Allianz Global Investors Fund Management LLC 1633 Broadway New York, NY 10019 November 1, 2012 Ladies and Gentlemen:

Exhibit (14)(e)(ii)

Allianz Global Investors Fund Management LLC
0000 Xxxxxxxx
Xxx Xxxx, XX 00000

November 1, 2012

Ladies and Gentlemen:

     Pursuant to an Expense Waiver Agreement effective as of November 1, 2012 between Allianz Funds (the “Trust”) and Allianz Global Investors Fund Management LLC (“AGIFM”), AGIFM has agreed to certain waivers of its fees payable under the Amended and Restated Investment Advisory Agreement dated May 5, 2000.

     In connection with this, Allianz Global Investors Capital LLC (“AGIC”) agrees to waive a portion of its fees payable under the Portfolio Management Agreement dated March 3, 2005 between AGIFM and AGIC (as novated from Xxxxxxxxxxx Capital LLC, effective August 25, 2010) with respect to the series, and in the amounts, specified in Exhibit A, for a term lasting from November 1, 2012 through October 31, 2013.

     If the foregoing correctly sets forth the agreement between the AGIFM and AGIC, please so indicate by signing and returning to AGIFM the enclosed copy hereof.

	Very truly yours, ALLIANZ GLOBAL INVESTORS FUND MANAGEMENT LLC
	By:	/s/ Xxxxx X. Xxxxxxxx
	Name:		Xxxxx X. Xxxxxxxx
	Title:		Managing Director

ACCEPTED AND AGREED TO:
Allianz Global Investors Capital LLC
By: Name:		/s/ Xxxxxxx Field Xxxxxxx Field
Title:		Managing Director, Chief Legal Officer and Secretary

Exhibit A

		Expense Waiver (stated as a
		percentage of average daily net
		assets of the Fund or
		attributable to the specified
Fund		share class(es), as applicable)
Allianz AGIC Opportunity Fund			0.05%