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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file      
number 811-21338    
       
Nicholas-Applegate Convertible & Income Fund II
(Exact name of registrant as specified in charter)
       
  1345 Avenue of the Americas, New York,   New York 10105
  (Address of principal executive offices)   (Zip code)
       
Lawrence G. Altadonna - 1345 Avenue of the Americas, New York, New York 10105
(Name and address of agent for service)

Registrant’s telephone number, including   212-739-3371
area code:    
     
Date of fiscal year end:   February 29, 2008
     
Date of reporting period:   August 31, 2007

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

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSRS unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549 0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.


ITEM 1. REPORT TO SHAREHOLDERS

 

 
   Nicholas-Applegate Convertible & Income Fund
 
   Nicholas-Applegate Convertible & Income Fund II
 
 
 
 
 
 
 
S e m i - A n n u a l   R e p o r t   
A u g u s t   31,   2 0 0 7   
 

 


Contents    
Letter to Shareholders   1
Fund Insights/Performance & Statistics   2-5
Schedules of Investments   6-15
Statements of Assets and Liabilities   16
Statements of Operations   17
Statements of Changes in Net Assets   18
Notes to Financial Statements   19-23
Financial Highlights   24-25
Annual Shareholder Meetings Results   26
Matters Relating to the Trustees’    
Consideration of the Advisory &    
Sub-Advisory Agreements   27-29




Nicholas-Applegate Convertible & Income Funds Letter to Shareholders

 

October 16, 2007

Dear Shareholder:

We are pleased to provide you with the semiannual reports of the Nicholas-Applegate Convertible & Income Fund and Nicholas-Applegate Convertible & Income Fund II (collectively, the “Funds”) for the six-month period ended August 31, 2007.

The convertible market finished the reporting period on a positive note, as measured by the Merrill Lynch All-Convertible Index, increasing 2.04%. However, the convertible market underperformed broad equity measures, including the Dow Jones Industrial Average and the S&P 500 Index, which returned 10.06% and 5.70%, respectively, for the six-month period.

Please review the following pages for more information on the Funds. If you have any questions regarding the information provided, we encourage you to contact your financial advisor or call the Funds’ shareholder servicing agent at (800) 331-1710. You will also find a wide range of information and resources on our Web site, www.allianzinvestors.com/closedendfunds.

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

We remain dedicated to serving your financial needs.

Sincerely,


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

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 1



Nicholas-Applegate Convertible & Income Fund Fund Insights
August 31, 2007 (unaudited)
  • For the six-months ended August 31, 2007, Nicholas-Applegate Convertible & Income Fund returned 0.77% on net asset value (“NAV”) and (10.01)% on market price.


  • The market experienced volatility during the period. Oil prices rose throughout the second quarter and the housing market continued to be weak as subprime fears resurfaced. In July, several events converged to create a significant sell-off in the markets. Mortgage delinquencies led to rapid quality and price declines in collateralized mortgage obligations (CMOs). Price declines in the CMO market led to price declines in all collateralized debt obligations (CDOs) which, in turn, dried up demand for loans. The lack of demand for loans ultimately put pressure on bond and stock prices.


  • The July sell-off resulted in a far higher average spread for bonds. While uncertainty of the financial crisis affected stocks during August, the high yield market actually rebounded and produced a positive return for the month.


  • Industry performance was mixed during the period. The materials, energy and industrials sectors gained the most. Issuers in the technology and healthcare industries also performed well as strong emerging market demand and better-than-expected corporate profits drove returns. The consumer discretionary, financial and media industries sectors underperformed as the credit crisis hindered financial results.


  • Convertible new issuance was robust during the second quarter of 2007, with 62 deals raising $28.1 billion. However, new issuance slowed during subsequent months.


  • Security selection was the key driver in the Fund’s absolute and relative performance during the six months. Top performers were those companies that improved operating statistics and exceeded earnings expectations. The Fund did not stray from its total return discipline, focusing on convertible securities which capture 70-80% of the upside and 40-50% of the downside.


  • Avoiding weaker credits certainly paid off in the high yield market, but it was the rebound of good credit as well as strategic purchases and trading during the sharpest downticks that produced the greatest outperformance.

2 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund Performance & Statistics
August 31, 2007 (unaudited)
Total Return(1) :  Market Price Net Asset Value (“NAV”)
6 months  (10.01 )% 0.77 %
1 year   (3.97 )% 10.25 %
3 year   8.45 % 10.69 %
Commencement of Operations (3/31/03) to 8/31/07   10.65 % 12.74 %
 
 
Common Share Market Price/NAV Performance: Market Price/NAV:    
Commencement of Operations (3/31/03) to 8/31/07 Market Price $13.77  
g   Market Price NAV $14.22  
g   NAV        
  Discount to NAV (3.16 )%
  Market Price Yield(2) 10.89 %

(1) Past performance is no guarantee of future results. Total return is calculated by subtracting the value of an investment in the Fund at the beginning of each specified period from the value at the end of the period and dividing the remainder by the value of the investment at the beginning of the period and expressing the result as a percentage. The calculation assumes that all income dividends and capital gain distributions have been reinvested. Total return does not reflect broker commissions or sales charges. Total return for a period of less than one year is not annualized. Total return for a period of more than one year represents the average annual return.

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

(2) Market Price Yield is determined by dividing the annualized current per share dividend to common shareholders by the market price per common share at August 31, 2007.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 3



Nicholas-Applegate Convertible & Income Fund II Fund Insights
August 31, 2007 (unaudited)
  • For the six-months ended August 31, 2007, Nicholas-Applegate Convertible & Income Fund II returned 0.53% on net asset value (“NAV”) and (6.28)% on market price.


  • The market experienced volatility during the period. Oil prices rose throughout the second quarter and the housing market continued to be weak as subprime fears resurfaced. In July, several events converged to create a significant sell-off in the markets. Mortgage delinquencies led to rapid quality and price declines in collateralized mortgage obligations (CMOs). Price declines in the CMO market led to price declines in all collateralized debt obligations (CDOs) which, in turn, dried up demand for loans. The lack of demand for loans ultimately put pressure on bond and stock prices.


  • The July sell-off resulted in a far higher average spread for bonds. While uncertainty of the financial crisis affected stocks during August, the high yield market actually rebounded and produced a positive return for the month.


  • Industry performance was mixed during the period. The materials, energy and industrials sectors gained the most. Issuers in the technology and healthcare industries also performed well as strong emerging market demand and better-than-expected corporate profits drove returns. The consumer discretionary, financial and media industries sectors underperformed as the credit crisis hindered financial results.


  • Convertible new issuance was robust during the second quarter of 2007, with 62 deals raising $28.1 billion. However, new issuance slowed during subsequent months.


  • Security selection was the key driver in the Fund ’ s absolute and relative performance. Top performers were those companies that improved operating statistics and exceeded earnings expectations. The Fund did not stray from its total return discipline, focusing on convertible securities which capture 70-80% of the upside and 40-50% of the downside.


  • Avoiding weaker credits certainly paid off in the high yield market, but it was the rebound of good credit as well as strategic purchases and trading during the sharpest downticks that produced the greatest outperformance.

4 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund II Performance & Statistics
August 31, 2007 (unaudited)

Total Return(1) :   Market Price Net Asset Value (“NAV”)
6 months   (6.28 )% 0.53 %
1 year   (0.57 )% 10.07 %
3 year   8.98 % 11.20 %
Commencement of Operations (7/31/03) to 8/31/07   8.97 % 11.23 %
 
 
Common Share Market Price/NAV Performance:   Market Price/NAV:    
Commencement of Operations (7/31/03) to 8/31/07   Market Price $13.80  
g   Market Price   NAV $14.31  
g   NAV          
    Discount to NAV (3.56 )%
    Market Price Yield(2) 10.33 %

(1) Past performance is no guarantee of future results. Total return is calculated by subtracting the value of an investment in the Fund at the begining of each specified period from the value at the end of the period and dividing the remainder by the value of the investment at the begining of the period and expressing the result as a percentage. The calculation assumes that all of the Fund ’ s income dividends and capital gain distributions have been reinvested. Total return does not reflect broker commissions or sales charges. Total return for a period of less than one year is not annualized. Total return for a period of more than one year represents the average annual return.

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

(2) Market Price Yield is determined by dividing the annualized current per share dividend to common shareholders by the market price per common share at August 31, 2007.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 5



Nicholas-Applegate Convertible & Income Fund Schedule of Investments
August 31, 2007 (unaudited)

Shares Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
CONVERTIBLE PREFERRED STOCK—41.9%        
    Agriculture—1.3%        
165   Bunge Ltd, 4.875%, 12/31/49 Ba1/BB   $ 19,705,550
    Automotive—1.6%        
    General Motors Corp.,        
785      5.25%, 3/6/32, Ser. B Caa1/B-     14,977,800
450      6.25%, 7/15/33, Ser. C Caa1/B-     9,580,500
            24,558,300
    Banking—2.4%        
280   Washington Mutual Capital Trust, 5.375%, 5/1/41, Ser. UNIT A3/BBB     13,689,073
185   Wells Fargo Co., 8.00%, 6/1/08, Ser. AAPL (Apple, Inc.) (d) Aa1/AA+     22,535,064
            36,224,137
    Commercial Services—1.0%        
305   United Rentals, Inc., 6.50%, 8/1/28 B3/B-     14,669,077
    Electric—4.3%        
435   AES Trust III, 6.75%, 10/15/29 B3/B     20,817,143
342   Entergy Corp., 7.625%, 2/17/09 NR/BBB     21,872,648
68   NRG Energy, Inc., 5.75%, 3/16/09 B2/CCC+     23,051,250
            65,741,041
    Financial Services—14.4%        
560   Citigroup Funding, Inc., 4.583%, 9/27/08, Ser. GNW (c) Aa1/AA     15,674,400
585   E*Trade Financial Corp., 6.125%, 11/18/08 Ba3/NR     12,358,125
    Goldman Sachs Group, Inc.,        
684      12.00%, 12/12/07, Ser. CSCO (Cisco Systems, Inc.) (d) Aa3/NR     19,201,458
1060      20.00%, 12/31/07, Ser. TWX (Time Warner, Inc.) (d) Aa3/NR     17,919,408
450      20.00%, 3/6/08, Ser. DISH (Echostar Communications Corp.) (d) Aa3/NR     16,856,250
281   Lazard Ltd, 6.625%, 5/15/08 Ba1/NR     9,799,472
    Lehman Brothers Holdings, Inc.,        
810      6.25%, 10/15/07, Ser. GIS (General Mills, Inc.) (d) A1/A+     21,100,500
255      20.00%, 8/15/07, Ser. UTX (United Technologies Corp.) (d) A1/A+     18,474,077
483      20.00%, 2/24/08, Ser. HPQ (Hewlett-Packard Co.) (d) A1/A+     20,562,560
    Morgan Stanley,        
243      20.00%, 12/15/07, Ser. XOM (Exxon Mobil Corp.) (d) Aa3/AA-     17,487,711
517      20.00%, 1/31/08, Ser. T (AT&T, Inc.) (d) Aa3/AA-     17,792,202
36      20.00%, 3/8/08, Ser. GOOG (Google, Inc.) (d) Aa3/NR     16,227,672
560      20.00%, 3/24/08, Ser. DIS (The Walt Disney Co.) (d) Aa3/NR     17,298,688
            220,752,523
    Hand/Machine Tools—1.2%        
18   Stanley Works, 7.145%, 5/17/12 (c) A2/A     18,877,950
    Insurance—5.2%        
15   Fortis Insurance NV, 7.75%, 1/26/08 (a) Aa3/A+     19,476,733
614   Metlife, Inc., 6.375%, 8/15/08 NR/BBB+     19,617,048
687   Platinum Underwriters Holdings Ltd, 6.00%, 2/15/09, Ser. A NR/BB+     22,327,500
707   XL Capital Ltd, 7.00%, 2/15/09 A3/A-     18,989,662
            80,410,943
    Investment Company—1.4%        
413   Vale Capital Ltd., 5.50%, 6/15/10, Ser. RIO (Companhia        
       Vale do Rio Doce) (d) NR/NR     21,470,800

