BlackRock Allocation Target Shares BlackRock Balanced Capital Fund, Inc. BlackRock Basic Value Fund, Inc. BlackRock Bond Fund, Inc.

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1 BlackRock Allocation Target Shares BATS: Series A Portfolio BATS: Series C Portfolio BATS: Series E Portfolio BATS: Series M Portfolio BATS: Series P Portfolio BATS: Series S Portfolio BlackRock Balanced Capital Fund, Inc. BlackRock Basic Value Fund, Inc. BlackRock Bond Fund, Inc. BlackRock Total Return Fund BlackRock California Municipal Series Trust BlackRock California Municipal Opportunities Fund BlackRock Capital Appreciation Fund, Inc. BlackRock CoRI Funds BlackRock CoRI 2015 Fund BlackRock CoRI 2017 Fund BlackRock CoRI 2019 Fund BlackRock CoRI 2021 Fund BlackRock CoRI 2023 Fund BlackRock Emerging Markets Fund, Inc. BlackRock Equity Dividend Fund BlackRock EuroFund BlackRock Focus Growth Fund, Inc. BlackRock Funds SM BlackRock All-Cap Energy & Resources Portfolio BlackRock Alternative Capital Strategies Fund BlackRock Commodity Strategies Fund BlackRock Developed Real Estate Index Fund BlackRock Disciplined Small Cap Core Fund BlackRock Emerging Market Allocation Portfolio BlackRock Emerging Markets Dividend Fund BlackRock Emerging Markets Long/Short Equity Fund BlackRock Energy & Resources Portfolio BlackRock Exchange Portfolio BlackRock Flexible Equity Fund BlackRock Global Long/Short Credit Fund BlackRock Global Long/Short Equity Fund BlackRock Global Opportunities Portfolio BlackRock Health Sciences Opportunities Portfolio BlackRock Impact U.S. Equity Fund BlackRock International Opportunities Portfolio BlackRock Macro Themes Fund BlackRock Managed Volatility Portfolio BlackRock Mid-Cap Growth Equity Portfolio BlackRock Midcap Index Fund BlackRock MSCI Asia ex Japan Index Fund BlackRock MSCI World Index Fund BlackRock Multi-Asset Real Return Fund BlackRock Multi-Manager Alternative Strategies Fund BlackRock Real Estate Securities Fund BlackRock Science & Technology Opportunities Portfolio BlackRock Small Cap Growth Equity Portfolio BlackRock Small/Mid Cap Index Fund BlackRock Strategic Risk Allocation Fund BlackRock Total Stock Market Index Fund BlackRock U.S. Opportunities Portfolio BlackRock Funds II BlackRock 20/80 Target Allocation Fund BlackRock 40/60 Target Allocation Fund BlackRock 60/40 Target Allocation Fund BlackRock 80/20 Target Allocation Fund BlackRock Core Bond Portfolio BlackRock Dynamic High Income Portfolio BlackRock Emerging Markets Flexible Dynamic Bond Portfolio BlackRock Floating Rate Income Portfolio BlackRock Global Dividend Portfolio BlackRock GNMA Portfolio BlackRock High Yield Bond Portfolio BlackRock Inflation Protected Bond Portfolio BlackRock Investment Grade Bond Portfolio BlackRock LifePath Active 2020 Fund BlackRock LifePath Active 2025 Fund BlackRock LifePath Active 2030 Fund BlackRock LifePath Active 2035 Fund BlackRock LifePath Active 2040 Fund BlackRock LifePath Active 2045 Fund BlackRock LifePath Active 2050 Fund BlackRock LifePath Active 2055 Fund BlackRock LifePath Active Retirement Fund BlackRock Low Duration Bond Portfolio BlackRock Multi-Asset Income Portfolio BlackRock Secured Credit Portfolio BlackRock Strategic Income Opportunities Portfolio BlackRock U.S. Government Bond Portfolio BlackRock Funds III BlackRock CoreAlpha Bond Fund BlackRock Disciplined International Fund BlackRock Large Cap Index Fund BlackRock LifePath Retirement Fund BlackRock LifePath 2020 Fund BlackRock LifePath 2025 Fund BlackRock LifePath 2030 Fund BlackRock LifePath 2035 Fund BlackRock LifePath 2040 Fund BlackRock LifePath 2045 Fund

2 BlackRock LifePath 2050 Fund BlackRock LifePath 2055 Fund BlackRock LifePath Index Retirement Fund BlackRock LifePath Index 2020 Fund BlackRock LifePath Index 2025 Fund BlackRock LifePath Index 2030 Fund BlackRock LifePath Index 2035 Fund BlackRock LifePath Index 2040 Fund BlackRock LifePath Index 2045 Fund BlackRock LifePath Index 2050 Fund BlackRock LifePath Index 2055 Fund BlackRock S&P 500 Index Fund BlackRock Total International ex U.S. Index Fund BlackRock U.S. Total Bond Index Fund BlackRock Global Allocation Fund, Inc. BlackRock Global SmallCap Fund, Inc. BlackRock Index Funds, Inc. BlackRock International Index Fund BlackRock Small Cap Index Fund BlackRock Large Cap Series Funds, Inc. BlackRock Event Driven Equity Fund BlackRock Large Cap Core Fund BlackRock Large Cap Growth Fund BlackRock Large Cap Value Fund BlackRock Large Cap Value Retirement Portfolio BlackRock Latin America Fund, Inc. BlackRock Long-Horizon Equity Fund BlackRock Mid Cap Value Opportunities Series, Inc. BlackRock Mid Cap Value Opportunities Fund BlackRock Multi-State Municipal Series Trust BlackRock New Jersey Municipal Bond Fund BlackRock New York Municipal Opportunities Fund BlackRock Pennsylvania Municipal Bond Fund BlackRock Municipal Bond Fund, Inc. BlackRock High Yield Municipal Fund BlackRock National Municipal Fund BlackRock Short-Term Municipal Fund BlackRock Municipal Series Trust BlackRock Strategic Municipal Opportunities Fund BlackRock Natural Resources Trust BlackRock Pacific Fund, Inc. BlackRock Series Fund, Inc. BlackRock Balanced Capital Portfolio BlackRock Capital Appreciation Portfolio BlackRock Global Allocation Portfolio BlackRock High Yield Portfolio BlackRock Large Cap Core Portfolio BlackRock Total Return Portfolio BlackRock U.S. Government Bond Portfolio BlackRock Series, Inc. BlackRock International Fund BlackRock Small Cap Growth Fund II BlackRock Value Opportunities Fund, Inc. BlackRock Variable Series Funds, Inc. BlackRock Basic Value V.I. Fund BlackRock Capital Appreciation V.I. Fund BlackRock Equity Dividend V.I. Fund BlackRock Global Allocation V.I. Fund BlackRock Global Opportunities V.I. Fund BlackRock High Yield V.I. Fund BlackRock International V.I. Fund BlackRock ishares Alternative Strategies V.I. Fund BlackRock ishares Dynamic Allocation V.I. Fund BlackRock ishares Dynamic Fixed Income V.I. Fund BlackRock ishares Equity Appreciation V.I. Fund BlackRock Large Cap Core V.I. Fund BlackRock Large Cap Growth V.I. Fund BlackRock Large Cap Value V.I. Fund BlackRock Managed Volatility V.I. Fund BlackRock S&P 500 Index V.I. Fund BlackRock Total Return V.I. Fund BlackRock U.S. Government Bond V.I. Fund BlackRock Value Opportunities V.I. Fund BlackRock Strategic Global Bond Fund, Inc. FDP Series, Inc. Franklin Templeton Total Return FDP Fund Invesco Value FDP Fund Marsico Growth FDP Fund MFS Research International FDP Fund Managed Account Series BlackRock U.S. Mortgage Portfolio Global SmallCap Portfolio Mid Cap Value Opportunities Portfolio (each, a Fund and collectively, the Funds ) 2

