Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
GROSS WILLIAM H
2. Issuer Name and Ticker or Trading Symbol
PIMCO MUNICIPAL INCOME FUND III [PMX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
EXECUTIVE COMMITTEE MEMBER
(Last)
(First)
(Middle)

840 NEWPORT CENTER DRIVE, SUITE 100
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
09/30/2008
(Street)


NEWPORT BEACH, CA 92660
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
COMMON STOCK 05/09/2003   P4 11,666 (1) A $ 14.4971 11,666 I BY CHILD'S TRUST #1
COMMON STOCK 05/09/2003   P4 11,667 (1) A $ 14.4971 11,667 I BY CHILD'S TRUST #2
COMMON STOCK 05/09/2003   P4 11,667 (1) A $ 14.4971 11,667 I BY CHILD'S TRUST #3
COMMON STOCK 05/22/2003   P4 666 (1) A $ 14.63 666 I BY CHILD'S TRUST #1
COMMON STOCK 05/22/2003   P4 666 (1) A $ 14.63 666 I BY CHILD'S TRUST #2
COMMON STOCK 05/22/2003   P4 668 (1) A $ 14.63 668 I BY CHILD'S TRUST #3
COMMON STOCK 02/07/2005   P4 767 A $ 14.97 767 I BY CHILD'S TRUST #1
COMMON STOCK 02/07/2005   P4 766 A $ 14.97 766 I BY CHILD'S TRUST #2
COMMON STOCK 02/07/2005   P4 767 A $ 14.97 767 I BY CHILD'S TRUST #3
COMMON STOCK 02/08/2005   P4 833 A $ 14.97 833 I BY CHILD'S TRUST #1
COMMON STOCK 02/08/2005   P4 834 A $ 14.97 834 I BY CHILD'S TRUST #2
COMMON STOCK 02/08/2005   P4 833 A $ 14.97 833 I BY CHILD'S TRUST #3
COMMON STOCK 02/09/2005   P4 15,067 A $ 14.9597 15,067 I BY CHILD'S TRUST #1
COMMON STOCK 02/09/2005   P4 15,066 A $ 14.9597 15,066 I BY CHILD'S TRUST #2
COMMON STOCK 02/09/2005   P4 15,067 A $ 14.9597 15,067 I BY CHILD'S TRUST #3
COMMON STOCK 12/20/2006   G4 370,700 D $ 0 370,700 D  
COMMON STOCK 12/05/2007   S4 1,600 D $ 14.53 1,600 D  
COMMON STOCK 12/06/2007   S4 4,100 D $ 14.53 4,100 D  
COMMON STOCK 12/10/2007   S4 25,811.066 D $ 14.22 40,000 (2) (3) D  
COMMON STOCK             28,999 (2) (3) I BY CHILD'S TRUST #1
COMMON STOCK             28,999 (2) (3) I BY CHILD'S TRUST #2
COMMON STOCK             29,002 (2) (3) I BY CHILD'S TRUST #3

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GROSS WILLIAM H
840 NEWPORT CENTER DRIVE
SUITE 100
NEWPORT BEACH, CA 92660
      EXECUTIVE COMMITTEE MEMBER

Signatures

/S/ STEVEN LUDWIG, ATTORNEY-IN-FACT FOR WILLIAM H. GRO 12/22/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The Form 5 filed on behalf of the Reporting Person on 04/15/04 under issuer PIMCO Municipal Income Fund II ("PML") reported the acquisition of an aggregate 37,000 shares (the "Shares") held in the name of the Reporting Person's childrens' trusts. It was subsequently determined that the Shares should have been filed as an acquisition under this issuer, PIMCO Municipal Income Fund III ("PMX").
(2) The Form 5 filed on behalf of the Reporting Person on 04/15/04 under this issuer, PIMCO Municipal Income Fund III ("PMX"), reported the acquisition of 86,400 shares (the "Shares") held in the name of the Reporting Person's children. It was subsequently determined that the Shares should have been filed as an acquisition under a different fund, PIMCO Municipal Income Fund II ("PML"). Such Shares have been reported as an acquisition under issuer PML on Form 5 filed on the date hereof and the current holdings for this issuer, PMX, as reported on this Form 5 excludes such Shares. Additionally, the Reporting Person acquired an aggregate of 17,261.0660 shares (the "Reinvestment Shares") on various dates under a qualifying dividend reinvestment plan. The Reinvestment Shares were not previously reported in the Reporting Person's aggregate holdings and all such Shares have been sold in previously reported transactions.
(3) Reflects the aggregate form and amount of securities beneficially owned as of the FYE reported in Box 3.
 
Remarks:
Pacific Investment Management Company LLC (PIMCO) is the investment adviser of the issuer.  Mr. Gross is a member of PIMCO's Executive Committee.

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