Master Basic Value N-CSR Certified annual shareholder report (management investment company)

UNITEDSTATES
SECURITIESANDEXCHANGECOMMISSION
Washington,D.C.20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-02739 and 811-10179

Name of Fund: BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: Anne F. Ackerley, Chief Executive Officer, BlackRock Basic
Value Fund, Inc. and Master Basic Value LLC, 40 East 52^nd Street, New York, NY 10022.

Registrant’s telephone number, including area code: (800) 441-7762

Date of fiscal year end: 06/30/2009

Date of reporting period: 06/30/2009

Item 1 – Report to Stockholders

EQUITIES FIXED INCOME REAL ESTATE LIQUIDITY ALTERNATIVES BLACKROCK SOLUTIONS

BlackRock Basic Value

Fund, Inc.

ANNUAL REPORT | JUNE 30, 2009

NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE

Table of Contents
	Page
Dear Shareholder	3
Annual Report:
Fund Summary	4
About Fund Performance	6
Disclosure of Expenses	6
Fund Financial Statements:
Statement of Assets and Liabilities	7
Statement of Operations	8
Statements of Changes in Net Assets	9
Fund Financial Highlights	10
Fund Notes to Financial Statements	13
Report of Independent Public Accounting Firm	17
Important Tax Information (Unaudited)	17
Portfolio Information	18
Derivative Instruments	18
Master LLC Financial Statements:
Schedule of Investments	19
Statement of Assets and Liabilities	21
Statement of Operations	22
Statements of Changes in Net Assets	23
Master LLC Financial Highlights	23
Master LLC Notes to Financial Statements	24
Report of Independent Public Accounting Firm	28
Disclosure of Investment Advisory Agreement and Sub-Advisory Agreement	29
Officers and Directors	33
Additional Information	36
Mutual Fund Family	38

2 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

Dear Shareholder

The past 12 months reveal two distinct market backdrops — one of investor pessimism and decided weakness, and another of optimism and nascent
signs of recovery. The first half of the year was characterized by the former, as the global financial crisis erupted into the worst recession in decades.
Daily headlines recounted universal macroeconomic deterioration, financial sector casualties, volatile swings in global equity markets, and unprece-
dented government intervention that included widespread (and globally coordinated) monetary and quantitative easing by central banks and large-
scale fiscal stimuli. Sentiment improved noticeably in March, however, on the back of new program announcements by the Treasury and Federal
Reserve, as well as generally stronger-than-expected economic data in a few key areas, including retail sales, business and consumer confidence,
manufacturing and housing.

In this environment, US equities contended with extraordinary volatility, posting steep declines early, and then recouping those losses — and more —
between March and May. Investor enthusiasm eased off in the final month of the period, mostly as a result of profit taking and portfolio rebalancing,
as opposed to a change in the economic outlook. Through June 30, stocks did quite well on a year-to-date basis, with nearly all major indices crossing
into positive territory. The experience in international markets was similar to that in the United States, though performance was generally more extreme
both on the decline and on the upturn. Notably, emerging markets, which lagged most developed regions through the downturn, reassumed leadership
in 2009 as these areas of the globe have generally seen a stronger acceleration in economic recovery.

In fixed income markets, while a flight to quality remained a prevalent theme, relatively attractive yields and distressed valuations, alongside a more
favorable macro environment, eventually captured investor attention, leading to a sharp recovery in non-Treasury assets. A notable example from the
opposite end of the credit spectrum was the high yield sector, which has firmly outpaced all other taxable asset classes since the start of 2009. At the
same time, the municipal bond market enjoyed a strong return after the exceptional market volatility of 2008, buoyed by a combination of attractive
valuations, robust retail investor demand and a slowdown in forced selling. Direct aid to state and local governments via the American Recovery and
Reinvestment Act of 2009 has also lent support.

All told, results for the major benchmark indexes reflected a bifurcated market.

Total Returns as of June 30, 2009	6-month	12-month
US equities (S&P 500 Index)	3.16%	(26.21)%
Small cap US equities (Russell 2000 Index)	2.64	(25.01)
International equities (MSCI Europe, Australasia, Far East Index)	7.95	(31.35)
US Treasury securities (Merrill Lynch 10-Year US Treasury Index)	(8.74)	7.41
Taxable fixed income (Barclays Capital US Aggregate Bond Index)	1.90	6.05
Tax-exempt fixed income (Barclays Capital Municipal Bond Index)	6.43	3.77
High yield bonds (Barclays Capital US Corporate High Yield 2% Issuer Capped Index)	30.92	(1.91)
Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly in an index.

The market environment has clearly improved since the beginning of the year, but a great deal of uncertainty and risk remain. Through periods of market
turbulence, as ever, BlackRock’s full resources are dedicated to the management of our clients’ assets. For additional insight and timely “food for thought,”
we invite you to visit our award-winning Shareholder® magazine, now available exclusively online at www.blackrock.com/shareholdermagazine. We thank
you for entrusting BlackRock with your investments, and we look forward to continuing to serve you in the months and years ahead.

Announcement to Shareholders

On June 16, 2009, BlackRock, Inc. announced that it received written notice from Barclays PLC (“Barclays”) in which Barclays’ Board of Directors had

accepted BlackRock’s offer to acquire Barclays Global Investors (“BGI”). At a special meeting held on August 6, 2009, BlackRock’s proposed purchase

of BGI was approved by an overwhelming majority of Barclays’ voting shareholders, an important step toward closing the transaction. The combination

of BlackRock and BGI will bring together market leaders in active and index strategies to create the preeminent asset management firm. The transac-

tion is scheduled to be completed in the fourth quarter of 2009, subject to important fund shareholder and regulatory approvals.

THIS PAGE NOT PART OF YOUR FUND REPORT 3

Fund Summary as of June 30, 2009 BlackRock Basic Value Fund, Inc.

Portfolio Management Commentary

How did the Fund perform?
•For the 12-month period ended June 30, 2009, the Fund generated
returns, through its investment in Master Basic Value LLC (the “Master
LLC”), that outpaced both the benchmark S&P 500 Citigroup Value Index
and the broad-market S&P 500 Index.

What factors influenced performance?
•The Fund’s outperformance relative to the benchmark resulted from
strong attribution in the health care, industrials, financials and telecom-
munication services sectors, offset by weak results in materials, energy,
consumer discretionary and consumer staples. Results in information
technology (“IT”) were neutral.

•Favorable stock selection and overweighting healthcare, particularly
pharmaceuticals, benefited performance during the annual period, led
by shares of Schering-Plough Corp. and Bristol-Myers Squibb Co. Good
stock selection and an underweight in industrials, particularly industrial
conglomerates, also aided results. The Master LLC’s reduced weighting in
General Electric Co. bolstered returns in this sector.

•Within financials, allocation decisions — mainly underweighting real
estate investment trusts and mortgage-related securities — more than
offset the results derived from disappointing stock selection within the
sector. In particular, the Master LLC’s position in Travelers Cos., Inc. and
the Master LLC’s reduced weighting in Citigroup, Inc. proved advanta-
geous. Stock selection within telecommunication services also had a
positive impact on performance as shares of Qwest Communications
International, Inc. advanced during the period. Additionally, the Master
LLC’s cash position was additive.

•Detracting from Fund performance was the combination of stock selec-
tion and allocation decisions within the materials sector. Specifically,
the Master LLC’s position in Alcoa, Inc. was a hindrance. Overweighting
energy holdings and the Master LLC’s positions in Halliburton Co. and
BJ Services Co. also did not produce the results we anticipated.

•In consumer discretionary, the combination of stock selection and an
underweight in the sector had a negative effect on performance. Time

Warner, Inc. and lack of ownership of Ford Motor Co. were particularly
detrimental. Meanwhile, the positive contribution derived from allocation
decisions within consumer staples was not enough to offset disappoint-
ing stock selection results within the sector.

•Finally, in IT, stock selection negated the positive impact of overweighting
the sector, resulting in neutral performance for the reporting period.
Positions in Xerox Corp. and Fairchild Semiconductor International, Inc.
detracted.

Describe recent portfolio activity.
•During the 12 months, we increased the Fund’s exposure to energy,
information technology, consumer discretionary, consumer staples and
financials by adding to existing positions and initiating new positions in
Noble Corp., Maxim Integrated Products, Inc., Nokia Oyj, Time Warner
Cable, Inc., ACE Ltd. and U.S. Bancorp.

•We reduced exposure to industrials by eliminating General Electric Co.
from the Master LLC. Names from other sectors sold from the Master
LLC included Hartford Financial Services Group, Inc., Cardinal Health,
Inc., Johnson & Johnson and Alcoa.

Describe Fund positioning at period end.
•At period end, the Master LLC was overweight relative to the S&P 500
Citigroup Value Index in IT and energy, and underweight in financials, utili-
ties, industrials, consumer discretionary and materials. The Fund was neu-
tral in telecommunications, health care and consumer staples.

•We believe that recent data indicates deceleration in the economic
decline that took place over the past year. The unprecedented amount of
fiscal and monetary stimuli on a global basis, tempered market fears
and strong earnings have aided recovery. Additionally, credit markets are
improving with the repayment of TARP monies by healthier financial insti-
tutions. Nevertheless, we remain cautiously optimistic as market volatility
will continue, driven by mixed, but improving, economic data. The Fund is
positioned to utilize this volatility to continue our cyclical positioning.

The views expressed reflect the opinions of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions.
These views are not intended to be a forecast of future events and are no guarantee of future results.