3 Supplement dated October 30, 2015 to the Statement of Additional Information of each Fund Part II of each Fund s Statement of Additional Information is amended as follows: The last paragraph under the section entitled Purchase of Shares Other Compensation to Selling Dealers in Part II of each Fund s current Statement of Additional Information is deleted in its entirety and replaced with the following: As of the date of this SAI, as amended or supplemented from time to time, the following Service Organizations are receiving such payments: Ameriprise Financial Services, AXA Advisors, CCO Investment Services, Cetera Financial Group, Citigroup Global Markets, Inc., Commonwealth Equity Services (Commonwealth Financial Network), FSC Securities Corporation, Goldman Sachs & Co., Investacorp, Inc., JP Morgan, LPL Financial Corporation, Merrill Lynch, MetLife Securities, Morgan Stanley Smith Barney, Northwestern Mutual Investment Services, LLC, Park Avenue Securities, PFS Investments, PNC Investments LLC, Raymond James, RBC Capital Markets, Royal Alliance Associates, SagePoint Financial, Santander Securities, LLC, Securities America, The Huntington Investment Co., Triad Advisors, Inc., UBS Financial Services, U.S. Bancorp Investments, Voya Financial Advisors, Inc., Voya Investments Distributor, LLC, Wells Fargo, Woodbury Financial Services, Inc. and/or broker dealers and other financial services firms under common control with the above organizations (or their successors or assignees). The level of payments made to these Service Organizations in any year will vary, may be limited to specific Funds or share classes, and normally will not exceed the sum of (a) 0.25% of such year s Fund sales by that Service Organization and (b) 0.21% of the assets attributable to that Service Organization invested in a Fund. In certain cases, the payments described in the preceding sentence are subject to certain minimum payment levels. In addition, from time to time BRIL, BlackRock or certain of their affiliates may make fixed dollar amount payments to certain Service Organizations listed above that are not based on the value of the shares sold to, or held by, the Service Organization s customers and may be different for different Service Organizations. Shareholders should retain this Supplement for future reference. SAI-GLOBAL-1015SUP2

4 STATEMENT OF ADDITIONAL INFORMATION BLACKROCK CALIFORNIA MUNICIPAL SERIES TRUST BLACKROCK CALIFORNIA MUNICIPAL OPPORTUNITIES FUND BLACKROCK MULTI-STATE MUNICIPAL SERIES TRUST BLACKROCK NEW JERSEY MUNICIPAL BOND FUND BLACKROCK PENNSYLVANIA MUNICIPAL BOND FUND 100 Bellevue Parkway, Wilmington, Delaware Phone No. (800) This Statement of Additional Information of BlackRock California Municipal Opportunities Fund (the California Fund ), a series of BlackRock California Municipal Series Trust (the California Trust ), and of BlackRock New Jersey Municipal Bond Fund (the New Jersey Fund ) and BlackRock Pennsylvania Municipal Bond Fund (the Pennsylvania Fund and, collectively with the California Fund and the New Jersey Fund, the Funds ), each a series of BlackRock Multi-State Municipal Series Trust (the Multi-State Trust and, collectively with the California Trust, the Trusts ) is not a prospectus and should be read in conjunction with the Prospectuses of the Funds, dated September 28, 2015, as they may be amended or supplemented from time to time (the Prospectus ), which has been filed with the Securities and Exchange Commission (the Commission or the SEC ) and can be obtained, without charge, by calling (800) or by writing to the Funds at the above address. The Funds Prospectuses are incorporated by reference into this Statement of Additional Information, and Part I of this Statement of Additional Information and the portions of Part II of this Statement of Additional Information that relate to the Funds have been incorporated by reference into the Funds Prospectuses. The portions of Part II of this Statement of Additional Information that do not relate to the Funds do not form a part of the Funds Statement of Additional Information, have not been incorporated by reference into the Funds Prospectuses and should not be relied upon by investors in the Funds. The audited financial statements of the Funds are incorporated into this Statement of Additional Information by reference to each Fund s Annual Report to Shareholders for the fiscal year ended May 31, 2015 (the Annual Report ). You may request a copy of each Fund s Annual Report at no charge by calling (800) between 8:00 a.m. and 6:00 p.m. Eastern time on any business day. References to the Investment Company Act of 1940, as amended (the Investment Company Act or the 1940 Act ), or other applicable law, will include any rules promulgated thereunder and any guidance, interpretations or modifications by the Commission, Commission staff or other authority with appropriate jurisdiction, including court interpretations, and exemptive, no-action or other relief or permission from the Commission, Commission staff or other authority.

5 Class BlackRock California Municipal Opportunities Fund Ticker Symbol BlackRock New Jersey Municipal Bond Fund Ticker Symbol BlackRock Pennsylvania Municipal Bond Fund Ticker Symbol Investor A Shares MECMX MENJX MEPYX Investor A1 Shares MDCMX MDNJX MDPYX Investor C Shares MFCMX MFNJX MFPYX Investor C1 Shares MCCMX MCNJX MCPYX Institutional Shares MACMX MANJX MAPYX Service Shares N/A MSNJX MSPYX BLACKROCK ADVISORS, LLC MANAGER BLACKROCK INVESTMENTS, LLC DISTRIBUTOR The date of this Statement of Additional Information is September 28, 2015.

6 TABLE OF CONTENTS Page PART I Investment Objectives and Policies... I-1 Investment Restrictions... I-8 Information on Trustees and Officers... I-9 Management and Advisory Arrangements... I-20 Information on Sales Charges and Distribution Related Expenses... I-28 Computation of Offering Price Per Share... I-30 Portfolio Transactions and Brokerage... I-31 Additional Information... I-32 Financial Statements... I-37 PART II Investment Risks and Considerations... II-1 Management and Other Service Arrangements... II-62 Selective Disclosure of Portfolio Holdings... II-64 Purchase of Shares... II-74 Redemption of Shares... II-88 Shareholder Services... II-91 Pricing of Shares... II-95 Portfolio Transactions and Brokerage... II-97 Dividends and Taxes... II-101 Performance Data... II-109 Proxy Voting Policies and Procedures... II-111 General Information... II-111 Appendix A Description of Bond Ratings... A-1 Appendix B BlackRock Proxy Voting Guidelines... B-1 Appendix C Economic and Financial Conditions in California, New Jersey and Pennsylvania... C-1

