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ADAM T. TEUFEL
adam.teufel@dechert.com +1 202 261 3464 Direct +1 202 261 3164 Fax |
November 23, 2020
VIA EDGAR
Anu Dubey
Division of Investment Management
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | PIMCO Income Strategy Fund II |
Files Nos. 333-249436 and 811-21601 |
Dear Ms. Dubey:
This letter is in response to comments from the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) received from you via telephone regarding the Registration Statement on Form N-2 (the “Registration Statement”) of PIMCO Income Strategy Fund II (the “Fund”), which was filed with the SEC on October 9, 2020. The below response will be reflected, to the extent applicable, in Pre-Effective Amendment No. 1 (“PEA 1”) to the Fund’s Registration Statement.
The following sets forth the Staff’s comments and the Fund’s responses thereto.
Comment 1: Under the “Portfolio Contents” sections of the summary prospectus and the prospectus, please revise the first sentence of the “Temporary defensive investments” section to state the following: “In attempting to respond to adverse market, economic, political, or other conditions, as determined by PIMCO, when PIMCO deems it appropriate to do so, the Fund may, for temporary defensive purposes, deviate from its investment strategy by investing some or all of its total assets in investments such as high grade debt securities, including high quality, short-term debt securities, and cash and cash equivalents.”
Response: The disclosure has been revised accordingly.
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| Anu Dubey November 17, 2020 Page 2 |
We believe that the foregoing has been responsive to the Staff’s comments. Please call the undersigned at (202) 261-3464 if you wish to discuss this correspondence further.
Sincerely,
/s/ Adam T. Teufel
Adam T. Teufel
| cc: | Ryan Leshaw, Pacific Investment Management Company LLC |
Timothy Bekkers, Pacific Investment Management Company LLC |
Nathan Briggs, Ropes & Gray LLP |