6 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund Schedule of Investments
August 31, 2007 (unaudited)

Shares Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Metals & Mining—1.4%        
169   Freeport-McMoRan Copper & Gold, Inc., 6.75%, 5/1/10 NR/B+   $ 22,346,470
    Oil & Gas—1.4%        
203   Chesapeake Energy Corp., 5.00%, 12/31/49 NR/B     21,199,237
    Packaging & Containers—0.5%        
166   Owens-Illinois, Inc. 4.75%, 12/31/49 Caa1/B-     7,360,445
    Pharmaceuticals—1.9%        
    Schering-Plough Corp.,        
306      6.00%, 9/14/07 Baa3/BBB     20,608,002
33      6.00%, 8/13/10 Baa3/BBB     8,632,000
            29,240,002
    Real Estate (REIT)—1.1%        
677   FelCor Lodging Trust, Inc., 1.95%, 12/31/49, Ser. A B2/B-     17,004,600
    Retail—0.4%        
6   Blockbuster, Inc., 7.50%, 12/31/49 NR/NR     6,527,137
    Telecommunications—1.2%        
330   Crown Castle International Corp., 6.25%, 8/15/12 NR/NR     18,562,500
    Waste Disposal—1.2%        
57   Allied Waste Industries, Inc., 6.25%, 3/1/08, Ser. D B3/B     18,812,425
 
    Total Convertible Preferred Stock (cost-$640,751,814)       643,463,137
 
CORPORATE BONDS & NOTES—39.5%        
Principal  
Amount
(000)
    Advertising—0.7%        
$10,700   Affinion Group, Inc., 11.50%, 10/15/15 Caa1/B-     10,753,500
    Apparel—1.1%        
    Levi Strauss & Co.,        
3,000      9.75%, 1/15/15 B2/B+     3,120,000
12,990      12.25%, 12/15/12 B2/B+     13,931,775
            17,051,775
    Automotive—2.5%        
3,615   American Axle & Manufacturing, Inc., 7.875%, 3/1/17 Ba3/BB     3,398,100
13,215   Exide Technologies, 10.50%, 3/15/13, Ser. B Caa1/CCC     12,818,550
12,875   General Motors Corp., 8.375%, 7/15/33 Caa1/B-     10,396,562
10,890   Goodyear Tire & Rubber Co., 11.00%, 3/1/11 Ba3/B+     11,720,363
            38,333,575
    Chemicals—1.3%        
13,210   Georgia Gulf Corp., 10.75%, 10/15/16 B3/B-     11,889,000
7,403   Huntsman LLC, 11.625%, 10/15/10 Ba1/BB+     7,865,687
            19,754,687
    Coal—0.4%        
8,165   James River Coal Co., 9.375%, 6/1/12 Ca/CC     5,858,388

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 7



Nicholas-Applegate Convertible & Income Fund Schedule of Investments
August 31, 2007 (unaudited)
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Commercial Services—1.6%        
$12,965   Cenveo Corp., 7.875%, 12/1/13 B3/B-   $ 11,927,800
11,060   Hertz Corp., 10.50%, 1/1/16 B2/B     12,000,100
            23,927,900
    Computers—0.6%        
9,325   Unisys Corp., 8.00%, 10/15/12 B2/B+     8,765,500
    Electric—1.8%        
13,025   AES Corp., 9.50%, 6/1/09 B1/B     13,513,437
12,630   PSEG Energy Holdings LLC, 10.00%, 10/1/09 Ba3/BB-     13,461,736
            26,975,173
    Electronics—0.8%        
12,170   Stoneridge, Inc., 11.50%, 5/1/12 B2/B     12,535,100
    Financial Services—1.9%        
8,185   AMR Holdings Co., 10.00%, 2/15/15 B3/B-     8,717,025
2,695   E*Trade Financial Corp., 8.00%, 6/15/11 Ba2/BB-     2,587,200
10,795   Ford Motor Credit Co., 7.00%, 10/1/13 B1/B     9,625,103
5,010   KAR Holdings, Inc., 8.75%, 5/1/14 (a) B3/CCC     4,534,050
3,655   MedCath Holdings Corp., 9.875%, 7/15/12 Caa1/B-     3,856,025
            29,319,403
    Food Products—0.9%        
12,805   Pilgrim’s Pride Corp., 9.625%, 9/15/11 B1/B     13,231,791
    Healthcare—1.1%        
6,735   Alliance Imaging, Inc., 7.25%, 12/15/12 B3/B-     6,465,600
9,015   Hanger Orthopedic Group, Inc., 10.25%, 6/1/14 Caa1/CCC+     9,262,912
1,350   Psychiatric Solutions, Inc., 7.75%, 7/15/15 B3/B-     1,329,750
            17,058,262
    Home Builders—0.6%        
12,160   William Lyon Homes, Inc., 10.75%, 4/1/13 Caa1/B     9,788,800
    Home Furnishings—0.7%        
11,370   Central Garden & Pet Co., 9.125%, 2/1/13 B3/B     11,057,325
    Manufacturing—1.5%        
13,310   Harland Clarke Holdings Corp., 9.50%, 5/15/15 Caa1/B-     11,979,000
11,865   Sally Holdings LLC, 10.50%, 11/15/16 (a) Caa1/CCC+     11,390,400
            23,369,400
    Metals & Mining—1.1%        
8,310   PNA Group, Inc., 10.75%, 9/1/16 (a) B3/B-     8,611,238
8,090   RathGibson, Inc., 11.25%, 2/15/14 B3/B-     8,140,562
            16,751,800
    Miscellaneous—0.6%        
9,477   Dow Jones CDX High Yield, 10.50%, 12/29/09 (a) (b) NR/NR     9,856,081
    Multi-Media—1.7%        
14,370   CCH I LLC, 11.00%, 10/1/15 Caa2/CCC     14,154,450
1,900   Idearc, Inc., 8.00%, 11/15/16 B2/B+     1,885,750
10,835   Sirius Satellite Radio, Inc., 9.625%, 8/1/13 Caa2/CCC     10,293,250
            26,333,450

8 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund Schedule of Investments
August 31, 2007 (unaudited)
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Office Furnishings—0.8%        
    Interface, Inc.,        
$5,375      9.50%, 2/1/14 B3/CCC+   $ 5,590,000
6,600      10.375%, 2/1/10 B1/B     6,864,000
            12,454,000
    Paper Products—1.2%        
4,704   Buckeye Technologies, Inc., 9.25%, 9/15/08 B3/B     4,727,520
12,945   NewPage Corp., 12.00%, 5/1/13 B3/CCC+     13,592,250
            18,319,770
    Pharmaceuticals—0.5%        
8,530   Leiner Health Products, Inc., 11.00%, 6/1/12 Caa3/CCC     7,463,750
    Pipelines—0.5%        
8,485   Dynegy Holdings, Inc., 7.75%, 6/1/19 (a) B2/B-     7,891,050
    Retail—7.0%        
13,640   Bon-Ton Stores, Inc., 10.25%, 3/15/14 B3/B-     12,480,600
12,400   Burlington Coat Factory Warehouse Corp., 11.125%, 4/15/14 B3/CCC+     11,346,000
13,475   Claire’s Stores, Inc., 10.50%, 6/1/17 (a) Caa2/CCC+     10,038,875
8,405   El Pollo Loco Finance Corp., 11.75%, 11/15/13 Caa1/CCC+     8,615,125
12,825   Michaels Stores, Inc., 10.00%, 11/1/14 (a) B2/CCC     12,921,187
13,355   Neiman-Marcus Group, Inc., 10.375%, 10/15/15 B3/B-     14,423,400
13,350    R.H. Donnelley, Inc., 10.875%, 12/15/12 B2/B     14,184,375
12,840   Rite Aid Corp., 8.625%, 3/1/15 Caa1/CCC+     11,331,300
10,900   Star Gas Partners L.P., 10.25%, 2/15/13, Ser. B Caa3/CCC     11,445,000
            106,785,862
    Semi-Conductors—0.7%        
12,405   Freescale Semiconductor, Inc., 10.125%, 12/15/16 B2/B     10,854,375
    Telecommunications—6.2%        
4,315   Centennial Cellular Operating Co., 10.125%, 6/15/13 B2/CCC+     4,541,538
5,195   Centennial Communications Corp., 10.00%, 1/1/13 Caa1/CCC+     5,454,750
13,560   Hawaiian Telcom Communications, Inc., 12.50%,        
       5/1/15, Ser. B Caa1/CCC     14,441,400
12,400   Intelsat Bermuda Ltd, 11.25%, 6/15/16 Caa1/B-     13,035,500
12,805   Level 3 Financing, Inc., 12.25%, 3/15/13 B3/CCC+     14,021,475
15,700   Millicom International Cellular S.A., 10.00%, 12/1/13 B2/B+     16,642,000
12,680   Nortel Networks Ltd, 10.75%, 7/15/16 (a) B3/B-     13,218,900
14,220   West Corp., 11.00%, 10/15/16 Caa1/B-     14,504,400
            95,859,963
    Theaters—0.7%        
10,785   AMC Entertainment, Inc., 11.00%, 2/1/16 B2/CCC+     11,270,325
    Travel Services—1.0%        
14,560   Travelport LLC, 11.875%, 9/1/16 Caa1/CCC+     15,106,000
 