7 PART I: INFORMATION ABOUT THE FUNDS Part I of this Statement of Additional Information ( SAI ) sets forth information about the Funds. It includes information about the Board of Trustees of each Trust (the Board or the Board of Trustees and members of which are referred to as Trustees ), the management services provided to and the management fees paid by the Funds and information about other fees applicable to and services provided to the Funds. This Part I of this SAI should be read in conjunction with the Funds Prospectuses and those portions of Part II of this SAI that pertain to the Funds. I. Investment Objectives and Policies Set forth below is a listing of some of the types of investments and investment strategies that a Fund may use, and the risks and considerations associated with those investments and investment strategies. Please see the Part II of this Statement of Additional Information for further information on these investments and investment strategies. Information contained in this section about the risks and considerations associated with a Fund s investments and/or investment strategies applies only to those Funds specifically identified as making each type of investment or using each investment strategy (each, a Covered Fund ). Information that does not apply to a Covered Fund does not form a part of that Covered Fund s Statement of Additional Information and should not be relied on by investors in that Covered Fund. Only information that is clearly identified as applicable to a Fund is considered to form a part of such Fund s SAI. California Fund New Jersey Fund Pennsylvania Fund 144A Securities X X X Asset-Backed Securities Asset-Based Securities Precious Metal-Related Securities Bank Loans Borrowing and Leverage X X X Cash Flows; Expenses Cash Management X Collateralized Debt Obligations Collateralized Bond Obligations Collateralized Loan Obligations Commercial Paper X X X Commodity-Linked Derivative Instruments and Hybrid Instruments Qualifying Hybrid Instruments Hybrid Instruments without Principal Protection Limitations on Leverage Counterparty Risk Convertible Securities Cyber Security Issues X X X Debt Securities X X X Depositary Receipts (ADRs, EDRs and GDRs) Derivatives X X X Hedging X X X Indexed and Inverse Securities X X X I-1

8 California Fund New Jersey Fund Pennsylvania Fund Swap Agreements X X X Interest Rate Swaps, Caps and Floors X X X Credit Default Swap Agreements and Similar Instruments X X X Contracts for Difference X X Credit Linked Securities X X X Interest Rate Transactions and Swaptions X X X Total Return Swap Agreements X X X Types of Options Options on Securities and Securities Indices X X X Call Options X X X Put Options X X X Options on Government National Mortgage Association ( GNMA ) Certificates Risks Associated with Options X X X Futures X X X Risks Associated with Futures X X X Foreign Exchange Transactions Forward Foreign Exchange Transactions Currency Futures Currency Options Currency Swaps Limitations on Currency Transactions Risk Factors in Hedging Foreign Currency Risk Factors in Derivatives X X X Credit Risk X X X Currency Risk Leverage Risk X X X Liquidity Risk X X X Correlation Risk X X X Index Risk X X X Additional Risk Factors of OTC Transactions; Limitations on the Use of OTC Derivatives X X X Distressed Securities X X X Dollar Rolls Equity Securities Exchange Traded Notes ( ETNs ) Foreign Investment Risks Foreign Market Risk Foreign Economy Risk Currency Risk and Exchange Risk Governmental Supervision and Regulation / Accounting Standards Certain Risks of Holding Fund Assets Outside the United States Publicly Available Information Settlement Risk I-2

9 California Fund New Jersey Fund Pennsylvania Fund Funding Agreements Guarantees X Illiquid or Restricted Securities X X X Inflation-Indexed Bonds X X X Inflation Risk X X X Investment Grade Debt Obligations X X X Investment in Emerging Markets Brady Bonds Investment in Other Investment Companies X X X Exchange Traded Funds X X X Junk Bonds X X X Lease Obligations X Liquidity Management X X X Master Limited Partnerships Mezzanine Investments Money Market Obligations of Domestic Banks, Foreign Banks and Foreign Branches of U.S. Banks X X X Money Market Securities X X X Mortgage-Related Securities X Mortgage-Backed Securities X Collateralized Mortgage Obligations ( CMOs ) X Adjustable Rate Mortgage Securities X CMO Residuals Stripped Mortgage-Backed Securities Tiered Index Bonds TBA Committments Municipal Investments X X X Risk Factors and Special Considerations Relating to Municipal Bonds X X X Description of Municipal Bonds X X X General Obligation Bonds X X X Revenue Bonds X X X Private Activity Bonds ( PABs ) X X X Moral Obligation Bonds X X X Municipal Notes X X X Municipal Commercial Paper X X X Municipal Lease Obligations X X X Tender Option Bonds X X X Yields X X X Variable Rate Demand Obligations ( VRDOs ) and Participating VRDOs X X X Transactions in Financial Futures Contracts X X X Call Rights X X X Municipal Interest Rate Swap Transactions X X X Insured Municipal Bonds X X X I-3

10 California Fund New Jersey Fund Pennsylvania Fund Build America Bonds X X X Participation Notes Pay-in-kind-Bonds X Portfolio Turnover Rate Risk X X X Preferred Stock Real Estate Related Securities Real Estate Investment Trusts ( REITs ) Repurchase Agreements and Purchase and Sale Contracts Reverse Repurchase Agreements Rights Offerings and Warrants to Purchase Securities Lending X X X Short Sales Sovereign Debt Standby Commitment Agreements X Stripped Securities Structured Notes Supranational Entities Tax-Exempt Derivatives X X X Tax-Exempt Preferred Shares X Taxability Risk X X X Trust Preferred Securities X X X U.S. Government Obligations X X X U.S. Treasury Obligations X X X Utility Industries X When Issued Securities, Delayed Delivery Securities and Forward Commitments X X X Yields and Ratings X X X Zero Coupon Securities X X X The investment objective of each of the California Fund, the New Jersey Fund and the Pennsylvania Fund is to provide shareholders with income exempt from Federal income taxes and California personal income taxes, New Jersey personal income taxes or Pennsylvania personal income taxes, respectively. The investment objective of each Fund is a fundamental policy of the respective Fund and may not be changed without the approval of a majority of such Fund s outstanding voting securities, as defined in the Investment Company Act of 1940, as amended, (the Investment Company Act ). The California Fund seeks to achieve its investment objective by investing primarily in a portfolio of obligations issued by or on behalf of California, its political subdivisions, agencies and instrumentalities and obligations of other qualifying issuers, such as issuers located in Puerto Rico, the U.S. Virgin Islands and Guam, and interest on which is, in the opinion of bond counsel to the issuer, excludable from gross income for Federal income tax purposes and exempt from California personal income taxes. Each of the New Jersey Fund and the Pennsylvania Fund seeks to achieve its objective by investing primarily in a portfolio of long-term investment grade obligations issued by or on behalf of New Jersey and Pennsylvania, respectively, their respective political subdivisions, agencies and instrumentalities and obligations of other qualifying issuers, such as issuers located in Puerto Rico, the U.S. Virgin Islands and Guam, and interest on which is, in the opinion of bond counsel to the issuer, excludable from gross income for Federal income tax purposes and exempt from New Jersey personal income taxes and Pennsylvania personal income taxes, respectively. Obligations the interest on which is excludable from gross income for Federal income tax purposes are referred to herein as Municipal Bonds. Obligations the interest I-4