Expense Example
		Actual			Hypothetical2
	Beginning	Ending	Expenses Paid	Beginning	Ending	Expenses Paid
	Account Value	Account Value	During	Account Value	Account Value	During
	January 1, 2009	June 30, 2009	the Period1	January 1, 2009	June 30, 2009	the Period1
Institutional	$1,000	$1,052.10	$2.95	$1,000	$1,021.92	$2.91
Investor A	$1,000	$1,050.10	$4.57	$1,000	$1,020.34	$4.51
Investor B	$1,000	$1,045.90	$9.13	$1,000	$1,015.87	$9.00
Investor C	$1,000	$1,046.10	$8.88	$1,000	$1,016.12	$8.75
Class R	$1,000	$1,048.70	$6.76	$1,000	$1,018.20	$6.66

¹ For each class of the Fund, expenses are equal to the annualized expense ratio for the class (0.58% for Institutional, 0.90% for Investor A, 1.80% for Investor B, 1.75% for
Investor C and 1.33% for Class R), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period shown). Because the
Fund is a feeder fund, the expense table example reflects the expenses of both the feeder fund and the master fund in which it invests.
² Hypothetical 5% annual return before expenses is calculated by pro-rating the number of days in the most recent fiscal half year divided by 365.
See “Disclosure of Expenses” on page 6 for further information on how expenses were calculated.

4 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

BlackRock Basic Value Fund, Inc.

Total Return Based on a $10,000 Investment

¹ Assuming maximum sales charge, transaction costs and other operating expenses, including advisory and administration fees, if any.
Institutional Shares do not have a sales charge.
² The Fund invests all of its assets in Master Basic Value LLC. Master Basic Value LLC invests in securities, primarily equities, that management
of the Fund believes are undervalued and therefore represent basic investment value.
³ This unmanaged Index covers 500 industrial, utility, transportation and financial companies of the US markets (mostly New York Stock
Exchange (“NYSE”) issues) representing about 75% of NYSE market capitalization and 30% of NYSE issues.
⁴ This unmanaged Index is designed to provide a comprehensive measure of large-cap US equity “value” performance. It is an unmanaged
float adjusted market capitalization weighted index comprised of stocks representing approximately half the market capitalization of the
S&P 500 Index that have been identified as being on the value end of the growth-value spectrum.

Performance Summary for the Period Ended June 30, 2009
				Average Annual Total Returns5
		1 Year		5 Years		10 Years
	6-Month	w/o sales	w/sales	w/o sales	w/sales	w/o sales	w/sales
	Total Returns	charge	charge	charge	charge	charge	charge
Institutional	5.21%	(23.67)%	N/A	(1.80)%	N/A	0.43%	N/A
Investor A	5.01	(23.93)	(27.92)%	(2.07)	(3.12)%	0.17	(0.37)%
Investor B	4.59	(24.60)	(27.89)	(2.86)	(3.13)	(0.45)	(0.45)
Investor C	4.61	(24.57)	(25.30)	(2.84)	(2.84)	(0.62)	(0.62)
Class R	4.87	(24.21)	N/A	(2.36)	N/A	(0.07)	N/A
S&P 500 Index	3.16	(26.21)	N/A	(2.24)	N/A	(2.22)	N/A
S&P 500 Citigroup Value Index	(1.41)	(28.63)	N/A	(2.40)	N/A	(1.26)	N/A

⁵ Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund
Performance” on page 6 for a detailed description of share classes, including any related sales charges and fees.
N/A — Not applicable as share class and index do not have a sales charge.
Past performance is not indicative of future results.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 5

About Fund Performance

•Institutional Shares are not subject to any sales charge. Institutional
Shares bear no ongoing distribution or service fees and are available
only to eligible investors.

•Investor A Shares incur a maximum initial sales charge (front-end load)
of 5.25% and a service fee of 0.25% per year (but no distribution fee).

•Investor B Shares are subject to a maximum contingent deferred sales
charge of 4.50% declining to 0% after six years. In addition, Investor B
Shares are subject to a distribution fee of 0.75% per year and a service
fee of 0.25% per year. These shares automatically convert to Investor A
Shares after approximately eight years. (There is no initial sales charge
for automatic share conversions.) All returns for periods greater than
eight years reflect this conversion. Investor B Shares of the Fund are no
longer available for purchase except through exchanges, dividend rein-
vestments, and for purchase by certain qualified employee benefit plans.

•Investor C Shares are subject to a distribution fee of 0.75% and a service
fee of 0.25% per year. In addition, Investor C Shares are subject to a 1%
contingent deferred sales charge if redeemed within one year of purchase.

•Class R Shares do not incur a maximum initial sales charge (front-end
load) or deferred sales charge. These shares are subject to a distribution
fee of 0.25% per year and a service fee of 0.25% per year. Class R
Shares are available only to certain retirement plans. Prior to inception,
Class R Share performance results are those of Institutional Shares
(which have no distribution or service fees) restated to reflect Class R
Share fees.

Performance information reflects past performance and does not guar-
antee future results. Current performance may be lower or higher than the
performance data quoted. Refer to www.blackrock.com/funds to obtain
performance data current to the most recent month-end. Performance
results do not reflect the deduction of taxes that a shareholder would
pay on fund distributions or the redemption of fund shares. Figures
shown in the performance table on page 5 assume reinvestment of
all dividends and capital gain distributions, if any, at net asset value
on the ex-dividend date. Investment return and principal value of shares
will fluctuate so that shares, when redeemed, may be worth more or
less than their original cost. Dividends paid to each class of shares will
vary because of the different levels of service, distribution and transfer
agency fees applicable to each class, which are deducted from the
income available to be paid to shareholders.

Disclosure of Expenses

Shareholders of this Fund may incur the following charges: (a) expenses
related to transactions, including sales charges, redemption fees and
exchange fees; and (b) operating expenses including advisory fees, distri-
bution fees including 12b-1 fees, and other Fund expenses. The expense
example on page 4 (which is based on a hypothetical investment of
$1,000 invested on January 1, 2009 and held through June 30, 2009)
is intended to assist shareholders both in calculating expenses based on
an investment in the Fund and in comparing these expenses with similar
costs of investing in other mutual funds.

The table provides information about actual account values and actual
expenses. In order to estimate the expenses a shareholder paid during the
period covered by this report, shareholders can divide their account value
by $1,000 and then multiply the result by the number corresponding
to their share class under the heading entitled “Expenses Paid During
the Period.”

The table also provides information about hypothetical account values
and hypothetical expenses based on the Fund’s actual expense ratio and
an assumed rate of return of 5% per year before expenses. In order to
assist shareholders in comparing the ongoing expenses of investing in this
Fund and other funds, compare the 5% hypothetical example with the 5%
hypothetical examples that appear in other funds’ shareholder reports.

The expenses shown in the table are intended to highlight shareholders’
ongoing costs only and do not reflect any transactional expenses, such
as sales charges, redemption fees or exchange fees. Therefore, the hypo-
thetical example is useful in comparing ongoing expenses only, and will
not help shareholders determine the relative total expenses of owning
different funds. If these transactional expenses were included, shareholder
expenses would have been higher.

6 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Statement of Assets and Liabilities	BlackRock Basic Value Fund, Inc.
June 30, 2009
Assets
Investments at value — Master Basic Value LLC (the “Master LLC”) (Cost — $3,445,494,043)		$ 3,738,528,073
Capital shares sold receivable			8,189,186
Prepaid expenses			22,422
Total assets		3,746,739,681
Liabilities
Contribution payable to the Master LLC			4,328,127
Capital shares redeemed payable			3,861,059
Transfer agent fees payable			855,746
Service and distribution fees payable			784,444
Other affiliates payable			112,969
Other accrued expenses payable			18,568
Officer’s and Directors’ fees payable			1,488
Total liabilities			9,962,401
Net Assets		$ 3,736,777,280
Net Assets Consist of
Paid-in capital		$ 4,132,963,706
Undistributed net investment income		41,391,358
Accumulated net realized loss allocated from the Master LLC		(730,611,814)
Net unrealized appreciation/depreciation allocated from the Master LLC		293,034,030
Net Assets		$ 3,736,777,280
Net Asset Value
Institutional — Based on net assets of $1,747,443,667 and 92,025,545 shares outstanding, 400 million shares authorized, $0.10 par value		$	18.99
Investor A — Based on net assets of $1,388,724,733 and 73,624,465 shares outstanding, 200 million shares authorized, $0.10 par value		$	18.86
Investor B — Based on net assets of $168,114,847 and 9,112,639 shares outstanding, 400 million shares authorized, $0.10 par value		$	18.45
Investor C — Based on net assets of $413,576,154 and 23,364,473 shares outstanding, 200 million shares authorized, $0.10 par value		$	17.70
Class R — Based on net assets of $18,917,879 and 1,033,478 shares outstanding, 400 million shares authorized, $0.10 par value		$	18.31

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

7

Statement of Operations	BlackRock Basic Value Fund, Inc.
Year Ended June 30, 2009
Investment Income
Net investment income allocated from the Master LLC:
Dividends	$ 129,332,343
Foreign taxes withheld	(989,654)
Income — affiliated	235,409
Securities lending — affiliated	1,411,959
Expenses	(18,229,239)
Total income	111,760,818
Expenses
Service — Investor A	3,740,806
Service and distribution — Investor B	2,418,765
Service and distribution — Investor C	4,767,172
Service and distribution — Class R	103,299
Transfer agent — Institutional	2,528,474
Transfer agent — Investor A	2,827,060
Transfer agent — Investor B	829,677
Transfer agent — Investor C	1,290,418
Transfer agent — Class R	70,247
Printing	277,616
Registration	103,596
Professional	54,683
Officer and Directors	5,626
Miscellaneous	28,892
Total expenses	19,046,331
Net investment income	92,714,487
Realized and Unrealized Loss Allocated from the Master LLC
Net realized loss on investments, foreign currency and options written	(658,009,767)
Net change in unrealized appreciation/depreciation on investments and options written	(843,083,793)
Total realized and unrealized loss	(1,501,093,560)
Net Decrease in Net Assets Resulting from Operations	$(1,408,379,073)

See Notes to Financial Statements.