    Total Corporate Bonds & Notes (cost-$620,217,697)       606,727,005

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 9



Nicholas-Applegate Convertible & Income Fund Schedule of Investments
August 31, 2007 (unaudited)
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
CONVERTIBLE BONDS & NOTES—11.8%        
    Automotive—1.1%        
$15,930   Ford Motor Co., 4.25%, 12/15/36 Caa1/CCC+   $ 17,204,400
    Commercial Services—1.7%        
9,100   Bowne & Co., Inc., 5.00%, 10/1/33 B2/B-     9,691,500
13,440   Memberworks, Inc., 5.50%, 10/1/10 NR/B-     16,715,194
            26,406,694
    Computers—1.1%        
16,400   Maxtor Corp., 6.80%, 4/30/10 Ba1/NR     17,384,000
    Electric—1.3%        
6,075   PG&E Corp., 9.50%, 6/30/10 NR/NR     19,576,687
    Hotels/Gaming—0.2%        
2,365   Mandalay Resort Group, Inc., 6.11%, 3/21/33 (c) Ba2/BB     3,346,475
    Oil & Gas—1.5%        
14,100   Devon Energy Corp., 4.95%, 8/15/08 Baa2/BBB     23,212,125
    Retail—1.4%        
21,008   Sonic Automotive, Inc., 5.25%, 5/7/09 B2/B     20,692,880
    Telecommunications—3.5%        
20,550   Level 3 Communications, Inc., 6.00%, 3/15/10 Caa3/CCC     19,111,500
20,500   Nextel Communications, Inc., 5.25%, 1/15/10 Baa3/BBB     20,448,750
14,845   Nortel Networks Corp., 4.25%, 9/1/08 B3/B-     14,733,663
            54,293,913
 
    Total Convertible Bonds & Notes (cost-$170,732,582)       182,117,174
 
U.S. GOVERNMENT SECURITIES—3.4%        
    United States Treasury Notes,        
33,890      10.375%, 11/15/12       34,308,338
16,275      12.00%, 8/15/13       17,415,536
    Total U.S. Government Securities (cost-$56,233,703)       51,723,874
 
SHORT-TERM INVESTMENT—3.4%        
    Time Deposit—3.4%        
52,679   Bank of America — London, 4.29%, 9/3/07       52,679,310
       (cost-$52,679,310)        
 
    Total Investments (cost-$1,540,615,106) —100.0%     $ 1,536,710,500

10 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund II Schedule of Investments
August 31, 2007 (unaudited)

Shares Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
CONVERTIBLE PREFERRED STOCK—42.6%        
    Agriculture—1.3%        
148   Bunge Ltd, 4.875%, 12/31/49 Ba1/BB   $ 17,697,950
    Automotive—1.7%        
    General Motors Corp.,        
680      5.25%, 3/6/32, Ser. B Caa1/B-     12,974,400
500      6.25%, 7/15/33, Ser. C Caa1/B-     10,645,000
            23,619,400
    Banking—2.4%        
263   Washington Mutual Capital Trust, 5.375%, 5/1/41, Ser. UNIT A3/BBB     12,828,375
166   Wells Fargo Co., 8.00%, 6/1/08, Ser. AAPL (Apple, Inc.) (d) Aa1/AA+     20,200,487
            33,028,862
    Commercial Services—1.0%        
287   United Rentals, Inc., 6.50%, 8/1/28 B3/B-     13,803,357
    Electric—3.8%        
367   AES Trust III, 6.75%, 10/15/29 B3/B     17,553,773
278   Entergy Corp., 7.625%, 2/17/09  NR/BBB     17,800,340
48   NRG Energy, Inc., 5.75%, 3/16/09 B2/CCC+     16,200,000
            51,554,113
    Financial Services—14.4%        
490   Citigroup Funding, Inc., 4.583%, 9/27/08, Ser. GNW (c) Aa1/AA     13,715,100
522   E*Trade Financial Corp., 6.125%, 11/18/08 Ba3/NR     11,036,756
    Goldman Sachs Group, Inc.,        
616      12.00%, 12/12/07, Ser. CSCO (Cisco Systems, Inc.) (d) Aa3/NR     17,272,614
951      20.00%, 12/31/07, Ser. TWX (Time Warner, Inc.) (d) Aa3/NR     16,066,830
404      20.00%, 3/6/08, Ser. DISH (Echostar Communications Corp.) (d) Aa3/NR     15,148,312
253   Lazard Ltd, 6.625%, 5/15/08 Ba1/NR     8,811,823
    Lehman Brothers Holdings, Inc.,        
650      6.25%, 10/15/07, Ser. GIS (General Mills, Inc.) (d) A1/A+     16,932,500
228      8.50%, 8/25/08, Ser. UTX (United Technologies Corp.) (d) A1/A+     16,541,493
434      20.00%, 2/24/08, Ser. HPQ (Hewlett-Packard Co.) (d) A1/A+     18,480,439
    Morgan Stanley,        
219      20.00%, 12/15/07, Ser. XOM (Exxon Mobil Corp.) (d) Aa3/AA-     15,745,227
465      20.00%, 1/31/08, Ser. T (AT&T, Inc.) (d) Aa3/AA-     16,004,518
32      20.00%, 3/8/08, Ser. GOOG (Google, Inc.) (d) Aa3/NR     14,564,448
496      20.00%, 3/24/08, Ser. DIS (The Walt Disney Co.) (d) Aa3/NR     15,323,593
            195,643,653
    Hand/Machine Tools—1.3%        
17   Stanley Works, 7.145%, 5/17/12 (c) A2/A     17,944,425
    Insurance—5.2%        
13   Fortis Insurance NV, 7.75%, 1/26/08 (a) Aa3/A+     17,448,858
526   Metlife, Inc., 6.375%, 8/15/08  NR/BBB+     16,794,980
598   Platinum Underwriters Holdings Ltd, 6.00%, 2/15/09, Ser. A  NR/BB+     19,435,000
635   XL Capital Ltd, 7.00%, 2/15/09 A3/A-     17,049,750
            70,728,588
    Investment Company—1.4%        
366   Vale Capital Ltd., 5.50%, 6/15/10, Ser. RIO (Companhia Vale        
       do Rio Doce) (d)  NR/NR     19,021,600

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report
11


Nicholas-Applegate Convertible & Income Fund II Schedule of Investments
August 31, 2007 (unaudited)

Shares Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Metals & Mining—1.5%        
152   Freeport-McMoRan Copper & Gold, Inc., 6.75%, 5/1/10  NR/B+   $ 20,098,561
    Oil & Gas—1.4%        
179   Chesapeake Energy Corp., 5.00%, 12/31/49  NR/B     18,608,625
    Packaging & Containers—0.5%        
140   Owens-Illinois, Inc. 4.75%, 12/31/49 Caa1/B-     6,219,720
    Pharmaceuticals—2.6%        
    Schering-Plough Corp.,        
300      6.00%, 9/14/07 Baa3/BBB     20,232,742
59      6.00%, 8/13/10 Baa3/BBB     15,750,080
            35,982,822
    Real Estate (REIT)—1.1%        
606   FelCor Lodging Trust, Inc., 1.95%, 12/31/49, Ser. A B2/B-     15,213,187
    Retail—0.5%        
6   Blockbuster, Inc., 7.50%, 12/31/49 NR/NR     6,471,350
    Telecommunications—1.3%        
310   Crown Castle International Corp., 6.25%, 8/15/12 NR/NR     17,437,500
    Waste Disposal—1.2%        
51   Allied Waste Industries, Inc., 6.25%, 3/1/08, Ser. D B3/B     16,784,937
 
    Total Convertible Preferred Stock (cost-$577,293,044)       579,858,650
 
CORPORATE BONDS & NOTES—37.9%        
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Advertising—0.7%        
$9,150   Affinion Group, Inc., 11.50%, 10/15/15 Caa1/B-     9,195,750
    Apparel—1.1%        
    Levi Strauss & Co.,        
2,700      9.75%, 1/15/15 B2/B+     2,808,000
11,010      12.25%, 12/15/12 B2/B+     11,808,225
            14,616,225
    Automotive—2.4%        
3,385   American Axle & Manufacturing, Inc., 7.875%, 3/1/17 Ba3/BB     3,181,900
11,285   Exide Technologies, 10.50%, 3/15/13, Ser. B Caa1/CCC     10,946,450
11,040   General Motors Corp., 8.375%, 7/15/33 Caa1/B-     8,914,800
9,260   Goodyear Tire & Rubber Co., 11.00%, 3/1/11 Ba3/B+     9,966,075
            33,009,225
    Chemicals—1.2%        
11,290   Georgia Gulf Corp., 10.75%, 10/15/16 B3/B-     10,161,000
6,298   Huntsman LLC, 11.625%, 10/15/10 Ba1/BB+     6,691,625
            16,852,625
    Coal—0.4%        
7,195   James River Coal Co., 9.375%, 6/1/12 Ca/CC     5,162,413