11 on which, in the opinion of bond counsel of the issuer, is excludable from gross income for Federal income taxes and exempt from California personal income taxes, New Jersey personal income taxes or Pennsylvania personal income tax are referred to as California Municipal Bonds, New Jersey Municipal Bonds or Pennsylvania Municipal Bonds, respectively. Unless otherwise indicated, references to Municipal Bonds shall be deemed to include California Municipal Bonds, New Jersey Municipal Bonds and Pennsylvania Municipal Bonds. Municipal Bonds include general obligation bonds, revenue or special obligation bonds, private activity bonds, variable rate demand notes, and short-term tax-exempt municipal obligations such as tax anticipation notes. Under normal circumstances, each of the California Fund, the New Jersey Fund and the Pennsylvania Fund invests at least 80% of its net assets in California Municipal Bonds, New Jersey Municipal Bonds and Pennsylvania Municipal Bonds, respectively. For this purpose, net assets include any borrowings for investment purposes. This is a fundamental policy of each Fund and cannot be changed without a vote of the majority of the outstanding shares of the Fund as defined under the Investment Company Act. The California Fund is classified as a diversified open-end management investment company under the Investment Company Act. Each of the New Jersey Fund and the Pennsylvania Fund is classified as a non-diversified open-end management investment company under the Investment Company Act. There can be no assurance that the investment objective of any Fund will be achieved. For temporary periods or to provide liquidity, each Fund has the authority to invest as much as 35% of its assets in tax-exempt or taxable money market obligations with remaining maturities not in excess of one year from the date of purchase ( Temporary Investments ), except that taxable Temporary Investments generally will not exceed 20% of any Fund s assets. In addition, each Fund reserves the right to temporarily invest a greater portion of its assets in Temporary Investments for defensive purposes, when, in the judgment of BlackRock Advisors, LLC ( BlackRock or the Manager ), each Fund s investment adviser, market conditions warrant such action. Temporary Investments consist of U.S. Government securities, U.S. Government Agency securities, domestic bank certificates of deposit and bankers acceptances, short-term corporate debt securities such as commercial paper and repurchase agreements. A Fund may realize capital gains that will constitute taxable income. Each Fund may invest in certain tax-exempt securities that are classified as private activity bonds, which may subject certain investors to a Federal and possibly state alternative minimum tax. Certain instruments in which a Fund may invest may be characterized as derivative instruments. The California Fund is authorized to engage in transactions in certain derivatives, such as interest rate futures contracts, financial futures contracts and options thereon, for hedging purposes or to seek to enhance returns. The California Fund may seek to actively manage interest rate risk through hedging strategies, and may seek to generate yield through liquidity, structure, credit, interest rate and duration strategies. The New Jersey Fund and the Pennsylvania Fund are authorized to engage in transactions in financial futures contracts and options thereon only for hedging purposes. Each Fund is also authorized to invest in indexed and inverse floating rate obligations and swap agreements, including credit default swap agreements, both for hedging purposes and to seek to enhance income. The Funds may also invest in variable rate demand obligations ( VRDOs ) and VRDOs in the form of participation interests in variable rate tax-exempt obligations held by a financial institution ( Participating VRDOs ). The Funds hedging strategies are not fundamental policies and may be modified by the Trustees of the Trusts without the approval of shareholders. Certain Municipal Bonds may be entitled to the benefits of letters of credit or similar credit enhancements issued by financial institutions. In such instances, the Manager will take into account in assessing the quality of such bonds not only the creditworthiness of the issuer of such bonds but also the creditworthiness of the financial institution that provides the credit enhancement. The New Jersey Fund and the Pennsylvania Fund ordinarily do not intend to realize investment income that is not excludable from gross income for Federal income tax purposes and exempt from New Jersey personal income taxes or Pennsylvania personal income taxes, as applicable. The California Fund, and to the extent that suitable New Jersey Municipal Bonds or Pennsylvania Municipal Bonds are not available for investment, I-5

12 the New Jersey Fund and the Pennsylvania Fund, respectively, may purchase Municipal Bonds issued by other states, their agencies and instrumentalities, the interest income on which is, in the opinion of bond counsel to the issuer, excludable from gross income for Federal income tax purposes, but not exempt from California personal income taxes, New Jersey personal income taxes or Pennsylvania personal income taxes, as applicable. Each Fund also may invest in securities not issued by or on behalf of a state or territory or by an agency or instrumentality thereof that are believed to pay interest that is excludable from gross income for Federal income tax purposes and/or exempt from California personal income taxes, New Jersey personal income taxes or Pennsylvania personal income taxes, as applicable ( Non-Municipal Tax-Exempt Securities ). Non-Municipal Tax-Exempt Securities could include trust certificates or other instruments evidencing an interest in one or more long-term municipal securities. Non-Municipal Tax-Exempt Securities also may include securities issued by other investment companies that invest in California Municipal Bonds, New Jersey Municipal Bonds or Pennsylvania Municipal Bonds, as applicable, or Municipal Bonds, to the extent such investments are permitted by the Investment Company Act. Certain Non-Municipal Tax-Exempt Securities may be characterized as derivative instruments. For purposes of the Funds investment objectives and policies, Non-Municipal Tax-Exempt Securities that pay interest that is excludable from gross income for Federal income tax purposes will be considered Municipal Bonds, Non-Municipal Tax-Exempt Securities that pay interest that is excludable from gross income for Federal income tax purposes and exempt from California personal income taxes will be considered California Municipal Bonds, Non-Municipal Tax- Exempt Securities that pay interest that is excludable from gross income for Federal income tax purposes and exempt from New Jersey personal income taxes will be considered New Jersey Municipal Bonds and Non- Municipal Tax-Exempt Securities that pay interest that is excludable from gross income for Federal income tax purposes and exempt from Pennsylvania personal income taxes will be considered Pennsylvania Municipal Bonds. Federal tax legislation has limited the types and volume of bonds the interest on which qualifies for a Federal income tax exemption. As a result, this legislation and legislation that may be enacted in the future may affect the availability of Municipal Bonds for investment by the Funds. Investment Polices of the Funds Each Fund pursues its investment objective through the separate investment policies described below. These policies differ with respect to the maturity and quality of portfolio securities in which a Fund may invest, and these policies can be expected to affect the yield on each Fund and the degree of market, financial, credit and interest rate risk to which the Fund is subject. Generally, Municipal Bonds with longer maturities tend to produce higher yields and are subject to greater market fluctuations as a result of changes in interest rates ( interest rate risk ) than are Municipal Bonds with shorter maturities. In addition, lower rated Municipal Bonds generally will provide a higher yield than higher rated Municipal Bonds of similar maturity but are also generally subject to greater market risk and to a greater degree of risk with respect to the ability of the issuer to meet its principal and interest obligations ( credit risk ). A Fund s net asset value may fall when interest rates rise and rise when interest rates fall. Because of its emphasis on investments in Municipal Bonds, each Fund should be considered as a means of diversifying an investment portfolio and not in itself a balanced investment plan. California Fund Under normal circumstances, the Fund will invest at least 80% of its assets in California Municipal Bonds. At least 50% of the Fund s assets will be invested in investment grade securities. Investment grade securities are those rated at the date of purchase in the four highest rating categories of Standard & Poor s ( S&P ) (AAA, AA, A and BBB), Fitch Ratings ( Fitch ) (AAA, AA, A and BBB) or Moody s Investors Service, Inc. ( Moody s ) (Aaa, Aa, A and Baa) in the case of long-term debt, rated MIG 1 through MIG 3 by Moody s, rated F-1+ through F-3 by Fitch, or rated SP-1 through SP-2 by S&P in the case of short-term notes, and rated P-1 or P-2 in the case of Moody s, rated F-1+ through F-3 by Fitch or A-1 through A-3 by S&P in the case of tax-exempt commercial paper. If unrated, such securities will possess creditworthiness comparable, in the opinion of the Manager, to other obligations in which the Fund may invest. Securities rated in the lowest investment grade category may be considered to have speculative characteristics. The Fund may invest up to I-6