8 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

Statements of Changes in Net Assets	BlackRock Basic Value Fund, Inc.
	Year Ended
	June 30,
Increase (Decrease) in Net Assets:	2009	2008
Operations
Net investment income	$ 92,714,487	$ 107,265,031
Net realized gain (loss)	(658,009,767)	521,979,113
Net change in unrealized appreciation/depreciation	(843,083,793)	(2,043,639,498)
Net decrease in net assets resulting from operations	(1,408,379,073)	(1,414,395,354)
Dividends and Distributions to Shareholders From
Net investment income:
Institutional	(56,372,234)	(32,835,680)
Investor A	(38,111,190)	(18,429,627)
Investor B	(3,159,713)	(1,294,782)
Investor C	(7,911,748)	(2,876,816)
Class R	(443,707)	(201,332)
Net realized gain:
Institutional	(47,280,236)	(210,850,845)
Investor A	(35,805,612)	(145,029,284)
Investor B	(6,480,815)	(33,941,670)
Investor C	(12,527,725)	(50,862,726)
Class R	(522,499)	(2,085,725)
Net decrease in net assets resulting from dividends and distributions to shareholders	(208,615,479)	(498,408,487)
Capital Share Transactions
Net decrease in net assets derived from capital share transactions	(487,432,138)	(752,444,648)
Net Assets
Total decrease in net assets	(2,104,426,690)	(2,665,248,489)
Beginning of year	5,841,203,970	8,506,452,459
End of year	$3,736,777,280	$5,841,203,970
End of year undistributed net investment income	$ 41,391,358	$ 54,674,457

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

9

Financial Highlights													BlackRock Basic Value Fund, Inc.
				Institutional									Investor A
			Year Ended June 30,									Year Ended June 30,
		2009	2008		2007		2006		2005	2009		2008		2007		2006		2005
Per Share Operating Performance
Net asset value, beginning
of year	$	26.12	$ 33.96	$	32.87	$	31.19	$	31.89	$ 25.94	$	33.78	$	32.69	$	31.03	$	31.74
Net investment income1		0.50	0.54		0.55		0.48		0.46	0.44		0.45		0.46		0.40		0.38
Net realized and unrealized
gain (loss)		(6.60)	(6.28)		6.98		3.18		0.64	(6.56)		(6.24)		6.95		3.16		0.63
Net increase (decrease) from
investment operations		(6.10)	(5.74)		7.53		3.66		1.10	(6.12)		(5.79)		7.41		3.56		1.01
Dividends and distributions
from:
Net investment income		(0.57)	(0.28)		(0.80)		(0.47)		(0.43)	(0.50)		(0.23)		(0.68)		(0.39)		(0.35)
Net realized gain		(0.46)	(1.82)		(5.64)		(1.51)		(1.37)	(0.46)		(1.82)		(5.64)		(1.51)		(1.37)
Total dividends and
distributions		(1.03)	(2.10)		(6.44)		(1.98)		(1.80)	(0.96)		(2.05)		(6.32)		(1.90)		(1.72)
Net asset value,
end of year	$	18.99	$ 26.12	$	33.96	$	32.87	$	31.19	$ 18.86	$	25.94	$	33.78	$	32.69	$	31.03
Total Investment Return2
Based on net asset value		(23.67)%	(17.84)%		25.11%		12.18%3		3.77%	(23.93)%		(18.08)%		24.81%		11.89%3		3.49%
Ratios to Average Net Assets4
Total expenses		0.58%	0.53%		0.54%		0.57%		0.57%	0.89%		0.82%		0.80%		0.82%		0.82%
Net investment income		2.54%	1.76%		1.63%		1.52%		1.49%	2.24%		1.48%		1.37%		1.28%		1.24%
Supplemental Data
Net assets,
end of year (000)	$1,747,444		$2,721,795	$4,071,437		$3,655,602		$3,992,702		$1,388,725	$2,026,095		$2,759,567		$2,266,626		$2,242,881
Portfolio turnover of the
Master LLC		38%	45%		31%		42%		45%	38%		45%		31%		42%		45%

¹ Based on average shares outstanding.
² Total investment returns exclude the effects of sales charges.
³ A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action
entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 12.08% for
Institutional Shares and 11.79% for Investor A Shares.
⁴ Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

10 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

Financial Highlights (continued)													BlackRock Basic Value Fund, Inc.
					Investor B								Investor C
				Year Ended June 30,								Year Ended June 30,
		2009		2008		2007		2006	2005	2009		2008	2007		2006		2005
Per Share Operating Performance
Net asset value, beginning
of year	$	25.30	$	33.10	$	32.00	$	30.39	$ 31.08	$ 24.37	$	31.97	$ 31.15	$	29.66	$	30.42
Net investment income1		0.26		0.19		0.19		0.15	0.14	0.26		0.19	0.19		0.15		0.14
Net realized and unrealized
gain (loss)		(6.41)		(6.10)		6.80		3.09	0.62	(6.17)		(5.87)	6.60		3.01		0.61
Net increase (decrease) from
investment operations		(6.15)		(5.91)		6.99		3.24	0.76	(5.91)		(5.68)	6.79		3.16		0.75
Dividends and distributions
from:
Net investment income		(0.24)		(0.07)		(0.25)		(0.12)	(0.08)	(0.30)		(0.10)	(0.33)		(0.16)		(0.14)
Net realized gain		(0.46)		(1.82)		(5.64)		(1.51)	(1.37)	(0.46)		(1.82)	(5.64)		(1.51)		(1.37)
Total dividends and
distributions		(0.70)		(1.89)		(5.89)		(1.63)	(1.45)	(0.76)		(1.92)	(5.97)		(1.67)		(1.51)
Net asset value,
end of year	$	18.45	$	25.30	$	33.10	$	32.00	$ 30.39	$ 17.70	$	24.37	$ 31.97	$	31.15	$	29.66
Total Investment Return2
Based on net asset value		(24.60)%		(18.76)%		23.82%		11.01%3	2.72%	(24.57)%		(18.71)%	23.83%		11.02%3		2.70%
Ratios to Average Net Assets4
Total expenses		1.79%		1.66%		1.59%		1.59%	1.59%	1.72%		1.62%	1.58%		1.59%		1.59%
Net investment income		1.34%		0.62%		0.59%		0.50%	0.47%	1.40%		0.68%	0.59%		0.50%		0.46%
Supplemental Data
Net assets,
end of year (000)	$	168,115	$	389,812	$	729,334	$	860,121	$1,212,392	$ 413,576	$	675,654	$ 906,972	$	763,451	$	743,882
Portfolio turnover of the
Master LLC		38%		45%		31%		42%	45%	38%		45%	31%		42%		45%

¹ Based on average shares outstanding.
² Total investment returns exclude the effect of sales charges.
³ A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action
entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 10.91% for
Investor B Shares and 10.92% for Investor C Shares.
⁴ Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

11

Financial Highlights (concluded)					BlackRock Basic Value Fund, Inc.
					Class R
			Year Ended June 30,
	2009		2008		2007		2006		2005
Per Share Operating Performance
Net asset value, beginning of year	$ 25.19	$	32.92	$	31.98	$	30.41	$	31.17
Net investment income1	0.35		0.33		0.35		0.32		0.30
Net realized and unrealized gain (loss)	(6.37)		(6.06)		6.79		3.08		0.63
Net increase (decrease) from investment operations	(6.02)		(5.73)		7.14		3.40		0.93
Dividends and distributions from:
Net investment income	(0.40)		(0.18)		(0.56)		(0.32)		(0.32)
Net realized gain	(0.46)		(1.82)		(5.64)		(1.51)		(1.37)
Total dividends and distributions	(0.86)		(2.00)		(6.20)		(1.83)		(1.69)
Net asset value, end of year	$ 18.31	$	25.19	$	32.92	$	31.98	$	30.41
Total Investment Return
Based on net asset value	(24.21)%		(18.37)%		24.46%		11.59%2		3.28%
Ratios to Average Net Assets3
Total expenses	1.29%		1.18%		1.09%		1.07%		1.07%
Net investment income	1.83%		1.12%		1.08%		1.02%		0.98%
Supplemental Data
Net assets, end of year (000)	$ 18,918	$	27,849	$	39,143	$	27,114	$	24,817
Portfolio turnover of the Master LLC	38%		45%		31%		42%		45%

¹ Based on average shares outstanding.
² A portion of total investment return consists of payments by the previous investment advisor to the Master LLC for compensation as a result of a securities class action
entitlement recovery and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 11.49% for
Class R Shares.
³ Includes the Fund’s share of the Master LLC’s allocated expenses and/or net investment income.

See Notes to Financial Statements.

12 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

Notes to Financial Statements BlackRock Basic Value Fund, Inc.