12 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund II Schedule of Investments
August 31, 2007 (unaudited)
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Commercial Services—1.5%        
$11,280   Cenveo Corp., 7.875%, 12/1/13 B3/B-   $ 10,377,600
9,440   Hertz Corp., 10.50%, 1/1/16 B2/B     10,242,400
            20,620,000
    Computers—0.5%        
7,925   Unisys Corp., 8.00%, 10/15/12 B2/B+     7,449,500
    Electric—1.6%        
10,645   AES Corp., 9.50%, 6/1/09 B1/B     11,044,188
10,570   PSEG Energy Holdings LLC, 10.00%, 10/1/09 Ba3/BB-     11,266,077
            22,310,265
    Electronics—0.8%        
10,335   Stoneridge, Inc., 11.50%, 5/1/12 B2/B     10,645,050
    Financial Services—1.8%        
6,295   AMR Holdings Co., 10.00%, 2/15/15 B3/B-     6,704,175
2,305   E*Trade Financial Corp., 8.00%, 6/15/11 Ba2/BB-     2,212,800
9,205   Ford Motor Credit Co., 7.00%, 10/1/13 B1/B     8,207,417
4,690   KAR Holdings, Inc., 8.75%, 5/1/14 (a) B3/CCC     4,244,450
3,223   MedCath Holdings Corp., 9.875%, 7/15/12 Caa1/B-     3,400,265
            24,769,107
    Food Products—0.8%        
10,815   Pilgrim’s Pride Corp., 9.625%, 9/15/11 B1/B     11,175,464
    Healthcare—1.0%        
5,865   Alliance Imaging, Inc., 7.25%, 12/15/12 B3/B-     5,630,400
7,985   Hanger Orthopedic Group, Inc., 10.25%, 6/1/14 Caa1/CCC+     8,204,587
            13,834,987
    Home Builders—0.6%        
10,260   William Lyon Homes, Inc., 10.75%, 4/1/13 Caa1/B     8,259,300
    Home Furnishings—0.7%        
9,670   Central Garden & Pet Co., 9.125%, 2/1/13 B3/B     9,404,075
    Manufacturing—1.5%        
11,265   Harland Clarke Holdings Corp., 9.50%, 5/15/15 Caa1/B-     10,138,500
10,135   Sally Holdings LLC, 10.50%, 11/15/16 (a) Caa1/CCC+     9,729,600
            19,868,100
    Metals & Mining—1.1%        
7,090   PNA Group, Inc., 10.75%, 9/1/16 (a) B3/B-     7,347,013
6,910   RathGibson, Inc., 11.25%, 2/15/14 B3/B-     6,953,187
            14,300,200
    Miscellaneous—0.5%        
6,723   Dow Jones CDX High Yield, 10.50%, 12/29/09 (a) (b) NR/NR     6,991,919
    Multi-Media—1.7%        
12,791   CCH I LLC, 11.00%, 10/1/15 Caa2/CCC     12,599,135
1,400   Idearc, Inc., 8.00%, 11/15/16 B2/B+     1,389,500
9,165   Sirius Satellite Radio, Inc., 9.625%, 8/1/13 Caa2/CCC     8,706,750
            22,695,385

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 13



Nicholas-Applegate Convertible & Income Fund II Schedule of Investments
August 31, 2007 (unaudited)
Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Office Furnishings—0.8%        
    Interface, Inc.,        
$4,625      9.50%, 2/1/14 B3/CCC+   $ 4,810,000
5,715      10.375%, 2/1/10 B1/B     5,943,600
            10,753,600
    Paper Products—1.1%        
3,704   Buckeye Technologies, Inc., 9.25%, 9/15/08 B3/B     3,722,520
11,055   NewPage Corp., 12.00%, 5/1/13 B3/CCC+     11,607,750
            15,330,270
    Pharmaceuticals—0.5%        
7,235   Leiner Health Products, Inc., 11.00%, 6/1/12 Caa3/CCC     6,330,625
    Pipelines—0.5%        
7,265   Dynegy Holdings, Inc., 7.75%, 6/1/19 (a) B2/B-     6,756,450
    Retail—6.7%        
12,160   Bon-Ton Stores, Inc., 10.25%, 3/15/14 B3/B-     11,126,400
10,600   Burlington Coat Factory Warehouse Corp., 11.125%, 4/15/14 B3/CCC+     9,699,000
11,525   Claire’s Stores, Inc., 10.50%, 6/1/17 (a) Caa2/CCC+     8,586,125
7,125   El Pollo Loco Finance Corp., 11.75%, 11/15/13 Caa1/CCC+     7,303,125
10,975   Michaels Stores, Inc., 10.00%, 11/1/14 (a) B2/CCC     11,057,313
11,295   Neiman-Marcus Group, Inc., 10.375%, 10/15/15 B3/B-     12,198,600
11,450   R.H. Donnelley, Inc., 10.875%, 12/15/12 B2/B     12,165,625
10,960   Rite Aid Corp., 8.625%, 3/1/15 Caa1/CCC+     9,672,200
9,190   Star Gas Partners L.P., 10.25%, 2/15/13, Ser. B Caa3/CCC     9,649,500
            91,457,888
    Semi-Conductors—0.7%        
10,595   Freescale Semiconductor, Inc., 10.125%, 12/15/16 B2/B     9,270,625
    Telecommunications—6.0%        
3,685   Centennial Cellular Operating Co., 10.125%, 6/15/13 B2/CCC+     3,878,462
4,440   Centennial Communications Corp., 10.00%, 1/1/13 Caa1/CCC+     4,662,000
11,640   Hawaiian Telcom Communications, Inc., 12.50%,        
       5/1/15, Ser. B Caa1/CCC     12,396,600
10,600   Intelsat Bermuda Ltd, 11.25%, 6/15/16 Caa1/B-     11,143,250
10,948   Level 3 Financing, Inc., 12.25%, 3/15/13 B3/CCC+     11,988,060
13,510   Millicom International Cellular S.A., 10.00%, 12/1/13 B2/B+     14,320,600
10,820   Nortel Networks Ltd, 10.75%, 7/15/16 (a) B3/B-     11,279,850
12,155   West Corp., 11.00%, 10/15/16 Caa1/B-     12,398,100
            82,066,922
    Theaters—0.7%        
9,215   AMC Entertainment, Inc., 11.00%, 2/1/16 B2/CCC+     9,629,675
    Travel Services—1.0%        
12,440   Travelport LLC, 11.875%, 9/1/16 Caa1/CCC+     12,906,500
 
    Total Corporate Bonds & Notes (cost-$529,564,833)       515,662,145
 
CONVERTIBLE BONDS & NOTES—12.3%        
    Automotive—1.1%        
14,260   Ford Motor Co., 4.25%, 12/15/36 Caa1/CCC+     15,400,800

14 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Fund II Schedule of Investments
August 31, 2007 (unaudited)

Principal  
Amount Credit Rating
(000)

 

 

(Moody’s/S&P)

 

 

Value
    Commercial Services—1.8%        
$10,125   Bowne & Co., Inc., 5.00%, 10/1/33 B2/B-   $ 10,783,125
11,000   Memberworks, Inc., 5.50%, 10/1/10 NR/B-     13,680,590
            24,463,715
    Computers—1.1%        
14,400   Maxtor Corp., 6.80%, 4/30/10 Ba1/NR     15,264,000
    Electric—1.3%        
5,425   PG&E Corp., 9.50%, 6/30/10 NR/NR     17,482,063
    Hotels/Gaming—0.2%        
2,125   Mandalay Resort Group, Inc., 6.11%, 3/21/33 (c) Ba2/BB     3,006,875
    Oil & Gas—1.5%        
12,500   Devon Energy Corp., 4.95%, 8/15/08 Baa2/BBB     20,578,125
    Retail—1.4%        
18,535   Sonic Automotive, Inc., 5.25%, 5/7/09 B2/B     18,256,975
    Telecommunications—3.9%        
20,000   Level 3 Communications, Inc., 6.00%, 3/15/10 Caa3/CCC     18,600,000
18,500   Nextel Communications, Inc., 5.25%, 1/15/10 Baa3/BBB     18,453,750
15,440   Nortel Networks Corp., 4.25%, 9/1/08 B3/B-     15,324,200
            52,377,950
 
    Total Convertible Bonds & Notes (cost-$157,479,866)       166,830,503
 
U.S. GOVERNMENT SECURITIES—3.2%        
    United States Treasury Notes,        
28,960      10.375%, 11/15/12       29,317,482
13,725      12.00%, 8/15/13       14,686,835
    Total U.S. Government Securities (cost-$47,830,703)       44,004,317
 
SHORT-TERM INVESTMENT—4.0%        
    Time Deposit—4.0%        
55,034   Bank of America — London, 4.29%, 9/3/07       55,033,949
       (cost-$55,033,949)        
 
    Total Investments (cost-$1,367,202,395) —100.0%       1,361,389,564

Notes to Schedules of Investments: 
(a)    144A-security - Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, typically only to qualified institutional buyers. Unless otherwise indicated these securities are not considered to be illiquid.
(b)    Credit-linked trust certificate.
(c)    Variable rate security. Interest rate disclosed reflects the rate in effect on August 31, 2007.
(d)    Securities exchangeable or convertible into securities of an entity different than the issuer. Such entity is identified in the parenthetical.
 

Glossary:
NR — Not Rated
REIT — Real Estate Investment Trust

See accompanying Notes to Financial Statements | 8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 15



Nicholas-Applegate Convertible & Income Funds Statements of Assets and Liabilities
August 31, 2007 (unaudited)
    Convertible &   Convertible &
    Income   Income II
Assets:                
Investments, at value (cost — $1,540,615,106 and                
   $1,367,202,395 respectively)   $ 1,536,710,500     $ 1,361,389,564  
Cash     130,909       128,790  
Interest and dividends receivable     25,963,576       22,463,185  
Interest rate cap premium paid     2,820,234       2,712,797  
Unrealized appreciation on interest rate cap     2,521,766       2,426,203  
Prepaid expenses     71,354       43,301  
   Total Assets     1,568,218,339       1,389,163,840  
 
Liabilities:                
Payable for investments purchased     17,989,361       27,085,448  
Dividends payable to common and preferred shareholders     9,330,062       7,251,389  
Investment management fees payable     905,468       795,952  
Accrued expenses     162,030       128,453  
   Total Liabilities     28,386,921       35,261,242  
Preferred Shares ($0.00001 par value; $25,000 net asset and                
   liquidation value per share applicable to 21,000 and 20,200                
   shares issued and outstanding, respectively)     525,000,000       505,000,000  
Net Assets Applicable to Common Shareholders   $ 1,014,831,418     $ 848,902,598  
 
Composition of Net Assets Applicable to Common Shareholders:                
Common Stock:                
   Par value ($0.00001 per share applicable to 71,371,209 and 59,308,389                
      shares issued and outstanding, respectively)   $ 714     $ 593  
   Paid-in-capital in excess of par     1,020,502,019       843,676,947  
Undistributed (dividends in excess of) net investment income     (6,124,900 )     8,667,258  
Accumulated net realized gain (loss)     1,836,425       (55,572 )
Net unrealized depreciation of investments and interest rate caps     (1,382,840 )     (3,386,628 )
Net Assets Applicable to Common Shareholders   $ 1,014,831,418     $ 848,902,598  
Net Asset Value Per Common Share   $ 14.22     $ 14.31  

