repurchase agreements. For these purposes, a "high quality
                  short-term debt instrument" means any instrument having a
                  maturity at issuance of less than 366 days and that is rated
                  in one of the two highest rating categories by a Nationally
                  Recognized Statistical Rating Organization.

Fixed Income Security

         For purposes of this Code, the term "Fixed Income Security" shall mean
a fixed income Security issued by an agency or instrumentality of, or
unconditionally guaranteed by, the Government of the United States, a corporate
debt Security, a mortgage-backed or other asset-backed Security, a taxable fixed
income Security issued by a state or local government or a political subdivision
thereof, a structured note or loan participation, a foreign government debt
Security, or a debt Security of an international agency or a supranational
agency. For purposes of this Code, the term "Fixed Income Security" shall not be
interpreted to include a U.S. Government Security or any other Exempt Security
(as defined above) nor shall it be interpreted to include a Tax-Exempt Municipal
Bond (as defined below).

Fund

         The term "Fund" means an investment company registered under the
Investment Company Act.

Futures Contract

         The term "Futures Contract" includes (a) a futures contract and an
option on a futures contract traded on a United States or foreign board of
trade, such as the Chicago Board of Trade, the Chicago Mercantile Exchange, the
London International Financial Futures Exchange or the New York Mercantile
Exchange (a "Publicly-Traded Futures Contract"), as well as (b) a forward
contract, a swap, a cap, a collar, a floor and an over-the-counter option (other
than an option on a foreign currency, an option on a basket of currencies, an
option on a Security or an option on an index of Securities) (a
"Privately-Traded Contract"). Consult with a Compliance Officer prior to
entering into a transaction in case of any doubt. For purposes of this
definition, a Publicly-Traded Futures Contract is defined by its expiration
month, i.e. a Publicly-Traded Futures Contract on a U.S. Treasury Bond that
expires in June is treated as a separate Publicly-Traded Futures Contract, when
compared to a Publicly-Traded Futures Contract on a U.S. Treasury Bond that
expires in July.

                                       I-2

<PAGE>

Immediate Family

         The term "Immediate Family" means any of the following persons who
reside in your household or depend on you for basic living support: your spouse,
any child, stepchild, grandchild, parent, stepparent, grandparent, sibling,
mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or
sister-in-law, including any adoptive relationships.

Initial Public Offering

         The term "Initial Public Offering" means an offering of securities
registered under the Securities Act of 1933 (15 U.S.C. (S) 77a), the issuer of
which, immediately before the registration, was not subject to the reporting
requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934 (15
U.S.C. (S) 78m or (S) 78o(d)).

Investment Transaction

         For purposes of this Code, the term "Investment Transaction" means any
transaction in a Security or Futures Contract in which you have, or by reason of
the transaction will acquire, a Beneficial Ownership interest, and includes,
among other things, the writing of an option to purchase or sell a Security.

Personal Account

         The term "Personal Account" means the following accounts that hold or
are likely to hold a Security (as defined below) or a Futures Contract (as
defined above) in which you have a Beneficial Ownership interest: any account in
your individual name; any joint or tenant-in-common account in which you have an
interest or are a participant; any account for which you act as trustee,
executor, or custodian; any account over which you have investment discretion or
otherwise can exercise control (other than non-related clients' accounts over
which you have investment discretion), including the accounts of entities
controlled directly or indirectly by you; and any other account in which you
have a Beneficial Ownership interest (other than such accounts over which you
have no investment discretion and cannot otherwise exercise control).

Portfolio Employee

         The term "Portfolio Employee" means: (1) a portfolio manager or any
employee of PIMCO (or of any company in a control relationship with PIMCO) who,
in connection with his or her regular functions or duties, makes or participates
in making recommendations regarding the purchase or sale of securities by a
Fund, or (2) any natural person who controls PIMCO and who obtains information
concerning recommendations made to a Fund that is an Advisory Client regarding
the purchase or sale of Securities by the Fund. For these purposes, "control"
has the same meaning as in Section 2(a)(9) of the Investment Company Act (15
U.S.C. (S) 80a-2(a)(9)).

                                       I-3

<PAGE>

Private Placement

         The term "Private Placement" means an offering that is exempt from
registration under the Securities Act of 1933 pursuant to Section 4(2) or
Section 4(6) (15 U.S.C. (S) 77d(2) or (S) 77d(6)) or pursuant to SEC Rules 504,
505 or 506 (17 C.F.R. (S)(S) 230.504, 230.505, or 230.506) under the Securities
Act of 1933.

Qualified Foreign Government

         The term "Qualified Foreign Government" means a national government of
a developed foreign country with outstanding Fixed Income Securities in excess
of fifty billion dollars. A list of Qualified Foreign Governments will be
prepared as of the last business day of each calendar quarter, will be available
from the Chief Compliance Officer, and will be effective for the following
calendar quarter.

Related Account

         The term "Related Account" means any account, other than a Personal
Account, that holds a Security or Futures Contract in which you have a
Beneficial Ownership interest.

Related Security

         The term "Related Security" shall mean any option to purchase or sell,
and any Security convertible into or exchangeable for, a Security that is or has
been held by PIMCO on behalf of one of its Advisory Clients or any Security that
is being or has been considered for purchase by PIMCO on behalf of one of its
Advisory Clients.