1. Organization and Significant Accounting Policies:

BlackRock Basic Value Fund, Inc. (the “Fund”) is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), as a
diversified, open-end management investment company. The Fund is
organized as a Maryland corporation. The Fund seeks to achieve its
investment objective by investing all of its assets in Master Basic Value
LLC (the “Master LLC”), which has the same investment objective and
strategies as the Fund. The value of the Fund’s investment in the Master
LLC reflects the Fund’s proportionate interest in the net assets of the
Master LLC. The percentage of the Master LLC owned by the Fund at
June 30, 2009 was 99.8%. The performance of the Fund is directly
affected by the performance of the Master LLC. The financial statements
of the Master LLC, including the Schedule of Investments, are included
elsewhere in this report and should be read in conjunction with the
Fund’s financial statements. The Fund’s financial statements are pre-
pared in conformity with accounting principles generally accepted in
the United States of America, which may require the use of management
accruals and estimates. Actual results may differ from these estimates.
The Fund offers multiple classes of shares. Institutional Shares are sold
without a sales charge and only to certain eligible investors. Investor A
Shares are generally sold with a front-end sales charge. Investor B and
Investor C Shares may be subject to a contingent deferred sales charge.
Class R Shares are available only to certain retirement or similar plans.
All classes of shares have identical voting, dividend, liquidation and
other rights and the same terms and conditions, except that Investor A,
Investor B, Investor C and Class R Shares bear certain expenses related
to the shareholder servicing of such shares, and Investor B, Investor C
and Class R Shares also bear certain expenses related to the distribu-
tion of such shares. Each class has exclusive voting rights with respect
to matters relating to its shareholder servicing and distribution expendi-
tures (except that Investor B shareholders may vote on material changes
to the Investor A distribution plan).

The following is a summary of significant accounting policies followed by
the Fund:

Valuation of Investments: The Fund records its investment in the Master
LLC at fair value. Valuation of securities held by the Master LLC is dis-
cussed in Note 1 of the Master LLC’s Notes to Financial Statements,
which are included elsewhere in this report.

Effective July 1, 2008, the Fund adopted Financial Accounting Standards
Board Statement of Financial Accounting Standards No. 157, “Fair Value
Measurements” (“FAS 157”). FAS 157 clarifies the definition of fair
value, establishes a framework for measuring fair values and requires
additional disclosures about the use of fair value measurements. Various
inputs are used in determining the fair value of investments, which are
as follows:

•Level 1 — price quotations in active markets/exchanges for identical
securities

•Level 2 — other observable inputs (including, but not limited to:
quoted prices for similar assets or liabilities that are active, quoted
prices for similar assets or liabilities in markets that are not active,
inputs other than quoted prices that are observable for the assets
or liabilities (such as interest rates, yield curves, volatilities, prepay-
ment speeds, loss severities, credit risks and default rates) or other
market-corroborated inputs)

•Level 3 — unobservable inputs based on the best information avail-
able in the circumstances, to the extent observable inputs are not
available (including the Fund’s own assumptions used in determining
the fair value of investments)

The inputs or methodology used for valuing securities are not necessarily
an indication of the risk associated with investing in those securities.

The following table summarizes the inputs used as of June 30, 2009 in
determining the fair valuation of the Fund’s investment:

	Investment in
Valuation Inputs	the Master LLC
	Assets
Level 1	—
Level 2	$3,738,528,073
Level 3	—
Total	$3,738,528,073

Investment Transactions and Net Investment Income: Investment trans-
actions in the Master LLC are accounted for on a trade date basis. The
Fund records daily its proportionate share of the Master LLC’s income,
expenses and realized and unrealized gains and losses. In addition, the
Fund accrues its own expenses. Income and realized and unrealized
gains and losses are allocated daily to each class based on its relative
net assets.

Dividends and Distributions to Shareholders: Dividends and distribu-
tions paid by the Fund are recorded on the ex-dividend dates.

Income Taxes: It is the Fund’s policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment compa-
nies and to distribute substantially all of its taxable income to its share-
holders. Therefore, no federal income tax provision is required. Under the
applicable foreign tax laws, a withholding tax may be imposed on inter-
est, dividends and capital gains at various rates.

The Fund files US federal and various state and local tax returns. No
income tax returns are currently under examination. The statute of limita-
tions on the Fund’s US federal tax returns remains open for each of the
four years ended June 30, 2009. The statutes of limitations on the
Fund’s state and local tax returns may remain open for an additional
year depending upon the jurisdiction.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 13

Notes to Financial Statements (continued) BlackRock Basic Value Fund, Inc.

Recent Accounting Pronouncement: In June 2009, Statement of
Financial Accounting Standards No. 166, “Accounting for Transfers of
Financial Assets — an amendment of FASB Statement No. 140”
(“FAS 166”), was issued. FAS 166 is intended to improve the relevance,
representational faithfulness and comparability of the information that
a reporting entity provides in its financial statements about a transfer
of financial assets; the effects of a transfer on its financial position,
financial performance, and cash flows; and a transferor’s continuing
involvement, if any, in transferred financial assets. FAS 166 is effective
for financial statements issued for fiscal years and interim periods
beginning after November 15, 2009. Earlier application is prohibited.
The recognition and measurement provisions of FAS 166 must be
applied to transfers occurring on or after the effective date. Additionally,
the disclosure provisions of FAS 166 should be applied to transfers
that occurred both before and after the effective date of FAS 166. The
impact of FAS 166 on the Fund’s financial statement disclosures, if
any, is currently being assessed.

Other: Expenses directly related to the Fund or its classes are charged to
that Fund or class. Other operating expenses shared by several funds are
pro-rated among those funds on the basis of relative net assets or other
appropriate methods. Other expenses of the Fund are allocated daily to
each class based on its relative net assets.

2. Transactions with Affiliates:

The PNC Financial Services Group, Inc. (“PNC”) and Bank of America
Corporation (“BAC”) are the largest stockholders of BlackRock, Inc.
(“BlackRock”). BAC became a stockholder of BlackRock following its
acquisition of Merrill Lynch & Co., Inc. (“Merrill Lynch”) on January 1,
2009. Prior to that date, both PNC and Merrill Lynch were considered
affiliates of the Fund under the 1940 Act. Subsequent to the acquisition,
PNC remains an affiliate, but due to the restructuring of Merrill Lynch’s
ownership interest of BlackRock, BAC is not deemed to be an affiliate
under the 1940 Act.

The Fund has entered into an Administration Agreement with BlackRock
Advisors, LLC (the “Administrator”), an indirect, wholly owned subsidiary
of BlackRock, to provide administration services (other than investment
advice and related portfolio activities). Currently the Fund pays the
Administrator no fees pursuant to the agreement.

Effective October 1, 2008, the Fund has entered into a Distribution Agree-
ment and Distribution Plans with BlackRock Investments, LLC (“BIL”), which
replaced FAM Distributors, Inc. (“FAMD”) and BlackRock Distributors, Inc.
and its affiliates (“BDI”) (collectively, the “Distributor”) as the sole distri-
butor of the Fund. FAMD is a wholly owned subsidiary of Merrill Lynch
Group, Inc. BIL and BDI are affiliates of BlackRock, Inc. The service and
distribution fees did not change as a result of this transaction.

Pursuant to the Distribution Plans adopted by the Fund in accordance
with Rule 12b-1 under the 1940 Act, the Fund pays the Distributor

ongoing service and distribution fees. The fees are accrued daily and
paid monthly at annual rates based upon the average daily net assets
of the shares as follows:

	Service	Distribution
	Fee	Fee
Investor A	0.25%	—
Investor B	0.25%	0.75%
Investor C	0.25%	0.75%
Class R	0.25%	0.25%

Pursuant to sub-agreements with the Distributor, broker-dealers, including
Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), a wholly
owned subsidiary of Merrill Lynch, and the Distributor provide shareholder
servicing and distribution services to the Fund. The ongoing service
and/or distribution fee compensates the Distributor and each broker-
dealer for providing shareholder servicing and/or distribution-related
services to Investor A, Investor B, Investor C and Class R shareholders.

For the year ended June 30, 2009, affiliates, including Merrill Lynch,
from July 1, 2008 to December 31, 2008 (after which Merrill Lynch was
no longer considered an affiliate) earned underwriting discounts, direct
commissions and dealer concessions on sales of the Fund’s Investor A
Shares, which totaled $177,338. Affiliates received contingent deferred
sales charges of $190,731 and $66,780 relating to transactions in
Investor B and Investor C Shares, respectively. Furthermore, affiliates
received contingent deferred sales charges of $5,990 relating to trans-
actions subject to front-end sales charge waivers on Investor A Shares.

PNC Global Investment Servicing (U.S.) Inc., an indirect, wholly owned
subsidiary of PNC and an affiliate of the Administrator, serves as transfer
agent and dividend disbursing agent. Each class of the Fund bears the
costs of transfer agent fees associated with such respective class.
Transfer agency fees borne by each class of the Fund are comprised
of those fees charged for all shareholder communications including
mailing of shareholder reports, dividend and distribution notices, and
proxy materials for shareholder meetings, as well as per account and
per transaction fees related to servicing and maintenance of shareholder
accounts, including the issuing, redeeming and transferring of shares of
each class of the Fund, 12b-1 fee calculation, check writing, anti-money
laundering services, and customer identification services.

Pursuant to written agreements, certain affiliates, including Merrill Lynch,
from July 1, 2008 to December 31, 2008 (after which Merrill Lynch was
no longer considered an affiliate) provide the Fund with sub-accounting,
recordkeeping, sub-transfer agency and other administrative services
with respect to sub-accounts they service. For these services, these affil-
iates receive an annual fee per shareholder account which will vary
depending on share class. For the year ended June 30, 2009, the Fund
paid $3,912,418 in return for these services, which are included in
transfer agent in the Statement of Operations.

14 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Notes to Financial Statements (continued) BlackRock Basic Value Fund, Inc.

The Fund may earn income on positive cash balances in demand
deposit accounts that are maintained by the transfer agent on behalf of
the Fund. For the year ended June 30, 2009, the Fund earned $1,878,
which is included in income — affiliated in the Statement of Operations.

The Administrator maintains a call center, which is responsible for pro-
viding certain shareholder services to the Fund, such as responding
to shareholder inquiries and processing transactions based upon
instructions from shareholders with respect to the subscription and
redemption of Fund shares. For the year ended June 30, 2009, the
Fund reimbursed the Administrator the following amounts for costs
incurred running the call center, which are included in transfer agent
in the Statement of Operations.