16 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07 | See accompanying Notes to Financial Statements



Nicholas-Applegate Convertible & Income Funds Statements of Operations
For the six months ended August 31, 2007 (unaudited)

    Convertible &   Convertible &
    Income   Income II
Investment Income:                
Interest   $ 35,176,758     $ 29,912,057  
Dividends     32,640,838       29,553,027  
Other income     1,497,225       1,260,990  
   Total Investment Income     69,314,821       60,726,074  
 
Expenses:                
Investment management fees     5,568,568       4,893,440  
Auction agent fees and commissions     671,732       652,116  
Excise tax expense           89,476  
Shareholder communications     98,072       83,904  
Custodian and accounting agent fees     96,784       84,640  
Trustees’ fees and expenses     40,220       36,460  
New York Stock Exchange listing fees     35,928       29,353  
Audit and tax services     34,960       34,960  
Legal fees     20,240       15,272  
Transfer agent fees     18,400       16,560  
Insurance expense     14,196       12,445  
Investor relations     8,096       7,728  
Miscellaneous     15,016       8,280  
   Total expenses     6,622,212       5,964,634  
 
Net Investment Income     62,692,609       54,761,440  
 
Realized and Change in Unrealized Gain (Loss):                
Net realized gain on:                
   Investments     12,103,854       8,070,726  
   Interest rate caps     6,123,833       5,890,545  
Net change in unrealized appreciation/depreciation of:                
   Investments     (57,492,314 )     (48,683,988 )
   Interest rate caps     (1,015,263 )     (1,033,797 )
Net realized and change in unrealized loss                
   on investments and interest rate caps     (40,279,890 )     (35,756,514 )
Net Increase in Net Assets Resulting from                
   Investment Operations     22,412,719       19,004,926  
 
Dividends on Preferred Shares from net investment income:     (13,882,600 )     (13,358,463 )
Net Increase in Net Assets Applicable to                
   Common Shareholders Resulting from                
   Investment Operations   $ 8,530,119     $ 5,646,463  

See accompanying Notes to Financial Statements | 8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 17



Nicholas-Applegate Convertible & Income Funds Statements of Changes in Net Assets Applicable to Common Shareholders

Convertible & Income Convertible & Income II
Six Months Six Months
ended ended
August 31, 2007 Year ended August 31, 2007 Year ended
(unaudited) February 28, 2007 (unaudited) February 28, 2007
 
Investment Operations:                                
Net investment income   $ 62,692,609     $ 116,181,272     $ 54,761,440     $ 98,948,695  
Net realized gain on investments and                                
   interest rate caps     18,227,687       8,855,409       13,961,271       7,117,626  
Net change in unrealized appreciation/                                
   depreciation of investments and interest                                
   rate caps     (58,507,577 )     29,697,863       (49,717,785 )     28,469,157  
Net increase in net assets resulting                                
   from investment operations     22,412,719       154,734,544       19,004,926       134,535,478  
 
Dividends and Distributions on                                
   Preferred Shares from:                                
Net investment income     (13,882,600 )     (24,125,321 )     (13,358,463 )     (22,519,793 )
Net realized gains           (1,803,699 )           (2,416,506 )
Total dividends and distributions on                                
   preferred shares     (13,882,600 )     (25,929,020 )     (13,358,463 )     (24,936,299 )
Net increase in net assets applicable to                                
   common shareholders resulting from                                
   investment operations     8,530,119       128,805,524       5,646,463       109,599,179  
 
Dividends and Distributions to                                
   Common Shareholders from:                                
Net investment income     (53,332,194 )     (105,087,315 )     (41,066,206 )     (82,967,363 )
Net realized gains           (13,590,252 )           (14,356,454 )
Total dividends and distributions                                
   to common shareholders     (53,332,194 )     (118,677,567 )     (41,066,206 )     (97,323,817 )
 
Capital Share Transactions:                                
Reinvestment of dividends and distributions     9,484,006       22,242,952       5,308,502       15,969,069  
Total increase (decrease) in net assets                                
   applicable to common shareholders     (35,318,069 )     32,370,909       (30,111,241 )     28,244,431  
 
Net Assets Applicable to                                
   Common Shareholders:                                
Beginning of period     1,050,149,487       1,017,778,578       879,013,839       850,769,408  
End of period (including undistributed                                
   (dividends in excess of) net investment                                
   income of $(6,124,900), $(1,602,715);                                
   $8,667,258 and $8,330,487, respectively)   $ 1,014,831,418     $ 1,050,149,487     $ 848,902,598     $ 879,013,839  
Common shares issued in reinvestment                                
   of dividends and distributions     624,316       1,476,599       349,658       1,085,156  

18 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07 | See accompanying Notes to Financial Statements



Nicholas-Applegate Convertible & Income Funds Notes to Financial Statements
August 31, 2007 (unaudited)

1. Organization and Significant Accounting Policies

Nicholas-Applegate Convertible & Income Fund (“Convertible & Income”) and Nicholas-Applegate Convertible & Income Fund II (“Convertible & Income II”), collectively referred to as the “Funds”, were organized as Massachusetts business trusts on January 17, 2003 and April 22, 2003, respectively. In December 2005, Convertible & Income II changed its fiscal year end from June 30 to February 28. Prior to commencing operations on March 31, 2003, and July 31, 2003, respectively, the Funds had no operations other than matters relating to their organization and registration as diversified, closed-end management investment companies under the Investment Company Act of 1940 and the rules and regulations there under, as amended. Allianz Global Investors Fund Management LLC (the “Investment Manager”) serves as the Funds’ Investment Manager and is an indirect wholly-owned subsidiary of Allianz Global Investors of America L.P. (“Allianz Global”). Allianz Global is an indirect, majority-owned subsidiary of Allianz SE, a publicly traded European insurance and financial services company. The Funds have an unlimited amount of $0.00001 par value common stock authorized.

Each Fund’s investment objective is to provide total return through a combination of capital appreciation and high current income. The Funds attempt to achieve this objective by investing in a portfolio of convertible securities and non-convertible income-producing securities.

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

In the normal course of business, the Funds enter into contracts that contain a variety of representations which provide general indemnifications. The Funds ’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet been asserted. However, the Funds expect the risk of any loss to be remote.

In July 2006, the Financial Accounting Standards Board issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes— an Interpretation of FASB Statement No. 109” (the “Interpretation”). The Interpretation establishes for all entities, including pass-through entities such as the Funds, a minimum threshold for financial statement recognition the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. Fund management has determined that its evaluation of the Interpretation has resulted in no impact to the Funds’ financial statements at August 31, 2007.

In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (“SFAS” 157, Fair Value Measurements, which clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition Adoption of SFAS 157 requires the use of the price that would be received to sell an asset or paid to transfer a liability an orderly transaction between market participants at the measurement date. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. At this time, the Funds are in the process of reviewing SFAS 157 against their current valuation policies to determine future applicability.

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

(a) Valuation of Investments

Portfolio securities and other financial instruments for which market quotations are readily available are stated market value. Portfolio securities and other financial instruments for which market quotations are not readily available or if a development/event occurs that may significantly impact the value of a security, are fair-valued, in good faith, pursuant to guidelines established by the Board of Trustees. The Funds’ investments are valued daily using prices supplied by an independent pricing service or dealer quotations, or by using the last sale price on the exchange that is the primary market for such securities, or the mean between the last quoted bid and ask price for those securities for which the over-the counter market is the primary market or for listed securities in which there were no sales. Independent pricing services use information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics. Short-term securities maturing in 60 days or less are valued at amortized cost, if their original term to maturity was 60 days less, or by amortizing their value on the 61st day prior to maturity, if the original term to maturity exceeded 60 days. The prices used by the Funds to value securities may differ from the value that would be realized if the securities were sold and the differences could be material to the financial statements. Each Fund’s net asset value is normally determined as of the close of regular trading (normally, 4:00 p.m. Eastern time) on the New York Stock Exchange (“NYSE”) on each day the NYSE is open for business.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 19



Nicholas-Applegate Convertible & Income Funds Notes to Financial Statements
August 31, 2007 (unaudited)

1. Organization and Significant Accounting Policies (continued)

(b) Investment Transactions and Investment Income

Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Interest income is recorded on an accrual basis. Discounts or premiums on corporate bonds and notes purchased are accreted or amortized, respectively to interest income over the lives of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date, except for certain convertible preferred stock which record these dividends when the information becomes available.

(c) Federal Income Taxes

The Funds intend to distribute all of its taxable income and to comply with the other requirements of the U.S. Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, no provision for U.S. federal income taxes is required.

(d) Dividends and Distributions—Common Stock

The Funds declare dividends from net investment income monthly to common shareholders. Distributions of net realized capital gains, if any, are paid at least annually. The Funds record dividends and distributions to its shareholders on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from generally accepted accounting principles. These “book-tax” differences are considered either temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal income tax treatment; temporary differences do not require reclassification. To the extent dividends and/or distributions exceed current and accumulated earnings and profits for federal income tax purposes, they are reported as dividends and/or distributions of paid-in capital in excess of par.

(e) Credit-Linked Trust Certificates

Credit-linked trust certificates are investments in a limited purpose trust or other vehicle formed under state law which, in turn, invests in a basket of derivative instruments, such as credit default swaps, interest rate swaps and other securities, in order to provide exposure to the high yield or another fixed income market.

Similar to an investment in a bond, investments in these credit-linked trust certificates represent the right to receive periodic income payments (in the form of distributions) and payment of principal at the end of the term of the certificate. However, these payments are conditioned on the trusts’ receipt of payments from, and the trusts’ potential obligations to, the counterparties to the derivative instruments and other securities in which the trusts invest in.

(f) Interest Rate Caps

In an interest rate cap, one party pays a fee while the other party pays the excess, if any, of a floating rate over a specified fixed rate. Interest rate caps are intended to manage the Funds’ exposure to changes in short-term interest rates and hedge the Auction Preferred Shares. Owning interest rate caps reduces the Funds’ duration, making it less sensitive to changes in interest rates from a market value perspective. The effect on distributions involves protection from rising short-term rates, which the Funds experience primarily in the form of leverage. The Funds are exposed to credit loss in the event of non-performance by the other party to the interest rate cap. Premiums paid by the Funds are recognized as an asset and amortized into realized loss over the life of the interest rate cap. Changes in the value of the interest rate caps are recognized as unrealized appreciation or depreciation. Periodic payments received during periods the floating rate exceeds the specific fixed rate are recognized into realized gain.

