BLACKROCK, INC.
40 East 52nd Street
New York, NY 10022
August 12, 2005
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn: Christian Windsor
| Re: | BlackRock, Inc. Registration Statement on Form S-3 (No. 333-124843) |
Ladies and Gentlemen:
Pursuant to Rule 461(a) under the Securities Act of 1933, as amended, BlackRock, Inc. hereby requests acceleration of the Registration Statement on Form S-3, No. 333-124843, to 5:00 p.m. on Friday, August 12, 2005, or as soon thereafter as practicable.
We acknowledge that the disclosure in the filing is the responsibility of BlackRock, Inc. BlackRock, Inc. represents to the Commission that should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing and that it will not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
BlackRock, Inc. further acknowledges that the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve BlackRock, Inc. from its full responsibility for the adequacy and accuracy of the disclosures in the filing.
If you have any questions on this matter, please call the undersigned at (212) 810-5300.
Very truly yours,
BLACKROCK, INC.
By: /s/Robert P. Connolly
Robert P. Connolly
Managing Director, General Counsel and
Secretary