13 50% of its assets in non-investment grade bonds that are rated below Baa by Moody s or below BBB by S&P or Fitch or that, in the Manager s judgment, possess similar credit characteristics. Such securities, sometimes referred to as high yield or junk bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories. The Fund may invest in bonds of any maturity. Under normal circumstances, the Fund seeks to maintain an average portfolio duration of zero to ten years. Duration is a mathematical calculation of the average life of a bond (or bonds in a bond fund) that serves as a useful measure of its price risk. Each year of duration represents an expected 1% change in the net asset value of a bond fund for every 1% immediate change in interest rates. For example, if a bond fund has an average duration of ten years, its net asset value will fall about 10% when interest rates rise by one percentage point. Conversely, the bond fund s net asset value will rise about 10% when interest rates fall by one percentage point. Duration, which measures price sensitivity to interest rate changes, is not necessarily equal to average maturity. The Fund s average weighted duration may vary significantly from time to time depending on the views of Fund management. New Jersey Fund Under normal circumstances, the Fund will invest at least 80% of its assets in New Jersey Municipal Bonds. At least 80% of the Fund s assets will be invested in investment grade Municipal Bonds. Investment grade Municipal Bonds are those rated at the date of purchase in the four highest rating categories of S&P (AAA, AA, A and BBB), Fitch (AAA, AA, A and BBB) or Moody s (Aaa, Aa, A and Baa) in the case of long-term debt, rated MIG 1 through MIG 3 by Moody s, rated F-1+ through F-3 by Fitch, or rated SP-1 through SP-2 by S&P in the case of short-term notes, and rated P-1 or P-2 in the case of Moody s, rated F-1+ through F-3 by Fitch or A-1 through A-3 by S&P in the case of tax-exempt commercial paper. If unrated, such securities will possess creditworthiness comparable, in the opinion of the Manager, to other obligations in which the Fund may invest. Securities rated in the lowest investment grade category may be considered to have speculative characteristics. The Fund may invest up to 20% of its assets in Municipal Bonds that are rated below Baa by Moody s or below BBB by S&P or Fitch or that, in the Manager s judgment, possess similar credit characteristics. Such securities, sometimes referred to as high yield or junk bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories. The Fund does not intend to purchase debt securities that are in default or that the Manager believes will be in default. Under normal circumstances, it is generally anticipated that the Fund s weighted average maturity will be in excess of ten years. Pennsylvania Fund Under normal circumstances, the Fund will invest at least 80% of its assets in Pennsylvania Municipal Bonds. At least 80% of the Fund s assets will be invested in investment grade Municipal Bonds. Investment grade Municipal Bonds are those rated at the date of purchase in the four highest rating categories of S&P (AAA, AA, A and BBB), Fitch (AAA, AA, A and BBB) or Moody s Investors (Aaa, Aa, A and Baa) in the case of longterm debt, rated MIG 1 through MIG 3 by Moody s, rated F-1+ through F-3 by Fitch, or rated SP-1 through SP-2 by S&P in the case of short-term notes, and rated P-1 or P-2 in the case of Moody s, rated F-1+ through F-3 by Fitch or A-1 through A-3 by S&P in the case of tax-exempt commercial paper. If unrated, such securities will possess creditworthiness comparable, in the opinion of the Manager, to other obligations in which the Fund may invest. Securities rated in the lowest investment grade category may be considered to have speculative characteristics. The Fund may invest up to 20% of its assets in Municipal Bonds that are rated below Baa by Moody s or below BBB by S&P or Fitch or that, in the Manager s judgment, possess similar credit characteristics. Such securities, sometimes referred to as high yield or junk bonds, are predominantly speculative with respect to the capacity to pay interest and repay principal in accordance with the terms of the security and generally involve a greater volatility of price than securities in higher rating categories. The Fund does not intend to purchase debt securities that are in default or that the Manager believes will be in default. Under normal circumstances, it is generally anticipated that the Fund s weighted average maturity will be in excess of ten years. I-7

14 Regulation Regarding Derivatives. The Commodity Futures Trading Commission ( CFTC ) subjects advisers to registered investment companies to regulation by the CFTC if the funds that are advised by the investment adviser either (i) invest, directly or indirectly, more than a prescribed level of its liquidation value in CFTCregulated futures, options and swaps ( CFTC Derivatives ), or (ii) market themselves as providing investment exposure to such instruments. To the extent the Funds use CFTC Derivatives, they intend to do so below such prescribed levels and will not market themselves as a commodity pool or a vehicle for trading such instruments. Accordingly, BlackRock has claimed an exclusion from the definition of the term commodity pool operator under the Commodity Exchange Act ( CEA ) pursuant to Rule 4.5 under the CEA. BlackRock is not, therefore, subject to registration or regulation as a commodity pool operator under the CEA in respect of the Funds. II. Investment Restrictions The Trusts, on behalf of the Funds, have adopted restrictions and policies relating to the Funds assets and their activities. Certain of the restrictions are fundamental policies of the Funds and may not be changed without the approval of the holders of a majority of a Fund s outstanding voting securities (which for this purpose and under the Investment Company Act, means the lesser of (i) 67% of the shares represented at a meeting at which more than 50% of the outstanding shares are represented or (ii) more than 50% of the outstanding shares). The Trusts, on behalf of the Funds, have also adopted certain non-fundamental investment restrictions, which may be changed by the Boards of Trustees without shareholder approval. Set forth below are the Funds fundamental and non-fundamental investment restrictions. Unless otherwise provided, all references below to the assets of a Fund are in terms of current market value. Under the Trusts fundamental investment restrictions, each Fund may not: (1) Invest more than 25% of its assets, taken at market value, in the securities of issuers in any particular industry (excluding the U.S. Government and its agencies and instrumentalities). For purposes of this restriction, states, municipalities and their political subdivisions are not considered part of any industry. (2) Make investments for the purpose of exercising control or management. (3) Purchase or sell real estate, except that, to the extent permitted by applicable law, the Fund may invest in securities directly or indirectly secured by real estate or interests therein or issued by companies which invest in real estate or interests therein. (4) Make loans to other persons, except that the acquisition of bonds, debentures or other corporate debt securities and investment in government obligations, commercial paper, pass-through instruments, certificates of deposit, bankers acceptances, repurchase agreements or any similar instruments shall not be deemed to be the making of a loan, and except further that the Fund may lend its portfolio securities, provided that the lending of portfolio securities may be made only in accordance with applicable law and the guidelines set forth in the Fund s Prospectus and Statement of Additional Information, as they may be amended from time to time. (5) Issue senior securities to the extent such issuance would violate applicable law. (6) Borrow money, except that (i) the Fund may borrow from banks (as defined in the Investment Company Act) in amounts up to % of its total assets (including the amount borrowed), (ii) the Fund may, to the extent permitted by applicable law, borrow up to an additional 5% of its total assets for temporary purposes, (iii) the Fund may obtain such short-term credit as may be necessary for the clearance of purchases and sales of portfolio securities and (iv) the Fund may purchase securities on margin to the extent permitted by applicable law. The Fund may not pledge its assets other than to secure such borrowings or, to the extent permitted by the Fund s investment policies as set forth in its Prospectus and Statement of Additional Information, as they may be amended from time to time, in connection with hedging transactions, short sales, when-issued and forward commitment transactions and similar investment strategies. (7) Underwrite securities of other issuers, except insofar as the Fund technically may be deemed an underwriter under the Securities Act of 1933, as amended ( Securities Act ), in selling portfolio securities. I-8