(g) Concentration of Risk

It is the Funds’ policy to invest a significant portion of their assets in convertible securities. Although convertible securities do derive part of their value from that of the securities into which they are convertible, they are not considered derivative financial instruments. However, certain of the Funds’ investments include features which render them more sensitive to price changes in their underlying securities. Consequently, this exposes the Funds to greater downside risk than traditional convertible securities, but still less than that of the underlying common stock.

20 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Funds Notes to Financial Statements
August 31, 2007 (unaudited)

2. Investment Manager/Sub-Adviser

The Funds have entered into Investment Management Agreements (the “Agreements”) with the Investment Manager. Subject to the supervision of the Funds’ Board of Trustees, the Investment Manager is responsible for managing, either directly or through others selected by it, the Funds’ investment activities, business affairs and administrative matters. Pursuant to the Agreements, the Funds pay the Investment Manager an annual fee, payable on a monthly basis, at the annual rate of 0.70% of the Funds’ average daily total managed assets. Total managed assets refer to the total assets of each Fund (including assets attributable to any Preferred Shares and any other forms of leverage that may be outstanding) minus accrued liabilities (other than liabilities representing leverage).

The Investment Manager has retained its affiliate, Nicholas-Applegate Capital Management LLC (the “Sub-Adviser”), to manage the Funds’ investments. Subject to the supervision of the Investment Manager, the Sub-Adviser is responsible for making all of the Funds’ investment decisions. For its services pursuant to Sub-Advisory agreements, the Investment Manager; and not the Funds, pay the Sub-Adviser a monthly fee.

3. Investment in Securities

For the six months ended August 31, 2007, purchases and sales of investments, other than short-term securities and U.S. government obligations were:

        Convertible & Income   Convertible & Income II
Purchases       $389,761,050   $357,896,935
Sales        224,926,298    202,768,753
         
(a) Interest rate cap agreements outstanding at August 31, 2007:        
         
Convertible & Income:                
  Notional Termination Payment received Unrealized
Counterparty

 

Amount

 

Date

 

Premium

 

by Fund

 

Appreciation
UBS AG   $525,000,000   1/15/08   $2,820,234   1 month LIBOR-BBA   $2,521,766
                over 3% strike price    
Convertible & Income II:                
    Notional   Termination       Payment received   Unrealized
Counterparty

 

Amount

 

Date

 

Premium

 

by Fund

 

Appreciation
UBS AG   $505,000,000   1/15/08   $2,712,797   1 month LIBOR-BBA   $2,426,203
                over 3% strike price    
__________
LIBOR—London Interbank Offered Rate

4. Income Tax Information

The Funds’ cost of investments for both federal income tax purposes and financial reporting purposes is substantially the same. Gross unrealized appreciation and gross unrealized depreciation of investments at August 31, 2007 were:

Gross Gross Net
Cost of Unrealized Unrealized Unrealized

 

 

Investments

 

Appreciation

 

Depreciation

 

Depreciation
Convertible & Income:    $1,540,615,106    $61,900,979    $65,805,585   $(3,904,606 )
Convertible & Income II:    1,367,202,395    52,391,320    58,204,151   (5,812,831 )

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 21



Nicholas-Applegate Convertible & Income Funds Notes to Financial Statements
August 31, 2007 (unaudited)

5. Auction Preferred Shares

Convertible & Income has issued 4,200 shares of Preferred Shares Series A, 4,200 shares of Preferred Shares Series B, 4,200 shares of Preferred Shares Series C, 4,200 shares of Preferred Shares Series D, and 4,200 shares of Preferred Shares Series E each with a liquidation preference of $25,000 per share plus accrued dividends.

Convertible & Income II has issued 4,040 shares of Preferred Shares Series A, 4,040 shares of Preferred Shares Series B, 4,040 shares of Preferred Shares Series C, 4,040 shares of Preferred Shares Series D, and 4,040 shares of Preferred Shares Series E each with a liquidation preference of $25,000 per share plus accrued dividends.

Dividends are accumulated daily at an annual rate (typically re-set every seven days) through auction procedures. Distributions of net realized long-term gains, if any, are paid annually.

Convertible & Income:

For the six months ended August 31, 2007, the annualized dividend rate ranged from:

 
 
High
 
Low
 
At August 31, 2007  
Series A   6.50%   5.00%   6.20%  
Series B   7.75%   4.97%   6.25%  
Series C   6.35%   4.90%   6.35%  
Series D   6.75%   5.00%   6.40%  
Series E   7.00%   4.90%   6.25%  
 
Convertible & Income II:              
 
For the six months ended August 31, 2007, the annualized dividend rate ranged from:      
 
 
High
 
Low
 
At August 31, 2007  
Series A   6.50%   5.03%   6.20%  
Series B   7.75%   4.97%   6.35%  
Series C   6.35%   5.00%   6.35%  
Series D   6.75%   5.00%   6.40%  
Series E   7.00%   4.75%   6.25%  

The Funds are subject to certain limitations and restrictions while Preferred Shares are outstanding. Failure to comply with these limitations and restrictions could preclude the Funds from declaring any dividends or distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of Preferred Shares at their liquidation value.

Preferred Shares, which are entitled to one vote per share, generally vote with the common stock but vote separately as a class to elect two Trustees and on any matters affecting the rights of the Preferred Shares.

6. Subsequent Common Dividend Declarations

On September 4, 2007, the following dividends were declared to common shareholders payable October 1, 2007 to shareholders of record on September 14, 2007:

   Convertible & Income   $0.125 per common share
   Convertible & Income II   $0.11875 per common share
 
On October 1, 2007 the following dividends were declared to common shareholders payable November 1, 2007 to shareholders of record on October 11, 2007:
       
   Convertible & Income   $0.125 per common share
    Convertible & Income II   $0.11875 per common share

7. Legal Proceedings

In June and September 2004, the Investment Manager, certain of its affiliates (including Allianz Global Investors Distributors LLC; PEA Capital LLC and Allianz Global) agreed to settle, without admitting or denying the allegations, claims brought by the Securities and Exchange Commission (the “Commission”) and the New Jersey Attorney General alleging violations of federal and state securities laws with respect to certain open-end funds for which the Investment Manager serves as investment adviser. The settlements related to an alleged “market timing” arrangement in certain open-end

22 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Funds Notes to Financial Statements
August 31, 2007 (unaudited)

7. Legal Proceedings (continued)

funds formerly sub-advised by PEA Capital LLC. The Investment Manager and its affiliates agreed to pay a total of $68 million to settle the claims related to shelf space. In addition to monetary payments, the settling parties agreed to undertake certain corporate governance, compliance and disclosure reforms related to market timing, and consented to cease and desist orders and censures. Subsequent to these events, PEA Capital LLC deregistered and dissolved. None of the settlements alleged that any inappropriate activity took place with respect to the Funds.

Since February 2004, the Investment Manager, the Sub-Adviser and certain of their affiliates and their employees have been named as defendants in a number of pending lawsuits concerning “market timing”; and “revenue sharing/shelf-space/directed brokerage,” which allege the same or similar conduct underlying the regulatory settlements discussed above. The market timing lawsuits and have been consolidated in a muti-district litigation proceeding in the U.S. District Court for the District of Maryland. Any potential resolution of these matters may include, but not be limited to judgments or settlements for damages against the Investment Manager, the Sub-Adviser or their affiliates or related injunctions.

The Investment Manager and the Sub-Adviser believe that these matters are not likely to have a material adverse effect on the Funds or on their ability to perform their respective investment advisory activities relating to the Funds.

The foregoing speaks only as of the date hereof.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 23



Nicholas-Applegate Convertible & Income Fund Financial Highlights
For a share of common stock outstanding throughout each period:

For the Period
Six Months March 31,
ended Year ended 2003*
August 31, 2007 February 28, February 28, February 28, through
(unaudited) 2007 2006 2005 February 29, 2004
Net asset value, beginning of period   $ 14.84     $ 14.69     $ 16.07     $ 16.67     $ 14.33 **
Income from Investment                                        
 Operations:                                        
Net investment income     0.88       1.66       1.51       1.48       1.28  
Net realized and change in unrealized                                        
   gain (loss) on investments and                                        
   interest rate caps     (0.56 )     0.55       (0.48 )     0.38       2.61  
Total from investment operations     0.32       2.21       1.03       1.86       3.89  
Dividends and Distributions on                                        
   Preferred Shares from:                                        
Net investment income     (0.19 )     (0.34 )     (0.25 )     (0.12 )     (0.07 )
Net realized gains           (0.03 )     (0.02 )     (0.02 )      
Total dividends and distributions                                        
   on preferred shares     (0.19 )     (0.37 )     (0.27 )     (0.14 )     (0.07 )
Net increase in net assets applicable                                        
   to common shareholders resulting                                        
   from investment operations     0.13       1.84       0.76       1.72       3.82  
Dividends and Distributions to                                        
   Common Shareholders from:                                        
Net investment income     (0.75 )     (1.50 )     (1.91 )     (1.50 )     (1.33 )
Net realized gains           (0.19 )     (0.23 )     (0.82 )     (0.03 )
Total dividends and distributions                                        
   to common shareholders     (0.75 )     (1.69 )     (2.14 )     (2.32 )     (1.36 )
Capital Share Transactions:                                        
Common stock offering costs charged                                        
 to paid-in capital in excess of par                             (0.03 )
Preferred shares offering costs/                                        
 underwriting discounts charged to                                        
 paid-in capital in excess of par                             (0.09 )
Total capital share transactions                             (0.12 )
Net asset value, end of period   $ 14.22     $ 14.84     $ 14.69     $ 16.07     $ 16.67  
Market price, end of period   $ 13.77     $ 16.08     $ 15.69     $ 15.82     $ 16.38  
Total Investment Return (1)     (10.01 )%     14.60 %     14.30 %     11.53 %     18.98 %
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets applicable to common                                        
   shareholders, end of period (000)   $ 1,014,831     $ 1,050,149     $ 1,017,779     $ 1,086,001     $ 1,101,833  
Ratio of expenses to average                                        
 net assets (2)     1.25 % (3)     1.27 %     1.28 % (4)     1.24 %     1.17 % (3)
Ratio of net investment income to                                        
   average net assets (2)     11.79 % (3)     11.37 %     10.03 %     9.20 %     8.97 % (3)
Preferred shares asset coverage                                        
 per share   $ 73,288     $ 74,981     $ 73,442     $ 76,698     $ 77,460  
Portfolio turnover     15 %     67 %     52 %     70 %     86 %
* Commencement of operations
** Initial public offering price of $15.00 per share less underwriting discount of $0.675 per share.
(1) Total investment return is calculated assuming a purchase of a share of common stock at the current market price on the first day of the period and a sale of a share of common stock at the current market price on the last day of each period reported. Dividends and distributions are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Total investment return does not reflect brokerage commissions or sales charges. Total investment return for a period of less than one year is not annualized.
(2) Calculated on the basis of income and expenses applicable to both common shares and preferred shares relative to the average net assets of common shareholders.
(3) Annualized.
(4)      Ratio of expenses to average net assets, excluding excise tax expense was 1.26%.

