<DOCUMENT>
<TYPE>EX-99.L
<SEQUENCE>5
<FILENAME>dex99l.txt
<DESCRIPTION>OPININION AND CONSENT OF ROPES
<TEXT>
<PAGE>

                                                                       Exhibit l

                                October 28, 2003

PIMCO Floating Rate Income Fund
c/o PIMCO Advisors Fund Management LLC
1345 Avenue of the Americas
New York, New York  10105

Ladies and Gentlemen:

     We have acted as counsel to PIMCO Floating Rate Income Fund (the "Fund") in
connection with the Registration Statement of the Fund on Form N-2 under the
Securities Act of 1933 (File No. 333-108475) and the Investment Company Act of
1940 (File No. 811-21374) (the "Registration Statement"), each as amended (the
"Acts"), relating to the proposed sale of an aggregate of 2,800 Auction Market
Preferred Shares, Series T, 2,800 Auction Market Preferred Shares, Series W, and
2,800 Auction Market Preferred Shares, Series TH (together, the "AMPS"). The
"AMPS" are to be sold pursuant to an Underwriting Agreement substantially in the
form filed as an exhibit to the Registration Statement (the "Purchase
Agreement") among the Fund, PIMCO Advisors Fund Management LLC, Merrill Lynch &
Co., Merrill Lynch, Pierce, Fenner and Smith Incorporated, and the other parties
named in Schedule A to the Purchase Agreement.

     We have examined the Fund's Amended and Restated Agreement and Declaration
of Trust on file in the office of the Secretary of State of The Commonwealth of
Massachusetts (the "Declaration of Trust"), and the Fund's Second Amended and
Restated Bylaws, and are familiar with the actions taken by the Fund in
connection with the issuance and sale of the AMPS. We have also examined such
other documents and records as we have deemed necessary for the purposes of this
opinion.

     Based upon the foregoing, we are of the opinion that:

     1.   The Fund is a duly organized and validly existing unincorporated
          voluntary association with transferable shares under and by virtue of
          the laws of The Commonwealth of Massachusetts.

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PIMCO Floating Rate Income Fund       -2-                       October 28, 2003


     2.   The AMPS have been duly authorized and, assuming the due execution and
          delivery of the Purchase Agreement by an authorized officer of the
          Fund, when issued and paid for in accordance with the Purchase
          Agreement, will be validly issued, fully paid and, except as described
          in the following paragraph, nonassessable by the Fund.

     The Fund is an entity of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders could, under certain
circumstances, be held personally liable for the obligations of the Fund.
However, the Declaration of Trust disclaims shareholder liability for acts or
obligations of the Fund and requires that a notice of such disclaimer be given
in each note, bond, contract, instrument, certificate or undertaking entered
into or executed by the Fund or its Trustees. The Declaration of Trust provides
for indemnification out of the property of the Fund for all loss and expense of
any shareholder of the Fund held personally liable solely by reason of his being
or having been a shareholder. Thus, the risk of a shareholder's incurring
financial loss on account of being a shareholder is limited to circumstances in
which the Fund itself would be unable to meet its obligations.

     We understand that this opinion is to be used in connection with the
registration of the AMPS for offering and sale pursuant to the Securities Act of
1933, as amended. We consent to the filing of this opinion with and as part of
the Registration Statement and to the references to our firm in the related
prospectus under the captions "Tax Matters" and "Legal Matters" in the
Prospectus contained in the Registration Statement.

                                             Very truly yours,

                                             /s/ Ropes & Gray LLP

                                             Ropes & Gray LLP

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