15 (8) Purchase or sell commodities or contracts on commodities, except to the extent that the Fund may do so in accordance with applicable law and the Fund s Prospectus and Statement of Additional Information, as they may be amended from time to time, and without registering as a commodity pool operator under the Commodity Exchange Act. As an additional fundamental restriction, the California Fund may not make any investment inconsistent with its classification as a diversified investment company under the Investment Company Act. Under the Trusts non-fundamental investment restrictions, each Fund may not: (a) Purchase securities of other investment companies, except to the extent such purchases are permitted by applicable law. As a matter of policy, however, the Fund will not purchase shares of any registered open-end investment company or registered unit investment trust, in reliance on Section 12(d)(1)(F) or (G) (the fund of funds provisions) of the Investment Company Act, at any time its shares are owned by another investment company that is part of the same group of investment companies as the Fund. (b) Make short sales of securities or maintain a short position, except to the extent permitted under the Prospectus and the Statement of Additional Information and by applicable law. (c) Invest in securities that cannot be readily resold or that cannot otherwise be marketed, redeemed or put to the issuer or a third party, if at the time of acquisition more than 15% of its net assets would be invested in such securities. This restriction shall not apply to securities that mature within seven days or securities that the Boards of Trustees of the Trusts have otherwise determined to be liquid pursuant to applicable law. Securities purchased in accordance with Rule 144A under the Securities Act (which are restricted securities that can be resold to qualified institutional buyers, but not to the general public) and determined to be liquid by the Boards of Trustees of the Trusts are not subject to the limitations set forth in this investment restriction. (d) Notwithstanding fundamental investment restriction (6) above, borrow amounts in excess of 20% of its total assets, taken at market value (including the amount borrowed), and then only from banks as a temporary measure for extraordinary or emergency purposes such as redemption of Fund shares. The Fund will not purchase securities while borrowings exceed 5% (taken at market value) of its total assets. Except with respect to restriction (6), if a percentage restriction on the investment or use of assets set forth above is adhered to at the time a transaction is effected, later changes in percentages resulting from changing values will not be considered a violation. III. Information on Trustees and Officers The Board of Trustees of each Trust consists of fifteen individuals (each a Trustee ), twelve of whom are not interested persons of the Trusts as defined in the Investment Company Act (the Independent Trustees ). The registered investment companies advised by the Manager or its affiliates (the BlackRock-advised Funds ) are organized into one complex of closed-end funds (the Closed-End Complex ), two complexes of open-end funds (the Equity-Liquidity Complex and the Equity-Bond Complex ) and one complex of exchange-traded funds (each a BlackRock Fund Complex ). The Funds are included in the BlackRock Fund Complex referred to as the Equity-Bond Complex. The Trustees also oversee as board members the operations of the other open-end registered investment companies included in the Equity-Bond Complex. The Board of Trustees has overall responsibility for the oversight of the Trusts and the Funds. The Chairman of the Board is an Independent Trustee, and the Chairman of each Board committee (each, a Committee ) is an Independent Trustee. The Board has five standing Committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee, a Performance Oversight Committee and an Executive Committee. The Chairman of the Board s role is to preside at all meetings of the Board, and to act as a liaison with service providers, officers, attorneys, and other Trustees generally between meetings. The Chairman of each Committee performs a similar role with respect to the Committee. The Chairman of the Board or a Committee may also perform such other functions as may be delegated by the Board or the Committee from time to time. The Independent Trustees meet regularly outside the presence of Fund management, in executive I-9

16 session or with other service providers to the Funds. The Board has regular meetings five times a year, and may hold special meetings if required before its next regular meeting. Each Committee meets regularly to conduct the oversight functions delegated to that Committee by the Board and reports its findings to the Board. The Board and each standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that the Board s leadership structure is appropriate because it allows the Board to exercise independent judgment over management and to allocate areas of responsibility among Committees and the full Board to enhance effective oversight. The Board has engaged the Manager to manage the Funds on a day-to-day basis. The Board is responsible for overseeing the Manager, other service providers, the operations of the Funds and associated risk in accordance with the provisions of the Investment Company Act, state law, other applicable laws, the Trusts charters, and each Fund s investment objectives and strategies. The Board reviews, on an ongoing basis, each Fund s performance, operations, and investment strategies and techniques. The Board also conducts reviews of the Manager and its role in running the operations of the Funds. Day-to-day risk management with respect to the Funds is the responsibility of the Manager or of sub-advisers or other service providers (depending on the nature of the risk), subject to the supervision of the Manager. The Funds are subject to a number of risks, including investment, compliance, operational and valuation risks, among others. While there are a number of risk management functions performed by the Manager and the sub-advisers or other service providers, as applicable, it is not possible to eliminate all of the risks applicable to the Funds. Risk oversight forms part of the Board s general oversight of the Funds and is addressed as part of various Board and Committee activities. The Board, directly or through a Committee, also reviews reports from, among others, management, the independent registered public accounting firm for the Funds, sub-advisers, and internal auditors for the investment adviser or its affiliates, as appropriate, regarding risks faced by the Funds and management s or the service provider s risk functions. The Committee system facilitates the timely and efficient consideration of matters by the Trustees, and facilitates effective oversight of compliance with legal and regulatory requirements and of the Funds activities and associated risks. The Board has appointed a Chief Compliance Officer, who oversees the implementation and testing of the Funds compliance program and reports to the Board regarding compliance matters for the Funds and their service providers. The Independent Trustees have engaged independent legal counsel to assist them in performing their oversight responsibilities. The members of the Audit Committee are Fred G. Weiss (Chair), Bruce R. Bond, Robert M. Hernandez and the Honorable Stuart E. Eizenstat, all of whom are Independent Trustees. The principal responsibilities of the Audit Committee are to approve, and recommend to the full Board for approval, the selection, retention, termination and compensation of the Trusts independent registered public accounting firm (the Independent Registered Public Accounting Firm ) and to oversee the Independent Registered Public Accounting Firm s work. The Audit Committee s responsibilities include, without limitation, to (1) evaluate the qualifications, independence and performance of the Independent Registered Public Accounting Firm; (2) approve all audit engagement terms and fees for the Funds; (3) review the conduct and results of each audit and discuss each Fund s audited financial statements; (4) review any issues raised by the Independent Registered Public Accounting Firm or Fund management regarding the accounting or financial reporting policies and practices of the Funds and the internal controls of the Funds and certain service providers; (5) oversee the performance of (a) each Fund s internal audit function provided by its investment adviser and (b) the Independent Registered Public Accounting Firm; (6) oversee policies, procedures and controls regarding valuation of each Fund s investments and their classification as liquid or illiquid; (7) discuss with Fund management its policies regarding risk assessment and risk management as such matters relate to the Funds financial reporting and controls; (8) resolve any disagreements between Fund management and the Independent Registered Public Accounting Firm regarding financial reporting; and (9) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Audit Committee. The Board has adopted a written charter for the Audit Committee. During the fiscal year ended May 31, 2015, the Audit Committee met four times. I-10