24 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07 | See accompanying Notes to Financial Statements



Nicholas-Applegate Convertible & Income Fund II Financial Highlights
For a share of common stock outstanding throughout each period:

For the Period For the Period
Six Months Year July 1, 2005 Year July 31, 2003*
ended ended through ended through
August 31, 2007 February 28, February 28, June 30, June 30,
(unaudited) 2007 2006† 2005 2004
Net asset value, beginning of period   $ 14.91     $ 14.70     $ 14.61     $ 15.18     $ 14.33 **
Income from Investment                                        
   Operations:                                        
Net investment income     0.92       1.69       1.04       1.59       1.23  
Net realized and change in unrealized                                        
   gain (loss) on investments and                                        
   interest rate caps     (0.60 )     0.61       0.58       (0.39 )     1.10  
Total from investment operations     0.32       2.30       1.62       1.20       2.33  
Dividends and Distributions on                                        
   Preferred Shares from:                                        
Net investment income     (0.23 )     (0.38 )     (0.17 )     (0.21 )     (0.08 )
Net realized gains           (0.04 )     (0.05 )     (0.00 ) ††      
Total dividends and distributions                                        
   on preferred shares     (0.23 )     (0.42 )     (0.22 )     (0.21 )     (0.08 )
Net increase in net assets applicable                                        
   to common shareholders resulting                                        
   from investment operations     0.09       1.88       1.40       0.99       2.25  
Dividends and Distributions to                                        
   Common Shareholders from:                                        
Net investment income     (0.69 )     (1.42 )     (1.05 )     (1.42 )     (1.24 )
Net realized gains           (0.25 )     (0.26 )     (0.14 )     (0.03 )
Total dividends and distributions                                        
   to common shareholders     (0.69 )     (1.67 )     (1.31 )     (1.56 )     (1.27 )
Capital Share Transactions:                                        
Common stock offering costs charged                                        
   to paid-in capital in excess of par                             (0.03 )
Preferred shares offering costs/                                        
   underwriting discounts charged to                                        
   paid-in capital in excess of par                             (0.10 )
Total capital share transactions                             (0.13 )
Net asset value, end of period   $ 14.31     $ 14.91     $ 14.70     $ 14.61     $ 15.18  
Market price, end of period   $ 13.80     $ 15.42     $ 15.14     $ 14.74     $ 14.05  
Total Investment Return (1)     (6.28 )%     13.99 %     12.10 %     16.44 %     1.88 %
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets applicable to common                                        
   shareholders, end of period (000)   $ 848,903     $ 879,014     $ 850,769     $ 834,909     $ 855,783  
Ratio of expenses to average                                        
   net assets (2)     1.34% (3)(5)       1.34 %     1.37% (3)(4)       1.35 %     1.23 % (3)
Ratio of net investment income to                                        
   average net assets (2)     12.30 % (3)     11.56 %     10.57 % (3)     9.79 %     8.87 % (3)
Preferred shares asset coverage                                        
   per share   $ 66,992     $ 68,493     $ 67,096     $ 66,319     $ 67,359  
Portfolio turnover     15 %     60 %     33 %     67 %     73 %
* Commencement of operations
** Initial public offering price of $15.00 per share less underwriting discount of $0.675 per share.
During the period the Fund ’ s fiscal year-end changed from June 30 to February 28. †† Less than $0.005 per share.
(1) Total investment return is calculated assuming a purchase of a share of common stock at the current market price on the first day of the period and a sale of a share of common stock at the current market price on the last day of each period reported. Dividends and distributions are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Total investment return does not reflect brokerage commissions or sales charges. Total investment return for a period of less than one year is not annualized.
(2) Calculated on the basis of income and expenses applicable to both common shares and preferred shares relative to the average net assets of common shareholders.
(3) Annualized.
(4) Ratio of expenses to average net assets, excluding excise tax expense was 1.35%.
(5) Ratio of expenses to average net assets, excluding excise tax expense was 1.32%.
 

See accompanying Notes to Financial Statements | 8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 25



Nicholas-Applegate Convertible & Income Funds Annual Shareholder Meetings Results
August 31, 2007 (unaudited)

The Funds held their joint annual meetings of shareholders on July 25, 2007. Common/Preferred shareholders of Convertible & Income voted to re-elect Robert E. Connor and Hans W. Kertess, and elect William B. Ogden, IV and John C. Maney as Trustees. Common/Preferred shareholders of Convertible & Income II voted to re-elect Paul Belica and Robert E. Connor, and elect William B. Ogden, IV and John C. Maney as Trustees as indicated below.

        Withheld
 
 
Affirmative
 
Authority
 
Convertible & Income        
Re-election of Robert E. Connor* — Class I to serve until 2010   16,948   101
Re-election of Hans W. Kertess — Class I to serve until 2010   62,416,432   885,197
Election of William B. Ogden, IV — Class I to serve until 2010   62,422,180   879,449
Election of John C. Maney — Class III to serve until 2009   62,418,800   882,829
 
Convertible & Income II        
Re-election of Paul Belica — Class I to serve until 2010   52,282,756   654,339
Re-election of Robert E. Connor* — Class I to serve until 2010   16,515   89
Election of William B. Ogden, IV — Class I to serve until 2010   52,366,529   570,566
Election of John C. Maney — Class III to serve until 2009   52,352,840   584,255

Messrs. Paul Belica, John Dalessandro II* and R. Peter Sullivan III continue to serve as Trustees of Convertible & Income and Messrs. John Dalessandro II, Hans W. Kertess and R. Peter Sullivan III continue to serve as Trustees of Convertible & Income II.


* Preferred Shares Trustee

26 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Funds Matters Relating to the Trustees’
  Consideration of the Investment
  Management and Portfolio
  Management Agreements
  (unaudited)

The Investment Company Act of 1940 requires that both the full Board of Trustees (the “Trustees”) and a majority of the non-interested (“Independent”) Trustees, voting separately, approve the Funds’ Management Agreements (the “Advisory Agreements”) with the Investment Manager and Portfolio Management Agreements (the “Sub-Advisory Agreements”, and together with the Advisory Agreements, the “Agreements”) between the Investment Manager and the Sub-Adviser. The Trustees met on June 13, 2007 (the “contract review meeting”) for the specific purpose of considering whether to approve the Advisory Agreements and the Sub-Advisory Agreements. The Independent Trustees were assisted in their evaluation of the Agreements by independent legal counsel, from whom they received separate legal advice and with whom they met separately from Fund management during the contract review meeting.

Based on their evaluation of factors that they deemed to be material, including those factors described below, the Board of Trustees, including a majority of the Independent Trustees, concluded that the Funds ’ Advisory Agreements and the Sub-Advisory Agreements should be approved for a one-year period commencing July 1, 2007.

In connection with their deliberations regarding the continuation of the Agreements, the Trustees, including the Independent Trustees, considered such information and factors as they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. As described below, the Trustees considered the nature, quality, and extent of the various investment management, administrative and other services performed by the Investment Manager and the Sub-Adviser under the Agreements.

In connection with their contract review meeting, the Trustees received and relied upon materials provided by the Investment Manager which included, among other items: (i) information provided by Lipper Analytical Services Inc. (“Lipper Inc.”) on the total return investment performance (based on net assets) of the Funds for various time periods and the investment performance of a group of funds with substantially similar investment classifications/objectives identified by Lipper Inc., (ii) information provided by Lipper Inc. on the Funds’ management fees and other expenses and the management fees and other expenses of comparable funds identified by Lipper Inc., (iii) information regarding the investment performance and management fees of comparable portfolios of other clients of the Sub-Adviser, including institutional separate accounts and other clients, (iv) the profitability to the Investment Manager from its relationship with the Funds for the twelve months ended March 31, 2007, (v) descriptions of various functions performed by the Investment Manager and the Sub-Adviser for the Funds, such as portfolio management, compliance monitoring and portfolio trading practices, and (vi) information regarding the overall organization of the Investment Manager and the Sub-Adviser, including information regarding senior management, portfolio managers and other personnel providing investment management, administrative and other services to the Funds.

The Trustees’ conclusions as to the continuation of the Agreements were based on a comprehensive consideration of all information provided to the Trustees and not the result of any single factor. Some of the factors that figured particularly in the Trustees’ deliberations are described below, although individual Trustees may have evaluated the information presented differently from one another, giving different weights to various factors.

As part of their review, the Trustees examined the Investment Manager’s and the Sub-Adviser’s ability to provide high quality investment management and other services to the Funds. The Trustees considered the investment philosophy and research and decision-making processes of the Sub-Adviser; the experience of key advisory personnel of the Sub-Adviser responsible for portfolio management of the Funds; the ability of the Investment Manager and the Sub-Adviser to attract and retain capable personnel; the capability and integrity of the senior management and staff of the Investment Manager and the Sub-Adviser; and the level of skill required to manage the Funds. In addition, the Trustees reviewed the quality of the Investment Manager’s and the Sub-Adviser’s services with respect to regulatory compliance and compliance with the investment policies of the Funds; the nature and quality of certain administrative services the Investment Manager is responsible for providing to the Funds; and conditions that might affect the Investment Manager’s or the Sub-Adviser’s ability to provide high quality services to the Funds in the future under the Agreements, including each organization’s respective business reputation, financial condition and operational stability. Based on the foregoing, the Trustees concluded that the Sub-Adviser’s investment process, research capabilities and philosophy were well suited to the Funds given their investment objectives and policies, and that the Investment Manager and the Sub-Adviser would be able to continue to meet any reasonably foreseeable obligations under the Agreements.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 27



Nicholas-Applegate Convertible & Income Funds Matters Relating to the Trustees’
  Consideration of the Investment
  Management and Portfolio
  Management Agreements
  (unaudited)

Based on information provided by Lipper Inc., the Trustees also reviewed each Fund’s total return investment performance as well as the performance of comparable funds identified by Lipper Inc. In the course of their deliberations, the Trustees took into account information provided by the Investment Manager in connection with the contract review meeting, as well as during investment review meetings conducted with portfolio management personnel during the course of the year regarding each Fund’s performance.