Security

         As a general matter, the term "Security" shall mean any stock, note,
bond, debenture or other evidence of indebtedness (including any loan
participation or assignment), limited partnership interest or investment
contract other than an Exempt Security (as defined above). The term "Security"
includes an option on a Security, on an index of Securities, on a currency or on
a basket of currencies, including such an option traded on the Chicago Board of
Options Exchange or on the New York, American, Pacific or Philadelphia Stock
Exchanges, as well as such an option traded in the over-the-counter market. The
term "Security" shall not include a Futures Contract or a physical commodity
(such as foreign exchange or a precious metal).

         As a technical matter, the term "Security" shall have the meaning set
forth in Section 2(a)(36) of the Investment Company Act of 1940 (15 U.S.C. (S)
80a-2(a)(36)), which defines a Security to mean:

         Any note, stock, treasury stock, bond debenture, evidence of
indebtedness, certificate of interest or participation in any profit-sharing
agreement, collateral-trust certificate, preorganization certificate of
subscription, transferable share, investment contract, voting-trust certificate,
certificate of deposit for a security, fractional undivided interest in oil,
gas, or other mineral rights, any put, call, straddle, option, or privilege on
any security (including a certificate

                                       I-4

<PAGE>

of deposit) or on any group or index of securities (including any interest
therein or based on the value thereof), or any put, call, straddle, option, or
privilege entered into on a national securities exchange relating to foreign
currency, or, in general, any interest or instrument commonly known as a
"security", or any certificate of interest or instrument commonly known as a
"security", or any certificate of interest or participation in, temporary or
interim certificate for, receipt for, guarantee of, warrant or right to
subscribe to or purchase, any of the foregoing, except that the term "Security"
shall not include any Security that is an Exempt Security (as defined above), a
Futures Contract or a physical commodity (such as foreign exchange or precious
metal).

Tax-Exempt Municipal Bond

         The term "Tax-Exempt Municipal Bond" shall mean any Fixed Income
Security exempt from federal income tax that is issued by a state or local
government or a political subdivision thereof.

                                       I-5

<PAGE>


                                  APPENDIX II

                                 PIMCO ADVISORS

                      INSIDER TRADING POLICY AND PROCEDURES

                             Effective July 1, 2001

SECTION I.  POLICY STATEMENT ON INSIDER TRADING

A.  Policy Statement on Insider Trading

PIMCO Advisors L.P. ("PIMCO Advisors"), its affiliates, PIMCO Partners, G.P.,
Cadence Capital Management, NFJ Investment Group, Oppenheimer Capital, and PIMCO
Equity Advisors (collectively the "Company" or "PIMCO Advisors") forbid any of
their officers, directors or employees from trading, either personally or on
behalf of others (such as, mutual funds and private accounts managed by PIMCO
Advisors), on the basis of material non-public information or communicating
material non-public information to others in violation of the law. This conduct
is frequently referred to as "insider trading". This is a group wide policy.

The term "insider trading" is not defined in the federal securities laws, but
generally is used to refer to the situation when a person trades while aware of
material non-public information or to communications of material non-public
information to others in breach of a duty of trust or confidence.

While the law concerning insider trading is not static, it is generally
understood that the law prohibits:

(1)      trading by an insider, while aware of material, non-public information;
         or

(2)      trading by a non-insider, while aware of material, non-public
         information, where the information was disclosed to the non-insider in
         violation of an insider's duty to keep it confidential; or

(3)      communicating material, non-public information to others in breach of a
         duty of trust or confidence.

This policy applies to every such officer, director and employee and extends to
activities within and outside their duties at the Company. Every officer,
director and employee must read and retain this policy statement. Any questions
regarding this policy statement and the related procedures set forth herein
should be referred to a Compliance Officer of PIMCO Advisors.

                                      II-1

<PAGE>

The remainder of this memorandum discusses in detail the elements of insider
trading, the penalties for such unlawful conduct and the procedures adopted by
the Company to implement its policy against insider trading.

1.       TO WHOM DOES THIS POLICY APPLY?

This Policy applies to all employees, officers and directors (direct or
indirect) of the Company ("Covered Persons"), as well as to any transactions in
any securities participated in by family members, trusts or corporations
controlled by such persons. In particular, this Policy applies to securities
transactions by:

         the Covered Person's spouse;
         the Covered Person's minor children;
         any other relatives living in the Covered Person's household; a trust
         in which the Covered Person has a beneficial interest, unless such
         person has no direct or indirect control over the trust; a trust as to
         which the Covered Person is a trustee; a revocable trust as to which
         the Covered Person is a settlor; a corporation of which the Covered
         Person is an officer, director or 10% or greater stockholder; or a
         partnership of which the Covered Person is a partner (including most
         investment clubs) unless the Covered Person has no direct or indirect
         control over the partnership.

2.       WHAT IS MATERIAL INFORMATION?

Trading on inside information is not a basis for liability unless the
information is material. "Material information" generally is defined as
information for which there is a substantial likelihood that a reasonable
investor would consider it important in making his or her investment decisions,
or information that is reasonably certain to have a substantial effect on the
price of a company's securities.