	Call Center
	Fees
Institutional	$30,755
Investor A	$43,384
Investor B	$ 9,978
Investor C	$14,553
Class R	$ 325

Certain officers and/or directors of the Fund are officers and/or directors
of BlackRock, Inc. or its affiliates. The Fund reimburses the Administrator
for compensation paid to the Fund’s Chief Compliance Officer.

3. Income Tax Information:

Reclassifications: Accounting principles generally accepted in the
United States of America require that certain components of net assets
be adjusted to reflect permanent differences between financial and tax
reporting. These reclassifications have no effect on net assets or net
asset values per share. The following permanent differences as of June
30, 2009 attributable to foreign currency transactions and the reclassifi-
cation of distributions were reclassified to the following accounts:

Undistributed net investment income	$	1,006
Accumulated net realized loss	$	(1,006)

The tax character of distributions paid during the fiscal years ended
June 30, 2009 and June 30, 2008 was as follows:
	6/30/2009	6/30/2008
Ordinary income	$114,620,332	$ 101,149,165
Long-term capital gains	93,995,147	397,259,322
Total distributions	$208,615,479	$ 498,408,487
As of June 30, 2009, the tax components of accumulated net losses
were as follows:
Undistributed ordinary income		$ 40,935,090
Capital loss carryforwards		(150,404,575)
Net unrealized losses*		(286,716,941)
Total		$(396,186,426)

* The differences between book-basis and tax-basis net unrealized losses are
attributable primarily to the tax deferral of losses on wash sales, the tax deferral
of losses on straddles, the deferral of post-October capital losses for tax pur-
poses, the timing and recognition of partnership income and the difference
between book and tax treatment of certain lending transactions.

As of June 30, 2009, the Fund had capital loss carryforwards
available to offset future realized capital gains through the indicated
expiration dates:

Expires June 30,
2010	$	8,227
2017		150,396,348
Total	$ 150,404,575

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 15

Notes to Financial Statements (concluded)				BlackRock Basic Value Fund, Inc.
4. Capital Share Transactions:
Transactions in capital shares for each class were as follows:
	Year Ended			Year Ended
	June 30, 2009			June 30, 2008
	Shares		Amount	Shares		Amount
Institutional
Shares sold	16,546,181	$	311,383,196	13,980,368	$	418,812,576
Shares issued to shareholders in reinvestment of dividends
and distributions	4,499,728		95,083,334	7,285,389		226,137,570
Total issued	21,045,909		406,466,530	21,265,757		644,950,146
Shares redeemed	(33,214,175)		(627,330,107)	(36,967,297)	(1,084,515,563)
Net decrease	(12,168,266)	$	(220,863,577)	(15,701,540)	$	(439,565,417)
Investor A
Shares sold and automatic conversion of shares	12,791,388	$	250,825,070	10,606,602	$	319,907,553
Shares issued to shareholders in reinvestment of dividends
and distributions	3,209,727		67,427,371	4,772,054		147,284,060
Total issued	16,001,115		318,252,441	15,378,656		467,191,613
Shares redeemed	(20,477,648)		(390,928,456)	(18,973,165)		(567,821,408)
Net decrease	(4,476,533)	$	(72,676,015)	(3,594,509)	$	(100,629,795)
Investor B
Shares sold	1,118,265	$	20,994,876	1,375,035	$	40,678,829
Shares issued to shareholders in reinvestment of dividends
and distributions	416,763		8,808,027	1,069,890		32,391,163
Total issued	1,535,028		29,802,903	2,444,925		73,069,992
Shares redeemed and automatic conversion of shares	(7,829,459)		(148,413,274)	(9,072,515)		(268,510,355)
Net decrease	(6,294,431)	$	(118,610,371)	(6,627,590)	$	(195,440,363)
Investor C
Shares sold	2,951,145	$	53,703,391	3,711,488	$	105,711,256
Shares issued to shareholders in reinvestment of dividends
and distributions	929,878		18,735,771	1,701,515		49,581,265
Total issued	3,881,023		72,439,162	5,413,003		155,292,521
Shares redeemed	(8,244,108)		(146,547,526)	(6,053,227)		(169,997,824)
Net decrease	(4,363,085)	$	(74,108,364)	(640,224)	$	(14,705,303)
Class R
Shares sold	353,698	$	6,765,843	546,707	$	16,370,482
Shares issued to shareholders in reinvestment of dividends
and distributions	46,865		965,414	76,088		2,285,601
Total issued	400,563		7,731,257	622,795		18,656,083
Shares redeemed	(472,645)		(8,905,068)	(706,374)		(20,759,853)
Net decrease	(72,082)	$	(1,173,811)	(83,579)	$	(2,103,770)
5. Subsequent Events:
Management has evaluated the impact of all subsequent events on
the Fund through August 26, 2009, the date the financial statements
were issued, and has determined that there were no subsequent events
requiring adjustment or disclosure in the financial statements.

16 BLACKROCK BASIC VALUE FUND, INC.

JUNE 30, 2009

Report of Independent Registered Public Accounting Firm BlackRock Basic Value Fund, Inc.

To the Shareholders and Board of Directors
of BlackRock Basic Value Fund, Inc.:

We have audited the accompanying statement of assets and liabilities
of BlackRock Basic Value Fund, Inc. (the “Fund”), as of June 30, 2009,
and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years
in the period then ended. These financial statements and financial high-
lights are the responsibility of the Fund’s management. Our responsibility
is to express an opinion on these financial statements and financial
highlights based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights are
free of material misstatement. The Fund is not required to have, nor were
we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are

appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Fund’s internal control over finan-
cial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position of
BlackRock Basic Value Fund, Inc. as of June 30, 2009, the results of its
operations for the year then ended, the changes in its net assets for
each of the two years in the period then ended, and the financial high-
lights for each of the five years in the period then ended, in conformity
with accounting principles generally accepted in the United States of
America.

Deloitte & Touche LLP
Princeton, New Jersey
August 26, 2009

Important Tax Information (Unaudited)
The following information is provided with respect to the ordinary income distributions paid by BlackRock Basic Value Fund, Inc. during the fiscal year
ended June 30, 2009:
Record Date	September 17, 2008	December 3, 2008
Payable Date	September 19, 2008	December 5, 2008
Qualified Dividend Income for Individuals	100.00%	100.00%
Dividends Qualifying for the Dividends Received Deduction for Corporations	100.00%	100.00%
Short-Term Capital Gain Dividends for Non-U.S. Residents*	16.38%	—%
* Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations.
Additionally, the Fund distributed long-term capital gains of $0.425433 per share to shareholders of record on September 17, 2008.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 17

Portfolio Information Master Basic Value LLC

As of June 30, 2009

	Percent of
	Long-Term
Ten Largest Holdings	Investments
The Travelers Cos., Inc.	4%
Bristol-Myers Squibb Co.	4
JPMorgan Chase & Co.	4
Exxon Mobil Corp.	4
LSI Corp.	4
Hewlett-Packard Co.	3
Schering-Plough Corp.	3
Qwest Communications International Inc.	3
Unilever NV	3
Kraft Foods, Inc.	3

	Percent of
	Long-Term
Investment Criteria	Investments
Above-Average Yield	38%
Below-Average Price/Earnings Ratio	26
Low Price-to-Book Value	18
Special Situations	11
Price-to-Cash Flow	7

Derivative Instruments

The Master LLC may invest in various derivative instruments, including
options, written options and other instruments specified in the Notes to
Financial Statements, which constitute forms of economic leverage. Such
instruments are used to obtain exposure to a market without owning or
taking physical custody of securities or to hedge market and/or interest
rate risks. Such derivative instruments involve risks, including the imper-
fect correlation between the value of a derivative instrument and the
underlying asset, possible default of the counterparty to the transaction
and illiquidity of the derivative instrument. The Master LLC’s ability to
successfully use a derivative instrument depends on the investment

advisor’s ability to accurately predict pertinent market movements, which
cannot be assured. The use of derivative instruments may result in
losses greater than if they had not been used, may require the Master
LLC to sell or purchase portfolio securities at inopportune times or for
distressed values, may limit the amount of appreciation a Fund can
realize on an investment or may cause the Master LLC to hold a security
that it might otherwise sell. The Master LLC’s investments in these instru-
ments are discussed in detail in the Notes to Financial Statements.