17 The members of the Governance and Nominating Committee (the Governance Committee ) are the Honorable Stuart E. Eizenstat (Chair), Bruce R. Bond, Robert M. Hernandez and Fred G. Weiss, all of whom are Independent Trustees. The principal responsibilities of the Governance Committee are to (1) identify individuals qualified to serve as Independent Trustees of the Trusts and recommend Independent Trustee nominees for election by shareholders or appointment by the Board; (2) advise the Board with respect to Board composition, procedures and committees (other than the Audit Committee); (3) oversee periodic selfassessments of the Board and committees of the Board (other than the Audit Committee); (4) review and make recommendations regarding Independent Trustee compensation; (5) monitor corporate governance matters and develop appropriate recommendations to the Board; (6) act as the administrative committee with respect to Board policies and procedures, committee policies and procedures (other than the Audit Committee) and codes of ethics as they relate to Independent Trustees; and (7) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Governance Committee. The Governance Committee may consider nominations for the office of Trustee made by Fund shareholders as it deems appropriate. Fund shareholders who wish to recommend a nominee should send nominations to the Secretary of the Trust that include biographical information and set forth the qualifications of the proposed nominee. The Board has adopted a written charter for the Governance Committee. During the fiscal year ended May 31, 2015, the Governance Committee met four times. The members of the Compliance Committee are James H. Bodurtha (Chair), Valerie G. Brown and Roberta Cooper Ramo, all of whom are Independent Trustees. The Compliance Committee s purpose is to assist the Board in fulfilling its responsibility to oversee regulatory and fiduciary compliance matters involving each Fund, the fund-related activities of BlackRock and any sub-advisor and each Fund s third-party service providers. The Compliance Committee s responsibilities include, without limitation, to (1) oversee the compliance policies and procedures of each Fund and its service providers and recommend changes or additions to such policies and procedures; (2) review information on and, where appropriate, recommend policies concerning each Fund s compliance with applicable law; (3) review reports from, oversee the annual performance review of, and make certain recommendations and determinations regarding the Trusts Chief Compliance Officer (the CCO ), including determining the amount and structure of the CCO s compensation and recommending such amount and structure to the full Board for approval and ratification; and (4) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Compliance Committee. The Board has adopted a written charter for the Compliance Committee. During the fiscal year ended May 31, 2015, the Compliance Committee met five times. The members of the Performance Oversight Committee (the Performance Committee ) are David H. Walsh (Chair), Donald W. Burton, Kenneth A. Froot, John F. O Brien and Donald C. Opatrny, all of whom are Independent Trustees, and Robert Fairbairn, who is an interested Trustee. The Performance Committee s purpose is to assist the Board in fulfilling its responsibility to oversee each Fund s investment performance relative to its agreed-upon performance objectives. The Performance Committee s responsibilities include, without limitation, to (1) review the Fund s investment objectives, policies and practices; (2) recommend to the Board specific investment tools and techniques employed by BlackRock; (3) recommend to the Board appropriate investment performance objectives based on its review of appropriate benchmarks and competitive universes; (4) review the Fund s investment performance relative to agreed-upon performance objectives; (5) review information on unusual or exceptional investment matters; and (6) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Performance Committee. The Board has adopted a written charter for the Performance Committee. During the fiscal year ended May 31, 2015, the Performance Committee met four times. The members of the Executive Committee are James H. Bodurtha, the Honorable Stuart E. Eizenstat, Robert M. Hernandez, David H. Walsh and Fred G. Weiss, all of whom are Independent Trustees, and Robert Fairbairn, who serves as an interested Trustee. The principal responsibilities of the Executive Committee are to (1) act on routine matters between meetings of the Board; (2) act on such matters as may require urgent action between meetings of the Board; and (3) exercise such other authority as may from time to time be delegated to the Executive Committee by the Board. The Board has adopted a written charter for the Executive Committee. During the fiscal year ended May 31, 2015, the Executive Committee did not meet. I-11

18 The Independent Trustees have adopted a statement of policy that describes the experience, qualifications, skills and attributes that are necessary and desirable for potential Independent Trustee candidates (the Statement of Policy ). The Board believes that each Independent Trustee satisfied, at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. Furthermore, in determining that a particular Independent Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Independent Trustees have balanced and diverse experience, skills, attributes and qualifications, which allow the Board to operate effectively in governing each Fund and protecting the interests of shareholders. Among the attributes common to all Independent Trustees are their ability to review critically, evaluate, question and discuss information provided to them, to interact effectively with the Fund s investment adviser, sub-advisers, other service providers, counsel and the Independent Registered Public Accounting Firm, and to exercise effective business judgment in the performance of their duties as Trustees. Each Trustee s ability to perform his or her duties effectively is evidenced by his or her educational background or professional training; business, consulting, public service or academic positions; experience from service as a board member of each Fund and the other funds in the BlackRock Fund Complexes (and any predecessor funds), other investment funds, public companies, non-profit entities or other organizations; ongoing commitment to and participation in Board and Committee meetings, as well as his or her leadership of standing and ad hoc committees throughout the years; or other relevant life experiences. The table below discusses some of the experiences, qualifications and skills of each of the Trustees that support the conclusion that each board member should serve (or continue to serve) on the Board. Trustees Independent Trustees James H. Bodurtha Bruce R. Bond Valerie G. Brown Donald W. Burton Experience, Qualifications and Skills James H. Bodurtha has served for more than 22 years on the boards of registered investment companies, most recently as a member of the Board of the Equity-Bond Complex and its predecessor funds, including as Chairman of the Board of certain of the legacy-merrill Lynch Investment Managers, L.P. ( MLIM ) funds. Prior thereto, Mr. Bodurtha was counsel to and a member of the Board of a smaller banksponsored mutual funds group. In addition, Mr. Bodurtha is a member of, and previously served as Chairman of, the Independent Directors Council and served for 11 years as an independent director on the Board of Governors of the Investment Company Institute. He also has more than 30 years of executive management and business experience through his work as a consultant and as the chairman of the board of a privately-held company. In addition, Mr. Bodurtha has more than 20 years of legal experience as a corporate attorney and partner in a law firm, where his practice included counseling registered investment companies and their boards. Bruce R. Bond has served for approximately 17 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-blackrock funds and the State Street Research Mutual Funds. He also has executive management and business experience, having served as president and chief executive officer of several communications networking companies. Mr. Bond also has corporate governance experience from his service as a director of a computer equipment company. Valerie G. Brown has more than 25 years of experience in the securities and financial services industry, having served as a director and committee chair for the Securities Industry and Financial Markets Association, for 4 years, and as a director and vice chairman of the board of the Financial Services Institute, for 5 years. She also has oversight and executive management experience, having served for more than four years as the chief executive officer and director of a brokerage and investment adviser firm. Donald W. Burton has served for approximately 28 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-mlim and Raymond James funds. He also has more than 30 years of investment management business experience, having served as the managing general partner of an investment partnership, and a member of the Investment Advisory Council of the Florida State Board of Administration. In addition, Mr. Burton has corporate governance experience, having served as a board member of publicly-held financial, health-care, and telecommunications companies. I-12