Although there is no precise, generally accepted definition of materiality,
information is likely to be "material" if it relates to significant changes
affecting such matters as:

         dividend or earnings expectations;
         write-downs or write-offs of assets;
         additions to reserves for bad debts or contingent liabilities;
         expansion or curtailment of company or major division operations;
         proposals or agreements involving a joint venture, merger, acquisition,
              divestiture, or leveraged buy-out;
         new products or services;
         exploratory, discovery or research developments;
         criminal indictments, civil litigation or government investigations;
         disputes with major suppliers or customers or significant changes in

                                      II-2

<PAGE>

           the relationships with such parties;
         labor disputes including strikes or lockouts;
         substantial changes in accounting methods;
         major litigation developments;
         major personnel changes;
         debt service or liquidity problems;
         bankruptcy or insolvency;
         extraordinary management developments;
         public offerings or private sales of debt or equity securities;
         calls, redemptions or purchases of a company's own stock;
         issuer tender offers; or
         recapitalizations.

Information provided by a company could be material because of its expected
effect on a particular class of the company's securities, all of the company's
securities, the securities of another company, or the securities of several
companies. Moreover, the resulting prohibition against the misuses of "material"
information reaches all types of securities (whether stock or other equity
interests, corporate debt, government or municipal obligations, or commercial
paper) as well as any option related to that security (such as a put, call or
index security).

Material information does not have to relate to a company's business. For
example, in Carpenter v. U.S., 108 U.S. 316 (1987), the Supreme Court considered
as material certain information about the contents of a forthcoming newspaper
column that was expected to affect the market price of a security. In that case,
a reporter for The Wall Street Journal was found criminally liable for
disclosing to others the dates that reports on various companies would appear in
the Journal and whether those reports would be favorable or not.

3.       WHAT IS NON-PUBLIC INFORMATION?

In order for issues concerning insider trading to arise, information must not
only be "material", it must be "non-public". "Non-public" information is
information which has not been made available to investors generally.
Information received in circumstances indicating that it is not yet in general
circulation or where the recipient knows or should know that the information
could only have been provided by an "insider" is also deemed "non-public"
information.

At such time as material, non-public information has been effectively
distributed to the investing public, it is no longer subject to insider trading
restrictions. However, for "non-public" information to become public
information, it must be disseminated through recognized channels of distribution
designed to reach the securities marketplace.

To show that "material" information is public, you should be able to point to
some fact verifying that the information has become generally available, for
example, disclosure in a national business and financial wire service (Dow Jones
or Reuters), a national news service (AP or UPI), a national newspaper (The Wall
Street Journal, The New York Times or Financial Times), or a publicly
disseminated disclosure document (a proxy statement or prospectus). The
circulation of

                                      II-3

<PAGE>

rumors or "talk on the street", even if accurate, widespread and reported in the
media, does not constitute the requisite public disclosure. The information must
not only be publicly disclosed, there must also be adequate time for the market
as a whole to digest the information. Although timing may vary depending upon
the circumstances, a good rule of thumb is that information is considered
non-public until the third business day after public disclosure.

Material non-public information is not made public by selective dissemination.
Material information improperly disclosed only to institutional investors or to
a fund analyst or a favored group of analysts retains its status as "non-public"
information which must not be disclosed or otherwise misused. Similarly, partial
disclosure does not constitute public dissemination. So long as any material
component of the "inside" information possessed by the Company has yet to be
publicly disclosed, the information is deemed "non-public" and may not be
misused.

Information Provided in Confidence. It is possible that one or more directors,
officers, or employees of PIMCO Advisors may become temporary "insiders" because
of a duty of trust or confidence. A duty of trust or confidence can arise: (1)
whenever a person agrees to maintain information in confidence; (2) when two
people have a history, pattern, or practice of sharing confidences such that the
recipient of the information knows or reasonably should know that the person
communicating the material non-public information expects that the recipient
will maintain its confidentiality; or (3) whenever a person receives or obtains
material non-public information from certain close family members such as
spouses, parents, children and siblings. For example, personnel at PIMCO
Advisors may become insiders when an external source, such as a company whose
securities are held by one or more of the accounts managed by PIMCO Advisors,
discloses material, non-public information to PIMCO Advisors' portfolio managers
or analysts with the expectation that the information will remain confidential.

As an "insider", PIMCO Advisors has a duty not to breach the trust of the party
that has communicated the "material, non-public" information by misusing that
information. This duty may arise because PIMCO Advisors has entered or has been
invited to enter into a commercial relationship with the company, client or
prospective client and has been given access to confidential information solely
for the corporate purposes of that company, client or prospective client. This
duty remains whether or not PIMCO Advisors ultimately participates in the
transaction.

Information Disclosed in Breach of a Duty. Analysts and portfolio managers at
PIMCO Advisors must be especially wary of "material, non-public" information
disclosed in breach of corporate insider's duty of trust or confidence that he
or she owes the corporation and shareholders. Even where there is no expectation
of confidentiality, a person may become an "insider" upon receiving material,
non-public information in circumstances where a person knows, or should know,
that a corporate insider is disclosing information in breach of a duty of trust
and confidence that he or she owes the corporation and its shareholders. Whether
the disclosure is an improper "tip" that renders the recipient a "tippee"
depends on whether the corporate insider expects to benefit personally, either
directly or indirectly, from the disclosure. In the context of an improper
disclosure by a corporate insider, the requisite "personal benefit" may not be
limited to a present or future monetary gain. Rather, a prohibited personal
benefit

                                      II-4

<PAGE>

could include a reputational benefit, an expectation of a "quid pro quo" from
the recipient or the recipient's employer by a gift of the "inside" information.

A person may, depending on the circumstances, also become an "insider" or
"tippee" when he or she obtains apparently material, non-public information by
happenstance, including information derived from social situations, business
gatherings, overheard conversations, misplaced documents, and "tips" from
insiders or other third parties.