18 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Schedule of Investments June 30, 2009 Master Basic Value LLC
(Percentages shown are based on Net Assets)

Common Stocks	Shares		Value
Above-Average Yield — 37.2%
Aerospace & Defense — 1.4%
Honeywell International, Inc.	1,642,300	$	51,568,220
Capital Markets — 1.9%
The Bank of New York Mellon Corp.	2,392,900		70,135,899
Chemicals — 1.6%
E.I. du Pont de Nemours & Co.	2,379,400		60,960,228
Commercial Banks — 0.6%
U.S. Bancorp	1,273,400		22,819,328
Diversified Financial Services — 3.7%
JPMorgan Chase & Co.	4,077,400		139,080,114
Diversified Telecommunication
Services — 4.0%
AT&T Inc.	2,574,000		63,938,160
Verizon Communications, Inc.	2,871,400		88,238,122
			152,176,282
Electric Utilities — 1.4%
The Southern Co.	1,700,600		52,990,696
Food Products — 2.7%
General Mills, Inc.	1,793,100		100,449,462
Household Products — 0.4%
Clorox Co.	248,900		13,896,087
Industrial Conglomerates — 1.3%
Tyco International Ltd.	1,827,825		47,486,894
Multi-Utilities — 1.4%
Dominion Resources, Inc.	1,532,798		51,226,109
Oil, Gas & Consumable Fuels — 5.4%
Chevron Corp.	991,800		65,706,750
Exxon Mobil Corp.	1,985,400		138,799,314
			204,506,064
Pharmaceuticals — 8.8%
Bristol-Myers Squibb Co.	7,342,100		149,118,051
Eli Lilly & Co.	902,900		31,276,456
Pfizer, Inc.	4,037,600		60,564,000
Wyeth	1,947,900		88,415,181
			329,373,688
Semiconductors & Semiconductor
Equipment — 2.6%
Analog Devices, Inc.	2,025,139		50,182,944
Maxim Integrated Products, Inc.	2,968,500		46,575,765
			96,758,709
Total Above-Average Yield			1,393,427,780
Below-Average Price/Earnings Ratio — 25.7%
Aerospace & Defense — 0.8%
Northrop Grumman Corp.	687,200		31,391,296
Capital Markets — 1.5%
Morgan Stanley	1,992,000		56,791,920
Computers & Peripherals — 3.3%
Hewlett-Packard Co.	3,203,200		123,803,680

Common Stocks	Shares		Value
Below-Average Price/Earnings Ratio (concluded)
Diversified Financial Services — 1.4%
Bank of America Corp. (a)	3,980,600	$	52,543,920
Energy Equipment & Services — 0.3%
Noble Corp.	295,900		8,950,975
Food Products — 5.8%
Kraft Foods, Inc.	4,284,969		108,581,114
Unilever NV (b)	4,492,100		108,618,978
			217,200,092
Insurance — 6.9%
ACE Ltd.	544,300		24,074,389
MetLife, Inc.	1,718,340		51,567,383
Prudential Financial, Inc.	650,200		24,200,444
The Travelers Cos., Inc.	3,818,176		156,697,943
			256,540,159
Media — 2.7%
CBS Corp. Class B	1,045,300		7,233,476
Viacom, Inc. Class B (c)	4,174,500		94,761,150
			101,994,626
Metals & Mining — 0.4%
Nucor Corp.	357,500		15,883,725
Office Electronics — 2.6%
Xerox Corp.	14,719,885		95,384,855
Total Below-Average Price/Earnings Ratio			960,485,248
Low Price-to-Book Value — 17.1%
Aerospace & Defense — 1.8%
Raytheon Co.	1,529,194		67,942,089
Commercial Banks — 0.5%
Wells Fargo & Co.	770,100		18,682,626
Energy Equipment & Services — 2.6%
Halliburton Co. (a)	4,620,900		95,652,630
Household Products — 2.7%
Kimberly-Clark Corp.	1,898,900		99,559,327
Machinery — 0.7%
Deere & Co.	694,500		27,745,275
Media — 1.6%
Walt Disney Co.	2,646,800		61,749,844
Metals & Mining — 0.5%
United States Steel Corp. (a)	507,100		18,123,754
Oil, Gas & Consumable Fuels — 1.5%
Anadarko Petroleum Corp.	1,256,100		57,014,379
Semiconductors & Semiconductor
Equipment — 5.2%
LSI Corp. (c)	29,120,296		132,788,550
Micron Technology, Inc. (c)	12,133,988		61,397,979
			194,186,529
Total Low Price-to-Book Value			640,656,453

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 19

Schedule of Investments (concluded) Master Basic Value LLC
(Percentages shown are based on Net Assets)

Common Stocks	Shares		Value
Price-to-Cash Flow — 6.8%
Diversified Telecommunication Services — 3.1%
Qwest Communications International Inc. (a)	28,232,800	$	117,166,120
Media — 2.8%
Time Warner Cable, Inc. (a)	749,786		23,745,723
Time Warner, Inc.	3,205,866		80,755,765
			104,501,488
Oil, Gas & Consumable Fuels — 0.9%
Peabody Energy Corp.	1,040,100		31,369,416
Total Price-to-Cash Flow			253,037,024
Special Situations — 10.8%
Communications Equipment — 0.9%
Nokia Oyj (b)	2,262,000		32,979,960
Computers & Peripherals — 2.1%
International Business Machines Corp.	760,800		79,442,736
Energy Equipment & Services — 0.9%
BJ Services Co.	2,546,068		34,702,907
Health Care Equipment & Supplies — 2.1%
Baxter International, Inc. (d)	422,500		22,375,600
Covidien Plc	1,521,100		56,949,984
			79,325,584
Pharmaceuticals — 3.2%
Schering-Plough Corp.	4,798,000		120,525,760
Semiconductors & Semiconductor
Equipment — 1.6%
Intel Corp.	3,616,300		59,849,765
Total Special Situations			406,826,712
Total Long-Term Investments
(Cost — $3,361,049,334) — 97.6%		3,654,433,217
Short-Term Securities
BlackRock Liquidity Funds,
TempFund, 0.45% (e)(f)	75,156,895		75,156,895
	Beneficial
	Interest
	(000)
BlackRock Liquidity Series, LLC
Money Market Series, 0.55% (e)(f)(g)	$63,355		63,355,150
Total Short-Term Securities
(Cost — $138,512,045) — 3.7%			138,512,045
Total Investments (Cost — $3,499,561,379*) — 101.3%		3,792,945,262
Liabilities in Excess of Other Assets — (1.3)%			(48,085,106)
Net Assets — 100.0%		$3,744,860,156
* The cost and unrealized appreciation (depreciation) of investments as of June 30,
2009, as computed for federal income tax purposes, were as follows:
Aggregate cost		$3,630,204,945
Gross unrealized appreciation		$	592,295,809
Gross unrealized depreciation			(429,555,492)
Net unrealized appreciation		$	162,740,317
See Notes to Financial Statements.

(a) Security, or a portion of security, is on loan.
(b) Depositary receipts.
(c) Non-income producing security.
(d) All or a portion of security has been pledged as collateral in connection with
options written.
(e) Represents the current yield as of report date.
(f) Investments in companies considered to be an affiliate of the Master LLC, for
purposes of Section 2(a)(3) of the Investment Company Act of 1940, were
as follows:

	Net
Affiliate	Activity	Income
BlackRock Liquidity Funds,
TempFund	75,156,895	$ 73,104
BlackRock Liquidity Series, LLC
Cash Sweep Series	—	$ 160,632
BlackRock Liquidity Series, LLC
Money Market Series	$(560,812,161)	$1,413,124
Security was purchased with the cash proceeds from securities loans.

•For Master LLC compliance purposes, the Master LLC’s industry classifications
refer to any one or more of the industry sub-classifications used by one or more
widely recognized market indexes or ratings group indexes, and/or as defined
by Master LLC management. This definition may not apply for purposes of this
report, which may combine industry sub-classifications for reporting ease.
•Effective July 1, 2008, the Master LLC adopted Financial Accounting Standards
Board Statement of Financial Accounting Standards No. 157, “Fair Value
Measurements” (“FAS 157”). FAS 157 clarifies the definition of fair value, estab-
lishes a framework for measuring fair values and requires additional disclosures
about the use of fair value measurements. Various inputs are used in determining
the fair value of investments, which are as follows:
•Level 1 — price quotations in active markets/exchanges for identical securities
•Level 2 — other observable inputs (including, but not limited to: quoted prices
for similar assets or liabilities in markets that are active, quoted prices for
identical or similar assets or liabilities in markets that are not active, inputs
other than quoted prices that are observable for the assets or liabilities (such
as interest rates, yield curves, volatilities, prepayment speeds, loss severities,
credit risks and default rates) or other market-corroborated inputs)
•Level 3 — unobservable inputs based on the best information available in
the circumstances, to the extent observable inputs are not available (including
the Master LLC’s own assumptions used in determining the fair value
of investments)
•The inputs or methodology used for valuing securities are not necessarily an
indication of the risk associated with investing in those securities. For informa-
tion about the Master LLC’s policy regarding valuation of investments and
other significant accounting policies, please refer to Note 1 of the Notes to
Financial Statements.

Valuation	Investments in
Inputs	Securities
	Assets
Level 1:
Long-Term Investments1	$ 3,654,433,217
Short-Term Securities	75,156,895
Total Level 1	3,729,590,112
Level 2 Short-Term Securities	63,355,150
Level 3	—
Total	$ 3,792,945,262
1 See above Schedule of Investments for the values in each industry.

20 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Statement of Assets and Liabilities Master Basic Value LLC

June 30, 2009
Assets
Investments at value — unaffiliated (including securities loaned of $60,520,320) (Cost — $3,361,049,334)	$ 3,654,433,217
Investments at value — affiliated (Cost — $138,512,045)	138,512,045
Investments sold receivable	11,568,154
Dividends receivable	4,335,949
Contributions receivable from investors	4,332,504
Prepaid expenses	148,069
Securities lending income receivable — affiliated	134,065
Total assets	3,813,464,003
Liabilities
Collateral on securities loaned, at value.	63,355,150
Investments purchased payable	3,666,477
Investment advisory fees payable	1,265,917
Other accrued expenses payable	212,803
Other liabilities	86,532
Other affiliates payable	16,968
Total liabilities	68,603,847
Net Assets	$ 3,744,860,156
Net Assets Consist of
Investors’ capital	$ 3,451,476,273
Net unrealized appreciation/depreciation	293,383,883
Net Assets	$ 3,744,860,156

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 21

Statement of Operations Master Basic Value LLC

Year Ended June 30, 2009
Investment Income
Dividends	$ 129,447,779
Foreign taxes withheld	(990,890)
Income — affiliated	235,614
Securities lending — affiliated	1,413,124
Total income	130,105,627
Expenses
Investment advisory	16,963,868
Accounting services	674,803
Custodian	167,508
Officer and Directors	147,885
Professional	128,252
Printing	13,477
Miscellaneous	158,673
Total expenses	18,254,466
Less fees waived by advisor	(9,175)
Total expenses after fees waived	18,245,291
Net investment income	111,860,336
Realized and Unrealized Gain (Loss)
Realized gain (loss) from:
Investments	(665,761,001)
Foreign currency	1,400
Options written	6,700,747
	(659,058,854)
Change in unrealized appreciation/depreciation on:
Investments	(841,132,151)
Options written	(1,615,254)
	(842,747,405)
Total realized and unrealized loss	(1,501,806,259)
Net Decrease in Net Assets Resulting from Operations	$(1,389,945,923)

See Notes to Financial Statements.