In assessing the reasonableness of each Fund’s fees under the Agreements, the Trustees considered, among other information, each Fund’s management fee and the total expense ratio as a percentage of average net assets attributable to common shares and the management fee and total expense ratios of comparable funds identified by Lipper Inc.

For each of the Funds, the Trustees specifically took note of how each Fund compared to its Lipper Inc. peers as to performance and total expense ratio. The Trustees noted that while the Funds are not charged a separate administration fee, it was not clear whether the peer funds in the Lipper Inc. categories were charged such a fee by their investment managers. Thus, the Trustees, at the recommendation of the Investment Manager, considered the total expenses of the Funds compared to the total expenses of the peer funds, recognizing that the fees for management and administrative services would be subsumed within the total expense ratio.

Nicholas-Applegate Convertible & Income Fund

The Trustees noted that Nicholas-Applegate Convertible & Income Fund outperformed its peer group’s median and low returns but had slightly underperformed the group’s high returns for the one-year period ended March 31, 2007. The Trustees also noted that Nicholas-Applegate Convertible & Income Fund outperformed its peer low group but had slightly underperformed the median and the high group for the three-year period ended March 31, 2007. The Trustees noted that in the one-year period, Nicholas-Applegate Convertible & Income Fund’s total return was ranked second out of six funds in its Lipper category for its asset class. The Trustees also noted that Nicholas-Applegate Convertible & Income Fund’s expense ratio was significantly below the high for its peer group but was slightly above the median and the low for its peer group.

Nicholas-Applegate Convertible & Income Fund II

The Trustees noted that Nicholas-Applegate Convertible & Income Fund II outperformed its peer group’s median and low returns and was in line with the peer group’s high returns for the one-year period ended March 31, 2007. The Trustees also noted that Nicholas-Applegate Convertible & Income Fund II outperformed its peer group’s median and low returns but had underperformed the peer group’s high returns for the three-year period ended March 31, 2007. The Trustees noted that in the one-year period, Nicholas-Applegate Convertible & Income Fund II’s total return was ranked first out of six funds in its Lipper category for its asset class. The Trustees also noted that Nicholas-Applegate Convertible & Income Fund II’s expense ratio was below the high for its peer group and was slightly above the median and the low for its peer group.

After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the Agreements, that they were satisfied with the Investment Manager’s and the Sub-Adviser’s responses and efforts relating to investment performance and the comparative positioning of each Fund with respect to the management fee paid to the Investment Manager.

The Trustees also considered the management fees charged by the Sub-Adviser to other clients, including institutional separate accounts with investment strategies similar to those of the Funds. Regarding the institutional separate accounts, they noted that the management fees paid by the Funds are generally higher than the fees paid by these other clients of the Sub-Adviser, but were advised that the administrative burden for the Investment Manager and the Sub-Adviser with respect to the Funds is also relatively higher, due in part to the more extensive regulatory regime to which the Funds are subject in comparison to institutional separate accounts. The Trustees noted that the management fees paid by the Funds are generally higher than the fees paid by the open-end funds but were advised that there are additional portfolio management challenges in managing the Funds, such as the use of leverage and meeting a regular dividend.

The Trustees also took into account that the Funds have preferred shares outstanding, which increases the amount of fees received by the Investment Manager and the Sub-Adviser under the Agreements (because the fees are calculated based on either the Fund’s new assets or total managed assets, including assets attributable to preferred shares and other forms of leverage outstanding but not deducting any liabilities connected to the leverage). In this regard, the Trustees took into

28 Nicholas-Applegate Convertible & Income Funds Semi-Annual Report | 8.31.07



Nicholas-Applegate Convertible & Income Funds   Matters Relating to the Trustees’
  Consideration of the Investment
  Management and Portfolio
  Management Agreements
  (unaudited)

account that the Investment Manager and the Sub-Adviser have a financial incentive for the Funds to continue to have preferred shares outstanding, which may create a conflict of interest between the Investment Manager and the Sub-Adviser, on the one hand, and the Fund’s common shareholders, on the other. In this regard, the Trustees considered information provided by the Investment Manager and the Sub-Adviser indicating that each Fund’s use of leverage through preferred shares continues to be appropriate and in the interests of the Fund’s common shareholders.

Based on a profitability analysis provided by the Investment Manager, the Trustees also considered the profitability of the Investment Manager from its relationship with each Fund and determined that such profitability was not excessive.

The Trustees also took into account that, as closed-end investment companies, the Funds do not currently intend to raise additional assets, so the assets of the Funds will grow (if at all) only through the investment performance of each Fund. Therefore, the Trustees did not consider potential economies of scale as a principal factor in assessing the fee rates payable under the Agreements.

Additionally, the Trustees considered so-called “fall-out benefits” to the Investment Manager and the Sub-Adviser, such as reputational value derived from serving as Investment Manager and Sub-Adviser to the Funds.

After reviewing these and other factors described herein, the Trustees concluded, within the context of their overall conclusions regarding the Agreements, that the fees payable under the Agreements represent reasonable compensation in light of the nature and quality of the services being provided by the Investment Manager and Sub-Adviser to the Funds.

8.31.07 | Nicholas-Applegate Convertible & Income Funds Semi-Annual Report 29



Trustees and Principal Officers    
Hans W. Kertess   Brian S. Shlissel
  Trustee, Chairman of the Board of Trustees     President & Chief Executive Officer
Paul Belica   Lawrence G. Altadonna
  Trustee     Treasurer, Principal Financial & Accounting Officer
Robert E. Connor   Thomas J. Fuccillo
  Trustee     Vice President, Secretary & Chief Legal Officer
John J. Dalessandro II   Scott Whisten
  Trustee     Assistant Treasurer
John C. Maney   Youse E. Guia
  Trustee     Chief Compliance Officer
William B. Ogden, IV   William V. Healey
  Trustee     Assistant Secretary
R. Peter Sullivan III   Richard H. Kirk
  Trustee     Assistant Secretary
    Kathleen A. Chapman
      Assistant Secretary
    Lagan Srivastava
      Assistant Secretary

Investment Manager
Allianz Global Investors Fund Management LLC
1345 Avenue of the Americas
New York, NY 10105

Sub-Adviser
Nicholas-Applegate Capital Management LLC
600 West Broadway, 30th Floor
San Diego, California 92101

Custodian & Accounting Agent
Brown Brothers Harriman & Co.
40 Water Street
Boston, MA 02109

Transfer Agent, Dividend Paying Agent and Registrar
PFPC Inc.
P.O. Box 43027
Providence, RI 02940-3027

Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY 10017

Legal Counsel
Ropes & Gray LLP
One International Place
Boston, MA 02110-2624

This report, including the financial information herein, is transmitted to the shareholders of Nicholas-Applegate Convertible & Income Fund and Nicholas-Applegate Convertible & Income Fund II for their information. It is not a prospectus, circular or representation intended for use in the purchase of shares of the Funds or any securities mentioned in this report.

The financial information included herein is taken from the records of the Funds without examination by an independent registered public accounting firm, who did not express an opinion hereon.

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Funds may purchase shares of their common stock in the open market.

The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) forthe first and third quarters of their fiscal year on Form N-Q. The Funds Form N-Qs are is available on the SECs website at www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The information on Form N-Q is also available on the Fundswebsite at www.allianzinvestors.com/closedendfunds.

On August 15, 2007, the Funds submitted CEO annual certifications to the New York Stock Exchange (NYSE) on which the Fundsprincipal executive officer certified that he was not aware, as of the date, of any violation by each Fund of the NYSEs Corporate Governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Funds principal executive and principal financial officer made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q relating to, among other things, the Funds disclosure controls and procedures and internal control over financial reporting, as applicable.

Information on the Funds is available at www.allianzinvestors.com/closedendfunds or by calling the Funds shareholder servicing agent at (800) 331-1710.




ITEM 2. CODE OF ETHICS

Not required in this filing.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT

Not required in this filing.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Not required in this filing.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANT

Not required in this filing.

ITEM 6. SCHEDULE OF INVESTMENTS Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this form.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED END MANAGEMENT INVESTMENT COMPANIES.

Not required in this filing.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED END MANAGEMENT INVESTMENT COMPANIES

Not required in this filing.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED COMPANIES

            Total Number   Maximum Number of
            Of Shares Purchased   Shares That May Yet Be
    Total Number   Average   As Part Of Publicly   Purchased Under The
    Of Shares   Price Paid   Announced Plans Or   Plans
Period   Purchased   Per Share   Programs   Or Programs
                 
March 2007   N/A   14.86   74,655   N/A
April 2007   N/A   14.99   70,380   N/A
May 2007   N/A   15.34   68,206   N/A
June 2007   N/A   15.54   69,316   N/A
July 2007   N/A   15.21   67,101   N/A
August 2007   N/A   N/A   N/A   N/A

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Trustees since the Fund last provided disclosure in response to this item.

ITEM 11. CONTROLS AND PROCEDURES

(a) The registrant’s President and Chief Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR 270.3a -3(c)), as amended are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no significant changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(c)) under the Act (17 CFR 270.3a -3(d)) that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. 

ITEM 12. EXHIBITS

 


(a) (1) Exhibit 99 Cert. - Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(b) Exhibit 99.906 Cert. - Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



Signature

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) Nicholas-Applegate
Convertible & Income Fund II

By
/s/ Brian S. Shlissel
President and Chief Executive Officer

Date November 8, 2007

By /s/ Lawrence G. Altadonna
Treasurer, Principal Financial & Accounting Officer

Date November 8, 2007

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By /s/ Brian S. Shlissel
President and Chief Executive Officer

Date November 8, 2007

By /s/ Lawrence G. Altadonna
Treasurer, Principal Financial & Accounting Officer

Date November 8, 2007