4.       Identifying Material Information

Before trading for yourself or others, including investment companies or private
accounts managed by the Company, in the securities of a company about which you
may have potential material, non-public information, ask yourself the following
questions:

i.       Is this information that an investor could consider important in making
         his or her investment decisions? Is this information that could
         substantially affect the market price of the securities if generally
         disclosed?

ii.      To whom has this information been provided? Has the information been
         effectively communicated to the marketplace by being published in The
         Financial Times, Reuters, The Wall Street Journal or other publications
         of general circulation?

Given the potentially severe regulatory, civil and criminal sanctions to which
you the Company and its personnel could be subject, any director, officer and
employee uncertain as to whether the information he or she possesses is
"material non-public" information should immediately take the following steps:

i.       Report the matter immediately to a Compliance Officer or the General
         Counsel of PIMCO Advisors;

ii.      Do not purchase or sell the securities on behalf of yourself or others,
         including investment companies or private accounts managed by PIMCO
         Advisors; and

iii.     Do not communicate the information  inside or outside the Company,
         other than to a Compliance Officer or the General Counsel of PIMCO
         Advisors.

After the Compliance Officer or General Counsel has reviewed the issue, you will
be instructed to continue the prohibitions against trading and communication or
will be allowed to trade and communicate the information.

5.       Penalties For Insider Trading

Penalties for trading on or communicating material non-public information are
severe, both for individuals involved in such unlawful conduct and their
employers. A person can be subject to

                                      II-5

<PAGE>

some or all of the penalties below even if he or she does not personally benefit
from the violation. Penalties include:

            civil injunctions
            treble damages
            disgorgement of profits
            jail sentences
            fines for the person who committed the violation of up to three
              times the profit gained or loss avoided, whether or not the person
              actually benefited, and
            fines for the employer or other controlling person of up to the
              greater of $1,000,000 or three times the amount of the profit
              gained or loss avoided.

In addition, any violation of this policy statement can be expected to result in
serious sanctions by the Company, including dismissal of the persons involved.



Section II. Procedures to Implement the Policy Against Insider Trading

A.       Procedures to Implement the Policy Against Insider Trading

The following procedures have been established to aid the officers, directors
and employees of PIMCO Advisors in avoiding insider trading, and to aid PIMCO
Advisors in preventing, detecting and imposing sanctions against insider
trading. Every officer, director and employee of PIMCO Advisors must follow
these procedures or risk serious sanctions, including dismissal, substantial
personal liability and criminal penalties.

Trading Restrictions and Reporting Requirements

1.       No employee, officer or director of the Company who is aware of
         material non-public information relating to the Company or any of its
         affiliates or subsidiaries, including Allianz AG, may buy or sell any
         securities of the Company, including Allianz AG, or engage in any other
         action to take advantage of, or pass on to others, such material
         non-public information.

2.       No employee, officer or director of the Company who is aware of
         material non-public information which relates to any other company or
         entity in circumstances in which such person is deemed to be an insider
         or is otherwise subject to restrictions under the federal securities
         laws may buy or sell securities of that company or otherwise take
         advantage of, or pass on to others, such material non-public
         information.

3.       No employee, officer or director of PIMCO Advisors shall engage in a
         securities transaction with respect to the securities of Allianz AG,
         except in accordance with the specific procedures published from time
         to time by PIMCO Advisors.

                                      II-6

<PAGE>

4.       No employee shall engage in a securities transaction with respect to
         any securities of any other company, except in accordance with the
         specific procedures set forth in PIMCO Advisors' Code of Ethics.

5.       Employees shall submit reports concerning each securities transaction
         in accordance with the terms of the Code of Ethics and verify their
         personal ownership of securities in accordance with the procedures set
         forth in the Code of Ethics.

6.       Because even inadvertent disclosure of material non-public information
         to others can lead to significant legal difficulties, officers,
         directors and employees of PIMCO Advisors should not discuss any
         potentially material non-public information concerning PIMCO Advisors
         or other companies, including other officers, employees and directors,
         except as specifically required in the performance of their duties

B.       Chinese Wall Procedures

The Insider Trading and Securities Fraud Enforcement Act in the US requires the
establishment and strict enforcement of procedures reasonably designed to
prevent the misuse of "inside" information/1/. Accordingly, you should not
discuss material non-public information about PIMCO Advisors or other companies
with anyone, including other employees, except as required in the performance of
your regular duties. In addition, care should be taken so that such information
is secure. For example, files containing material non-public information should
be sealed; access to computer files containing material non-public information
should be restricted.

C.       Resolving Issues Concerning Insider Trading

The federal securities laws, including the US laws governing insider trading,
are complex. If you have any doubts or questions as to the materiality or
non-public nature of information in your possession or as to any of the
applicability or interpretation of any of the foregoing procedures or as to the
propriety of any action, you should contact your Compliance Officer. Until
advised to the contrary by a Compliance Officer, you should presume that the
information is material and non-public and you should not trade in the
securities or disclose this information to anyone.











_______________________
/1/ The antifraud provisions of United States securities laws reach insider
trading or tipping activity worldwide which defrauds domestic securities
markets. In addition, the Insider Trading and Securities Fraud Enforcement Act
specifically authorizes the SEC to conduct investigations at the request of
foreign governments, without regard to whether the conduct violates United
States law.