22 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Statements of Changes in Net Assets Master Basic Value LLC

	Year Ended
	June 30,
Increase (Decrease) in Net Assets:	2009	2008
Operations
Net investment income	$ 111,860,336	$ 137,476,570
Net realized gain (loss)	(659,058,854)	521,706,871
Change in unrealized appreciation/depreciation	(842,747,405)	(2,043,627,609)
Net decrease in net assets resulting from operations	(1,389,945,923)	(1,384,444,168)
Capital Transactions
Proceeds from contributions	649,568,659	904,423,324
Fair value of withdrawals	(1,361,467,619)	(2,183,537,046)
Net decrease in net assets derived from capital transactions	(711,898,960)	(1,279,113,722)
Net Assets
Total decrease in net assets	(2,101,844,883)	(2,663,557,890)
Beginning of year	5,846,705,039	8,510,262,929
End of year	$3,744,860,156	$5,846,705,039

Financial Highlights Master Basic Value LLC

		Year Ended June 30,
	2009	2008	2007	2006	2005
Total Investment Return
Total investment return	(23.55)%	(17.73)%	25.25%	12.32%1	3.91%
Ratios to Average Net Assets
Total expenses	0.44%	0.43%	0.43%	0.43%	0.43%
Total expenses after fees waived	0.44%	0.43%	0.43%	0.43%	0.43%
Net investment income	2.69%	1.87%	1.74%	1.66%	1.63%
Supplemental Data
Net assets, end of year (000)	$ 3,744,860	$ 5,846,705	$ 8,510,263	$ 7,581,315	$ 8,228,928
Portfolio turnover	38%	45%	31%	42%	45%
1 A portion of total investment return consists of payments by the previous investment advisor for compensation as a result of a securities class action entitlement recovery
and as a result of a corporate action, which increased the return by 0.10%. Excluding these items, the total return would have been 12.22%.

See Notes to Financial Statements.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 23

Notes to Financial Statements Master Basic Value LLC

1. Organization and Significant Accounting Policies:

Master Basic Value LLC (the “Master LLC”) is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), and
is organized as a Delaware limited liability company. The Limited Liability
Company Agreement permits the Board of Directors (the “Board”) to
issue nontransferable interests in the Master LLC, subject to certain limi-
tations. The Master LLC’s financial statements are prepared in conformity
with accounting principles generally accepted in the United States of
America, which may require the use of management accruals and esti-
mates. Actual results may differ from these estimates.

The following is a summary of significant accounting policies followed by
the Master LLC:

Valuation of investments: Equity investments traded on a recognized
securities exchange or the NASDAQ Global Market System are valued at
the last reported sale price that day or the NASDAQ official closing price,
if applicable. For equity investments traded on more than one exchange,
the last reported sale price on the exchange where the stock is primarily
traded is used. Equity investments traded on a recognized exchange for
which there were no sales on that day are valued at the last available bid
price. If no bid price is available, the prior day’s price will be used unless
it is determined that such prior day’s price no longer reflects the fair value
of the security. Investments in open-end investment companies are valued
at their net asset value each business day. The Master LLC values its
investments in Cash Sweep Series and Money Market Series, each of
the BlackRock Liquidity Series, LLC, at fair value, which is ordinarily based
upon their pro rata ownership in the net assets of the underlying fund.

Exchange-traded options are valued at the mean between the last bid
and ask prices at the close of the options market in which the options
trade. An exchange-traded option for which there is no mean price is val-
ued at the last bid (long positions) or ask (short positions) price. If no
bid or ask price is available, the prior day’s price will be used unless it is
determined that such prior day’s price no longer reflects the fair value of
the option. Over-the-counter (“OTC”) options are valued by an independ-
ent pricing service using a mathematical model which incorporates a
number of market data factors, such as the trades and prices of the
underlying securities.

In the event that application of these methods of valuation results in a
price for an investment which is deemed not to be representative of the
market value of such investment, the investment will be valued by a
method approved by the Board as reflecting fair value (“Fair Value
Assets”). When determining the price for Fair Value Assets, the invest-
ment advisor and/or sub-advisor seeks to determine the price that the
Master LLC might reasonably expect to receive from the current sale of
that asset in an arm’s-length transaction. Fair value determinations shall
be based upon all available factors that the investment advisor and/or
sub-advisor deems relevant. The pricing of all Fair Value Assets is subse-
quently reported to the Board or a committee thereof.

Generally, trading in foreign securities is substantially completed each
day at various times prior to the close of business on the New York Stock
Exchange (“NYSE”). The values of such securities used in computing the
net assets of the Master LLC are determined as of such times. Foreign
currency exchange rates will be determined as of the close of business
on the NYSE. Occasionally, events affecting the values of such securities
and such exchange rates may occur between the times at which they are
determined and the close of business on the NYSE that may not be
reflected in the computation of the Master LLC’s net assets. If events (for
example, a company announcement, market volatility or a natural disas-
ter) occur during such periods that are expected to materially affect the
value of such securities, those securities will be valued at their fair value
as determined in good faith by the Board or by the investment advisor
using a pricing service and/or procedures approved by the Board.
Foreign currency exchange contracts are valued at the mean between
the bid and ask prices. Interpolated values are derived when the settle-
ment date of the contract is an interim date for which quotations are
not available.

Foreign Currency Transactions: Foreign currency amounts are translated
into United States dollars on the following basis: (i) market value of
investment securities, assets and liabilities at the current rate of exchange;
and (ii) purchases and sales of investment securities, income and
expenses at the rates of exchange prevailing on the respective dates
of such transactions.

The Master LLC reports foreign currency related transactions as compo-
nents of realized gains for financial reporting purposes, whereas such
components are treated as ordinary income for Federal income tax
purposes.

Segregation and Collateralization: In cases in which the 1940 Act and
the interpretive positions of the Securities and Exchange Commission
(“SEC”) require that the Master LLC segregates assets in connection with
certain investments (e.g., options, written options), the Master LLC will,
consistent with certain interpretive letters issued by the SEC, designate
on its books and records cash or other liquid securities having a market
value at least equal to the amount that would otherwise be required to
be physically segregated. Furthermore, based on requirements and
agreements with certain exchanges and third party broker-dealers, the
Master LLC may also be required to deliver or deposit securities as col-
lateral for certain investments (e.g., written options). As part of these
agreements, when the value of these investments achieves a previously
agreed upon value (minimum transfer amount), the Master LLC may be
required to deliver and/or receive additional collateral.

Investment Transactions and Investment Income: For financial reporting
purposes, investment transactions are recorded on the dates the trans-
actions are entered into (the trade dates). Realized gains and losses on
investment transactions are determined on the identified cost basis.
Dividend income is recorded on the ex-dividend dates. Dividends from

24 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Notes to Financial Statements (continued) Master Basic Value LLC

foreign securities where the ex-dividend date may have passed are sub-
sequently recorded when the Master LLC has determined the ex-dividend
date. Interest income is recognized on the accrual basis.

Securities Lending: The Master LLC may lend securities to financial insti-
tutions that provide cash as collateral, which will be maintained at all
times in an amount equal to at least 100% of the current market value
of the loaned securities. The market value of the loaned securities is
determined at the close of business of the Master LLC and any addi-
tional required collateral is delivered to the Master LLC on the next busi-
ness day. The Master LLC typically receives the income on the loaned
securities but does not receive the income on the collateral. The Master
LLC may invest the cash collateral and retain the amount earned on
such investment, net of any amount rebated to the borrower. Loans of
securities are terminable at any time and the borrower, after notice, is
required to return borrowed securities within the standard time period for
settlement of securities transactions. The Master LLC may pay reason-
able lending agent, administrative and custodial fees in connection with
its loans. In the event that the borrower defaults on its obligation to
return borrowed securities because of insolvency or for any other reason,
the Master LLC could experience delays and costs in gaining access to
the collateral. The Master LLC also could suffer a loss if the value of an
investment purchased with cash collateral falls below the market value
of the loaned securities.

Income Taxes: The Master LLC is classified as a partnership for federal
income tax purposes. As such, each investor in the Master LLC is treated
as owner of its proportionate share of the net assets, income, expenses
and realized and unrealized gains and losses of the Master LLC. There-
fore, no federal income tax provision is required. It is intended that the
Master LLC’s assets will be managed so an investor in the Master LLC
can satisfy the requirements of Subchapter M of the Internal Revenue
Code. Under the applicable foreign tax laws, a withholding tax may be
imposed on interest, dividends and capital gains at various rates.

The Master LLC files US federal and various state and local tax returns.
No income tax returns are currently under examination. The statute of
limitations on the Master LLC’s US federal tax returns remain open for
each of the four years ended June 30, 2009. The statutes of limitations
on the Master LLC’s state and local tax returns may remain open for an
additional year depending on jurisdiction.