19 Trustees The Honorable Stuart E. Eizenstat Kenneth A. Froot Robert M. Hernandez John F. O Brien Donald C. Opatrny Roberta Cooper Ramo David H. Walsh Fred G. Weiss Experience, Qualifications and Skills The Honorable Stuart E. Eizenstat has served for approximately 13 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-blackrock funds. He served as U.S. Ambassador to the European Union Under Secretary of Commerce for International Trade, Under Secretary of State for Economic, Business & Agricultural Affairs, and Deputy Secretary of the U.S. Treasury during the Clinton Administration. He was Director of the White House Domestic Policy Staff and Chief Domestic Policy Adviser to President Carter. In addition, Mr. Eizenstat is a practicing attorney and Head of the International Practice at a major international law firm. Mr. Eizenstat has business and executive management experience and corporate governance experience through his service on the advisory boards and corporate boards of publicly-held consumer, energy, environmental delivery, metallurgical and telecommunications companies. Mr. Eizenstat has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable SEC rules. Kenneth A. Froot has served for approximately 19 years on the boards of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-mlim funds. The Equity-Bond Board benefits from Mr. Froot s years of academic experience, having served as a professor of finance at Harvard University since 1992 and teaching courses on capital markets, international finance, and risk management. Mr. Froot has published numerous articles and books on a range of topics, including, among others, the financing of risk, risk management, the global financial system, currency analysis, foreign investing, and investment style strategies. He has served as a director of research for Harvard Business School for approximately 6 years, and as a managing partner of an investment partnership. In addition, Mr. Froot has served as a consultant to the International Monetary Fund, the World Bank, and the Board of Governors of the Federal Reserve, and served on the staff of the US President s Council of Economic Advisers and the Economic Advisory Board of the Export-Import Bank of the United States. Robert M. Hernandez has served for approximately 20 years on the board of registered investment companies, having served as Chairman of the Board of the Equity-Bond Complex and as Vice Chairman and Chairman of the Audit and Nominating/Governance Committees of its predecessor funds, including certain legacy-blackrock funds. Mr. Hernandez has business and executive experience through his service as group president, chief financial officer, Chairman and vice chairman, among other positions, of publicly-held energy, steel, and metal companies. He has served as a director of other public companies in various industries throughout his career. He also has broad corporate governance experience, having served as a board member of publicly-held energy, insurance, chemicals, metals and electronics companies. Mr. Hernandez has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable SEC rules. John F. O Brien has served for approximately 9 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-mlim funds. He also has investment management experience, having served as the president, director, and chairman of the board of an investment management firm and a life insurance company. Mr. O Brien also has broad corporate governance and audit committee experience, having served as a board member and audit committee member of publicly-held financial, medical, energy, chemical, retail, life insurance, and auto parts manufacturing companies, and as a director of a not-for-profit organization. Donald C. Opatrny has more than 39 years of business, oversight and executive experience, including through his service as president, director and investment committee chair for academic and not-for-profit organizations, and his experience as a partner, managing director and advisory director at Goldman Sachs for 32 years. He also has investment management experience as a board member of Athena Capital Advisors LLC. Roberta Cooper Ramo has served for approximately 14 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-mlim funds. She is a practicing attorney and shareholder in a law firm for more than 30 years. Ms. Ramo has oversight experience through her service as chairman of the board of a retail company and as president of the American Bar Association and the American Law Institute and as President, for 2 years, and Member of the Board of Regents, for 6 years, of the University of New Mexico. She also has corporate governance experience, having served on the boards of United New Mexico Bank and the First National Bank of New Mexico and on the boards of non-profit organizations. David H. Walsh has served for approximately 11 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including the legacy-mlim funds. Mr. Walsh has investment management experience, having served as a consultant with Putnam Investments ( Putnam ) from 1993 to 2003, and employed in various capacities at Putnam from 1971 to He has oversight experience, serving as the director of an academic institute, and a board member of various not-for-profit organizations. Fred G. Weiss has served for approximately 16 years on the board of registered investment companies, having served as a member of the Board of the Equity-Bond Complex and its predecessor funds, including as Chairman of the board of certain of the legacy-mlim funds. He also has more than 30 years of business and executive management experience, having served in senior executive positions of two public companies where he was involved in both strategic planning and corporate development, as Chairman of the Committee on Investing Employee Assets (CIBA) and as a managing director of an investment consulting firm. Mr. Weiss also has corporate governance experience, having served as a board member of a publicly-held global technology company and a pharmaceutical company, and as a director of a not-forprofit foundation. Mr. Weiss has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable SEC rules. I-13

20 Trustees Interested Trustees Robert Fairbairn Henry Gabbay John M. Perlowski Experience, Qualifications and Skills Robert Fairbairn has more than 20 years of experience with BlackRock, Inc. and over 28 years in finance and asset management. In particular, Mr. Fairbairn s positions as Senior Managing Director of BlackRock, Inc., Global Head of BlackRock s Retail and ishares businesses, and Member of BlackRock s Global Executive and Global Operating Committees provide the Board with a wealth of practical business knowledge and leadership. In addition, Mr. Fairbairn has global investment management and oversight experience through his former positions as Head of BlackRock s Global Client Group and Chairman of BlackRock s international businesses. Prior to joining BlackRock, Mr. Fairbairn was Senior Vice President and Head of the EMEA Pacific region at MLIM, a member of the MLIM Executive Committee, head of the EMEA Sales Division and Chief Operating Officer of the EMEA Pacific region. Henry Gabbay s many years of experience in finance provide the Board with a wealth of practical business knowledge and leadership. In particular, Mr. Gabbay s experience as a Consultant for and Managing Director of BlackRock, Inc., Chief Administrative Officer of BlackRock Advisors, LLC and President of BlackRock Funds provides the Funds with greater insight into the analysis and evaluation of both their existing investment portfolios and potential future investments as well as enhanced oversight of their investment decisions and investment valuation processes. In addition, Mr. Gabbay s former positions as Chief Administrative Officer of BlackRock Advisors, LLC and as Treasurer of certain closed-end funds in the BlackRock Fund Complex provide the Board with direct knowledge of the operations of the BlackRock-advised Funds and their investment adviser. Mr. Gabbay s previous service on and long-standing relationship with the Board also provide him with a specific understanding of the BlackRock-advised Funds, their operations, and the business and regulatory issues facing the BlackRock-advised Funds. Mr. Perlowski s experience as Managing Director of BlackRock, Inc. since 2009, as the Global Head of BlackRock Fund Services since 2009, and as President and Chief Executive Officer of the BlackRockadvised Funds provides him with a strong understanding of the BlackRock-advised Funds, their operations, and the business and regulatory issues facing the BlackRock-advised Funds. Mr. Perlowski s prior position as Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, and his former service as Treasurer and Senior Vice President of the Goldman Sachs Mutual Funds and as Director of the Goldman Sachs Offshore Funds provides the Boards with the benefit of his experience with the management practices of other financial companies. Biographical Information Certain biographical and other information relating to the Trustees is set forth below, including their address and year of birth, principal occupations for at least the last five years, length of time served, total number of registered investment companies and investment portfolios overseen in the BlackRock-advised Funds and any currently held public company and investment company directorships. Name, Address and Year of Birth Position(s) Held with the Trust Length of Time Served 1,2 Principal Occupation(s) During Past Five Years Number of BlackRock- Advised Registered Investment Companies ( RICs ) Consisting of Investment Portfolios ( Portfolios ) Overseen Public Company and Investment Company Directorships Independent Trustees James H. Bodurtha 3 55 East 52 nd Street New York, NY Trustee 1995 to present Director, The China Business Group, Inc. (consulting and investing firm) from 1996 to 2013 and Executive Vice President thereof from 1996 to 2003; Chairman of the Board, Berkshire Holding Corporation since RICs consisting of 98 Portfolios None Bruce R. Bond 55 East 52 nd Street New York, NY Trustee 2007 to present Trustee and Member of the Governance Committee, State Street Research Mutual Funds from 1997 to 2005; Board Member of Governance, Audit and Finance Committee, Avaya Inc. (computer equipment) from 2003 to RICs consisting of 98 Portfolios None I-14