                                      II-7

<PAGE>

                                  Appendix III

                            ACKNOWLEDGMENT OF RECEIPT

                                     of the
                                 Code of Ethics
                                     and the
                    Insider Trading Policy and Procedures of

                      PACIFIC INVESTMENT MANAGEMENT COMPANY

         I hereby certify that I have received the attached Code of Ethics and
Insider Trading Policy and Procedures. I hereby agree to read the Code, to make
a reasonable effort to understand its provisions and to ask questions about
those provisions I find confusing or difficult to understand. I also agree to
comply with the Code, including its general principles, its reporting
requirements, its preclearance requirements, and its provisions regarding gifts
and service as a director. I also agree to advise members of my Immediate Family
about the existence of the Code of Ethics, its applicability to their personal
trading activity, and my responsibility to assure that their personal trading
activity complies with the Code of Ethics. Finally, I agree to cooperate fully
with any investigation or inquiry by or on behalf of a Compliance Officer to
determine my compliance with the provisions of the Code. I recognize that any
failure to comply in all aspects with the Code and to honor the commitments made
by this acknowledgment may result in disciplinary action, including dismissal.

Date: _________________________________         ________________________________
                                                Signature


                                                ________________________________
                                                Print Name

<PAGE>

                                   Appendix IV

                       ANNUAL CERTIFICATION OF COMPLIANCE

                                    with the
                                Code of Ethics of

                      PACIFIC INVESTMENT MANAGEMENT COMPANY

         I hereby certify that I have complied with the requirements of the Code
of Ethics and Insider Trading Policy and Procedures that have applied to me
during the year ended December 31, 200_. In addition, I hereby certify that I
have read the Code and understand its provisions. I also certify that I
recognize that I am subject to the provisions of the Code and that I have
disclosed, reported, or caused to be reported all transactions required to be
disclosed or reported pursuant to the requirements of the Code. I recognize that
any failure to comply in all aspects with the Code and that any false statement
in this certification may result in disciplinary action, including dismissal.

Date: ___________________________                  _____________________________
                                                   Signature



                                                   _____________________________
                                                   Print Name

<PAGE>

                                   Appendix V

                           INITIAL REPORT OF ACCOUNTS

                                 Pursuant to the
                                Code of Ethics of

                      PACIFIC INVESTMENT MANAGEMENT COMPANY

         In accordance with the Code of Ethics, I have attached to this form
copies of the most recent statements for each and every Personal Account and
Related Account that holds or is likely to hold a Security or Futures Contract
in which I have a Beneficial Ownership interest, as well as copies of
confirmations for any and all Investment Transactions subsequent to the
effective dates of those statements./1/

      In addition, I hereby supply the following information for each and every
Personal Account and Related Account in which I have a Beneficial Ownership
interest for which I cannot supply the most recent account statement:

(1)   Name of employee:                               __________________________

(2)   If different than #1, name of the person
      in whose name the account is held:              __________________________

(3)   Relationship of (2) to (1):                     __________________________

(4)   Firm(s) at which Account is maintained:         __________________________

                                                      __________________________

                                                      __________________________

                                                      __________________________

(5)   Account Number(s):                              __________________________

                                                      __________________________

                                                      __________________________

                                                      __________________________

                                                      __________________________

(6)   Phone number(s) of Broker or Representative:    __________________________

                                                      __________________________

                                                      __________________________

                                                      __________________________

__________________
 /1/ The Code of Ethics uses various capitalized terms that are defined in
Appendix I to the Code. The capitalized terms used in this Report have the same
definitions.

<PAGE>

(7)   Account holdings:

      Name of Security      Quantity       Principal Amount  Custodian
1.    ___________________   ______________  _______________  ___________________
2.    ___________________   ______________  _______________  ___________________
3.    ___________________   ______________  _______________  ___________________
4.    ___________________   ______________  _______________  ___________________
5.    ___________________   ______________  _______________  ___________________

(Attach additional sheets if necessary)

         I also supply the following information for each and every Security or
Futures Contract in which I have a Beneficial Ownership interest, to the extent
this information is not available elsewhere on this form or from the statements
and confirmations attached to this form. This includes Securities or Futures
Contracts held at home, in safe deposit boxes, or by an issuer.

<TABLE>
<CAPTION>
          Person Who           Description
       Owns the Security     of the Security
      Or Futures Contract  Or Futures Contract     Quantity       Principal Amount     Custodian
      -------------------  -------------------     --------       ----------------     ---------
<S>     <C>                 <C>                   <C>              <C>                 <C>
1.    ___________________   _________________  _________________  _________________ _________________
2.    ___________________   _________________  _________________  _________________ _________________
3.    ___________________   _________________  _________________  _________________ _________________
4.    ___________________   _________________  _________________  _________________ _________________
5     ___________________   _________________  _________________  _________________ _________________
</TABLE>

(Attach additional sheets if necessary.)

         I hereby certify that this form and the attachments (if any) identify
all of the Personal Accounts, Related Accounts, Securities and Futures Contracts
in which I have a Beneficial Ownership interest as of this date.

                                                      __________________________
                                                      Signature

                                                      __________________________
                                                      Print Name

Date: __________________


Attachments

<PAGE>

                                   Appendix VI

                    PACIFIC INVESTMENT MANAGEMENT COMPANY LLC

                          PIMCO FUNDS DISTRIBUTORS LLC

                   QUARTERLY REPORT OF INVESTMENT TRANSACTIONS

                     FOR THE QUARTER ENDED DECEMBER 31, 2001

================================================================================

Please mark one of the following:

         [_] No reportable Investment Transactions have occurred.

         [_] Except as indicated below, all reportable Investment Transactions
were made through Personal Accounts and Related Accounts identified on the
attached list, which, except as indicated, represents a complete list of the
Personal Accounts and Related Accounts that hold Securities or Futures Contracts
in which I have or had a Beneficial Ownership interest and for which PIMCO
should have received or will receive timely duplicate broker reports for the
calendar quarter just ended.1 I hereby certify that the broker, dealer, bank or
futures commission merchant for each such account has been instructed to send a
Compliance Officer timely duplicate broker reports for that account.

The following information for Investment Transactions during the calendar
quarter just ended does not appear on the duplicate broker reports referenced
above.

<TABLE>
<CAPTION>
Transaction   Title, Interest Rate and Maturity   Number of Shares or Contracts  Nature of Transaction  Transaction   Broker, Dealer
   Date      Date of Security or Futures Contract      And Principal Amount       (i.e., Buy or Sell)      Price       Bank of FCM
<S>          <C>                                  <C>                            <C>                    <C>           <C>
____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________
</TABLE>

SPECIAL NOTE TO PIMCO FUNDS DISTRIBUTORS LLC REGISTERED REPS AND ACCESS PERSONS:
You will not have to fill out an extra form for each quarter for PIMCO Funds
Distributors LLC.

                                      SIGNED:     ______________________________

                                      PRINT NAME: ______________________________

                                      DATE:       ______________________________

_______________________
/1/ The Code of Ethics uses various capitalized terms that are defined in
Appendix I to the Code. The capitalized terms used in this Report have the same
definitions.


<PAGE>

1.   Please see the Code of Ethics for a full description of the Investment
     Transactions that must be reported.

2.   Transaction Date. In the case of a market transaction, state the trade date
     (not the settlement date).

3.   Title of Security or Futures Contract. State the name of the issuer and the
     class of the Security (e.g., common stock, preferred stock or designated
     issue of debt securities). For Fixed Income Securities, please provide the
     Security's interest rate and maturity date. For a Futures Contract, state
     the title of any Security subject to the Futures Contract and the
     expiration date of the Futures Contract.

4.   Number of Shares or Contracts and Principal Amount. State the number of
     shares of Securities, the face amount of Fixed Income Securities or the
     units of other securities. For options, state the amount of securities
     subject to the option. Provide the principal amount of each Security or
     Futures Contract. If your ownership interest was through a spouse, relative
     or other natural person or through a partnership, trust, other entity,
     state the entire quantity of Securities or Futures Contracts involved in
     the transaction. You may indicate, if you wish, the extent of your interest
     in the transaction.

5.   Nature of Transaction. Identify the nature of the transaction (e.g.,
     purchase, sale or other type of acquisition or disposition).

6.   Transaction Price. State the purchase or sale price per share or other
     unit, exclusive of brokerage commissions or other costs of execution. In
     the case of an option, state the price at which it is currently
     exercisable. No price need be reported for transactions not involving cash.

7.   Broker, Dealer, Bank or FCM Effecting Transaction. State the name of the
     broker, dealer, bank or FCM with or through which the transaction was
     effected.

8.   Signature. Sign and date the report in the spaces provided.

9.   Filing of Report. A report should be filed NOT LATER THAN 10 CALENDAR DAYS
     after the end of each calendar quarter with:


                  PIMCO
                  ATTN: Compliance Officer
                  840 Newport Center Drive
                  Suite 300
                  Newport Beach, CA  92660

10.  Duplicate Broker Reports. Please remember that duplicates of all trade
     confirmations, purchase and sale reports, and periodic statements must be
     sent to the firm by your broker. You should use the address above.





<PAGE>


                                  Appendix VII

                    PACIFIC INVESTMENT MANAGEMENT COMPANY LLC

                          PIMCO FUNDS DISTRIBUTORS LLC

                           ANNUAL HOLDINGS REPORT AND
                FOURTH QUARTER REPORT OF INVESTMENT TRANSACTIONS

================================================================================


                FOR THE YEAR AND QUARTER ENDED DECEMBER 31, 2001

================================================================================

         I hereby certify that, except as indicated below, all Securities or
Futures Contracts in which I had a Beneficial Ownership interest at the end of
the 2001 calendar year were held in Personal Accounts or Related Accounts
identified on the attached list, for which PIMCO should have received or will
receive an account statement of holdings as of the end of that calendar year./1/
I hereby certify that the broker, dealer, bank or futures commission merchant
for each such account has been instructed to send a Compliance Officer timely
duplicate broker reports, including a statement of holdings in that account as
of the end of the calendar year.

The following information describes other Securities or Futures Contracts in
which I had a Beneficial Ownership interest as of the end of the 2001 calendar
year:

<TABLE>
<CAPTION>
     Title, Interest Rate and Maturity                Number of Shares or Contracts               Broker, Dealer,
    Date of Security or Futures Contract                   And Principal Amount                     Bank or FCM
<S>                                                   <C>                                         <C>
____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________
</TABLE>

_______________________
/1/ The Code of Ethics uses various capitalized terms that are defined in
Appendix I to the Code. The capitalized terms used in this Report have the same
definitions.

















<PAGE>

      Except as indicated below, all reportable Investment Transactions during
the quarter ended December 31, 2001, were made through Personal Accounts and
Related Accounts identified on the attached list, which, except as indicated,
represents a complete list of the Personal Accounts and Related Accounts that
hold Securities or Futures Contracts in which I have or had a Beneficial
Ownership interest and for which PIMCO should have received or will receive
timely duplicate broker reports for the calendar quarter just ended.

The following information for Investment Transactions during the calendar
quarter just ended does not appear on the duplicate broker reports referenced
above.

<TABLE>
<CAPTION>
Transaction   Title, Interest Rate and Maturity    Number of Shares or Contracts Nature of Transaction  Transaction  Broker, Dealer,
   Date      Date of Security or Futures Contract      And Principal Amount       (i.e., Buy or Sell)      Price       Bank or FCM
<S>          <C>                                   <C>                           <C>                    <C>          <C>
____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________________________
</TABLE>


SPECIAL NOTE TO PIMCO FUNDS DISTRIBUTORS LLC REGISTERED REPS AND ACCESS PERSONS:
You will not have to fill out an extra form for each year for PIMCO Funds
Distributors LLC.

                              SIGNED:      _____________________________________

                              PRINT NAME:  _____________________________________

                              DATE:        _____________________________________

<PAGE>

1.   Please see the Code of Ethics for a full description of the Investment
     Transactions that must be reported.

2.   Transaction Date. In the case of a market transaction, state the trade date
     (not the settlement date).

3.   Title of Security or Futures Contract. State the name of the issuer and the
     class of the Security (e.g., common stock, preferred stock or designated
     issue of debt securities). For Fixed Income Securities, please provide the
     Security's interest rate and maturity date. For a Futures Contract, state
     the title of any Security subject to the Futures Contract and the
     expiration date of the Futures Contract.

4.   Number of Shares or Contracts and Principal Amount. State the number of
     shares of Securities, the face amount of Fixed Income Securities or the
     units of other securities. For options, state the amount of securities
     subject to the option. Provide the principal amount of each Security or
     Futures Contract. If your ownership interest was through a spouse, relative
     or other natural person or through a partnership, trust, other entity,
     state the entire quantity of Securities or Futures Contracts involved in
     the transaction. You may indicate, if you wish, the extent of your interest
     in the transaction.

5.   Nature of Transaction. Identify the nature of the transaction (e.g.,
     purchase, sale or other type of acquisition or disposition).

6.   Transaction Price. State the purchase or sale price per share or other
     unit, exclusive of brokerage commissions or other costs of execution. In
     the case of an option, state the price at which it is currently
     exercisable. No price need be reported for transactions not involving cash.

7.   Broker, Dealer, Bank or FCM Effecting Transaction. State the name of the
     broker, dealer, bank or FCM with or through which the transaction was
     effected.

8.   Signature. Sign and date the report in the spaces provided.

9.   Filing of Report. A report should be filed NOT LATER THAN 10 CALENDAR DAYS
     after the end of each calendar quarter with:

           PIMCO
           ATTN: Compliance Officer
           840 Newport Center Drive
           Suite 300
           Newport Beach, CA 92660

10.  Duplicate Broker Reports. Please remember that duplicates of all trade
     confirmations, purchase and sale reports, and periodic statements must be
     sent to the firm by your broker. You should use the address above.

<PAGE>

                                  APPENDIX VIII

                            PRECLEARANCE REQUEST FORM

         This form must be submitted to a Compliance Officer before executing
any Investment Transaction for which preclearance is required under the PIMCO
Code of Ethics. Before completing this form, you should review the PIMCO Code,
including the terms defined in that Code. The capitalized terms used in this
form are governed by those definitions. In addition, the Code provides
information regarding your preclearance obligations under the Code, and
information regarding the Transactions, Securities and Futures Contracts that
are exempt from the Code's preclearance requirement./1/

         No Investment Transaction subject to preclearance may be effected prior
to receipt of written authorization of that Investment Transaction by a
Compliance Officer. Unless otherwise specified, that authorization shall be
effective, unless revoked, until the earlier of (a) the close of business on the
date authorization is given, or (b) until you discover that information on this
preclearance request form is no longer accurate.

<TABLE>
<S>                                                                     <C>
(1)  Your Name:                                                         _____________________________________

(2)  If the Investment Transaction will be in someone else's name or
     in the name of a trust, the name of that person or trust:          _____________________________________

     The relationship of that person or trust to you:                   _____________________________________

(3)  Name of the firm (e.g., broker, dealer, bank, futures commission
     merchant) through which the Investment Transaction will be
     executed:                                                          ____________________________________

     The relevant account number at that firm:                          ____________________________________

(4)  Issuer of the Security or identity of the Futures Contract for
     which preclearance is requested:                                   ____________________________________

     The relevant CUSIP number or call symbol:                          ____________________________________

(5)  The maximum number of shares, units or contracts for which
     preclearance is requested, or the market value or face amount of
     the Fixed Income Securities for which preclearance is requested:   ____________________________________

(6)  The type of Investment Transaction for which preclearance is
     requested (check all that apply):                                  ____ Purchase   ___ Sale   ____ Market Order
                                                                        ____ Limit Order (Price Of Limit Order:_______)
</TABLE>

 Please answer the following questions TO THE BEST OF YOUR KNOWLEDGE AND BELIEF:

<TABLE>
<S>                                                                                      <C>
(a)  Do you possess material nonpublic information regarding the Security or
     Futures Contract identified above or regarding the issuer of that Security?         ____ Yes    ____ No

(b)  Is the Security or Futures Contract identified above held by any PIMCO
     Advisory Client or is it a Related Security (as defined in the PIMCO Code)?         ____ Yes    ____ No

(c)  Is there a pending buy or sell order on behalf of a PIMCO Advisory Client
</TABLE>

_____________________

/1/   Preclearance is required for any Investment Transaction in Securities,
Related Securities or Futures Contracts in a Personnel Account or a Related
Account in which you have or will acquire a Beneficial Ownership interest.

<PAGE>

<TABLE>
<S>                                                                                   <C>         <C>
     for the Security or Futures Contract identified above or for a Security for
     which the Security identified above is a Related Security?                       ____ No     ____ Yes

(d)  Do you intend or do you know of another's intention to purchase or sell the
     Security or Futures Contract identified above, or a Security for which the
     Security identified above is a Related Security, on behalf of a PIMCO
     Advisory Client?                                                                 ____ No     ____ Yes

(e)  Has the Security or Futures Contract identified above or a Related
     Security been considered for purchase by a PIMCO Advisory Client within the
     most recent 15 days?  (Note: rejection of any opportunity to purchase the
     Security or Futures Contract for an Advisory Client would require an
     affirmative response to this question.)                                          ____ No     ____ Yes

(f)  If you are a Portfolio Employee, is the Security being acquired in an
     Initial Public Offering?/2/                                                      ____ No     ____ Yes

(g)  If you are a Portfolio Employee, are you acquiring or did you acquire
     Beneficial Ownership of the Security in a Private Placement?/3/                  ____ No     ____ Yes

(h)  If you are seeking preclearance of a purchase or sale of Securities, have
     you purchased or sold the same or similar Securities, or have you acquired
     or disposed of a Beneficial Ownership interest in the same or similar
     Securities, within the past 60 calendar days?/4/                                 ____ No     ____ Yes
</TABLE>




By executing this form, you hereby certify that you have reviewed the PIMCO Code
of Ethics and believe that the Investment Transaction for which you are
requesting preclearance complies with the General Principles and the specific
requirements of the PIMCO Code.

                                             __________________________________
                                                      Employee Signature


                                             __________________________________
                                                      Print or Type name


                                             __________________________________
                                                      Date Submitted



____________________________
/2/Under the PIMCO Code, Portfolio Employees generally are not permitted to
acquire Securities in an Initial Public Offering.
/3/The PIMCO Code applies special rules to the acquisition of Securities
through a Private Placement and to the disposition of Securities acquired
through a Private Placement.
/4/Under the PIMCO Code, you may not profit from short-term trades in Fixed
Income Securities. A Portfolio Employee may not profit from short-term trades in
Designated Equities Securities and a Municipal Bond Portfolio Employee may not
profit from short-term trades in Tax-Exempt Municipal Bonds. This rule does not
apply to transactions in U.S. Government Securities, mutual fund shares, index
options or Futures Contracts.

<PAGE>

You are authorized to execute the Investment Transaction described above. Unless
indicated otherwise below, this authorization remains effective, unless revoked,
until: (a) the close of business today, or (b) until you discover that the
information on this request form is no longer accurate.

            _________________________________________
                      Compliance Officer

            _________________________________________
                      Date of Authorization

<PAGE>

                                   Appendix IX

                            PRECLEARANCE REQUEST FORM

                                       for

                            PIMCO'S CLOSED END FUNDS





(1) Name of employee requesting authorization:        ________________________

(2) If different from #1, name of account where the

    trade will occur:                                 ________________________

(3) Relationship of (2) to (1):                       ________________________

(4) Name of Firm at which the account is held:        ________________________

(5) Name of the PIMCO Closed End Fund:                ________________________

(6) Maximum number of shares to be purchased or sold: ________________________

(7) Check those that are applicable:

    ____Purchase  ____ Sale  ____ Market Order ____ Limit Order

(Price of Limit Order: _______)


Prior to trading, you must consult with your Compliance Officer for authority to
trade.

(8) Do you possess material nonpublic information regarding
    the PIMCO Closed End Fund/5/                          ____ Yes    ____ No

(9) Have you or any Related Account covered by the authorization
    provisions of the Code purchased or sold shares of the
    PIMCO Closed End Fund within the past 6 months?       ____ Yes    ____ No




________________________
/5/ Please note that employees are not permitted to acquire or sell securities
when they possess material nonpublic information regarding the security or the
issuers of the security.

<PAGE>

I have read the Code of Ethics for PIMCO dated December 31, 2001, within the
prior 12 months and believe that the proposed trade fully complies with the
requirements of the Code.

                               __________________________________
                               Employee Signature

                               __________________________________
                               Print Name

                               __________________________________
                               Date Submitted



Authorized By: _______________________

Authorization Date: ___________________

THIS TRADE MUST BE EXECUTED BY THE CLOSE OF BUSINESS ON THE AUTHORIZATION DATE.

<PAGE>

                                   Appendix X

                               COMPLIANCE OFFICERS

                    PACIFIC INVESTMENT MANAGEMENT COMPANY LLC




           PIMCO's Compliance Officers, as of December 31, 2001, are:


                                Denise C. Seliga
                           (Chief Compliance Officer)

                               Bradley W. Paulson

                               Mohan V. Phansalkar

                                 Richard M. Weil

</TEXT>
</DOCUMENT>