Recent Accounting Pronouncement: In June 2009, Statement of
Financial Accounting Standards No. 166, “Accounting for Transfers of
Financial Assets — an amendment of FASB Statement No. 140” (“FAS
166”), was issued. FAS 166 is intended to improve the relevance, repre-
sentational faithfulness and comparability of the information that a
reporting entity provides in its financial statements about a transfer of
financial assets; the effects of a transfer on its financial position, finan-
cial performance, and cash flows; and a transferor’s continuing involve-
ment, if any, in transferred financial assets. FAS 166 is effective for

financial statements issued for fiscal years and interim periods begin-
ning after November 15, 2009. Earlier application is prohibited. The
recognition and measurement provisions of FAS 166 must be applied to
transfers occurring on or after the effective date. Additionally, the disclo-
sure provisions of FAS 166 should be applied to transfers that occurred
both before and after the effective date of FAS 166. The impact of FAS
166 on the Fund’s financial statement disclosures, if any, is currently
being assessed.

Other: Expenses directly related to the Master LLC are charged to the
Master LLC. Other operating expenses shared by several funds are pro-
rated among those funds on the basis of relative net assets or other
appropriate methods.

2. Derivative Financial Instruments:

The Master LLC may engage in various portfolio investment strategies
both to increase the return of the Master LLC and to economically
hedge, or protect, its exposure to interest rate movements and move-
ments in the securities markets. Losses may arise if the value of the
contract decreases due to an unfavorable change in the price of the
underlying security, or if the counterparty does not perform under the
contract. The Master LLC may mitigate these losses through master net-
ting agreements included within an International Swap and Derivatives
Association, Inc. (“ISDA”) Master Agreement between the Master LLC
and its counterparty. The ISDA allows the Master LLC to offset with its
counterparty the Master LLC’s derivative financial instruments’ payables
and/or receivables with collateral held. To the extent amounts due to the
Master LLC from its counterparty are not fully collateralized, contractually
or otherwise, the Master LLC bears the risk of loss from counterparty
non-performance. See Note 1 “Segregation and Collateralization” for
information with respect to collateral practices.

The Master LLC is subject to equity risk in the normal course of pursuing
its investment objectives by investing in various derivative financial
instruments, as described below.

Options: The Master LLC may purchase and write call and put options
to increase or decrease its exposure to underlying securities (equity
risk). When the Master LLC purchases a call option it may increase its
exposure to the underlying security and when the Master LLC purchases
a put option it may decrease its exposure to the underlying security.
When the Master LLC writes a call option it may decrease its exposure
to the underlying security and when the Master LLC writes a put option
it may increase its exposure to the underlying security. A call option gives
the purchaser of the option the right (but not the obligation) to buy, and
obligates the seller to sell (when the option is exercised), the underlying
position at the exercise price at any time or at a specified time during
the option period. A put option gives the holder the right to sell and obli-
gates the writer to buy the underlying position at the exercise price at any
time or at a specified time during the option period. When the Master
LLC purchases (writes) an option, an amount equal to the premium paid

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 25

Notes to Financial Statements (continued) Master Basic Value LLC

(received) by the Master LLC is reflected as an asset (liability) and an
equivalent liability (asset). The amount of the asset (liability) is subse-
quently marked-to-market to reflect the current market value of the
option written. When a security is purchased or sold through an exer-
cise of an option, the related premium paid (or received) is added to
(or deducted from) the basis of the security acquired or deducted from
(or added to) the proceeds of the security sold. When an option expires
(or the Master LLC enters into a closing transaction), the Master LLC
realizes a gain or loss on the option to the extent of the premiums
received or paid (or gain or loss to the extent the cost of the closing
transaction exceeds the premium received or paid). When the Master
LLC writes a call option, such option is “covered” meaning that the
Master LLC holds the underlying security subject to being called by the
option counterparty, or cash in an amount sufficient to cover the obliga-
tion. When the Master LLC writes a put option, such option is covered
by cash in an amount sufficient to cover the obligation.

In purchasing and writing options, the Master LLC bears the market risk
of an unfavorable change in the price of the underlying security or the
risk that the Master LLC may not be able to enter into a closing trans-
action due to an illiquid market. Exercise of a written option could result
in the Master LLC purchasing a security at a price different from the cur-
rent market value. The Master LLC may execute transactions in both
listed and over-the-counter options. Listed options involve minimal coun-
terparty risk since listed options are guaranteed against default by the
exchange on which they trade. Transactions in certain over-the-counter
options may expose the Master LLC to the risk of default by the counter-
party to the transaction. In the event of default by the counterparty to
the over-the-counter option transaction, the Master LLC’s maximum
amount of loss is the premium paid (as purchaser) or the unrealized
loss of the contract (as writer).

Derivatives Not Accounted for as Hedging Instruments Under Financial
Accounting Standards Board Statement of Financial Accounting
Standards No. 133, “Accounting for Hedging Activities”:
Values of Derivative Instruments as of June 30, 2009*
* As of June 30, 2009, there were no options outstanding. During the year ended
June 30, 2009, the Master LLC had limited activity in these transactions.
The Effect of Derivative Instruments on the Statement of Operations
Year Ended June 30, 2009
Net Realized Gain From Derivatives Recognized in Income
	Options
	Written
Equity contracts	$ 6,700,747
Net Change in Unrealized Depreciation
on Derivatives Recognized in Income
	Options
	Written
Equity contracts	$(1,615,254)

3. Investment Advisory Agreement and Other Transactions
with Affiliates:

The PNC Financial Services Group, Inc. (“PNC”) and Bank of America
Corporation (“BAC”) are the largest stockholders of BlackRock, Inc.
(“BlackRock”). BAC became a stockholder of BlackRock following its
acquisition of Merrill Lynch & Co., Inc. (“Merrill Lynch”) on January 1,
2009. Prior to that date, both PNC and Merrill Lynch were considered
affiliates of the Master LLC under the 1940 Act. Subsequent to the
acquisition, PNC remains an affiliate, but due to the restructuring of
Merrill Lynch’s ownership interest of BlackRock, BAC is not deemed to
be an affiliate under the 1940 Act.

The Master LLC entered into an Investment Advisory Agreement with
BlackRock Advisors, LLC (the “Manager”), the Fund’s investment advisor,
an indirect, wholly owned subsidiary of BlackRock, to provide investment
advisory and administration services.

The Manager is responsible for the management of the Master LLC’s
investments and provides the necessary personnel, facilities, equipment
and certain other services necessary to the operations of the Master
LLC. For such services, the Master LLC pays the Manager a monthly fee
based upon the average daily value of the Master LLC’s net assets at
the following annual rates: 0.60% of the Master LLC’s average daily net
assets not exceeding $100 million; 0.50% of average daily net assets in
excess of $100 million but not exceeding $200 million; and 0.40% of
average daily net assets in excess of $200 million.

The Manager has agreed to waive its advisory fee by the amount of
investment advisory fees the Master LLC pays to the Manager indirectly
through its investment in affiliated money market funds. The amount is
shown as fees waived by advisor in the Statement of Operations.

The Manager has entered into a separate sub-advisory agreement with
BlackRock Investment Management, LLC (“BIM”), an affiliate of the
Manager, under which the Manager pays BIM for services it provides, a
monthly fee that is a percentage of the investment advisory fee paid by
the Master LLC to the Manager.

For the year ended June 30, 2009, the Master LLC reimbursed the
Manager $78,321 for certain accounting services, which is included in
accounting services in the Statement of Operations.

The Master LLC has received an exemptive order from the Securities and
Exchange Commission permitting it to lend portfolio securities to Merrill
Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), a wholly owned
subsidiary of Merrill Lynch, or its affiliates. Pursuant to that order, the
Master LLC has retained BIM as the securities lending agent for a fee
based on a share of the income from investment of cash collateral. BIM
may, on behalf of the Master LLC, invest cash collateral received by the
Master LLC for such loans, among other things, in a private investment
company managed by the Manager or in registered money market funds
advised by the Manager or its affiliates. The share of income earned by

26 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Notes to Financial Statements (concluded) Master Basic Value LLC

the Master LLC on such investments is shown as securities lending —
affiliated in the Statement of Operations. For the year ended June 30,
2009, BIM received $271,367 in securities lending agent fees.

In addition, MLPF&S received $350,638 in commissions on the execu-
tion of portfolio security transactions for the Master LLC from July 1,
2008 to December 31, 2008, during which time it was considered
an affiliate.

The Master LLC may earn income on positive cash balances in demand
deposit accounts. For the year ended June 30, 2009, the Master LLC
earned $1,878, which is included in income — affiliated in the
Statement of Operations.

Certain officers and/or directors of the Master LLC are officers and/or
directors of BlackRock or its affiliates. The Master LLC reimburses the
Manager for compensation paid to the Master LLC’s Chief Compliance
Officer.

4. Investments:

Purchases and sales of investments, excluding short-term securities,
for the year ended June 30, 2009 were $1,597,229,690 and
$2,283,400,432, respectively.

Transactions in call options written for the year ended June 30, 2009
were as follows:

			Premiums
Call Options Written	Contracts		Received
Outstanding call options written,
beginning of year	12,610	$	7,511,604
Options closed	(12,610)		(7,511,604)
Outstanding call options written, end
of year	—		—

5. Short-Term Borrowings:

The Master LLC, along with certain other funds managed by the Manager
and its affiliates, is a party to a $500 million credit agreement with a
group of lenders, which expired November 2008 and was subsequently
renewed until November 2009. The Master LLC may borrow under the
credit agreement to fund shareholder redemptions and for other lawful
purposes other than for leverage. The Master LLC may borrow up to the

maximum amount allowable under the Master LLC’s current Prospectus
and Statement of Additional Information, subject to various other legal,
regulatory or contractual limits. The Master LLC paid its pro rata share of
a 0.02% upfront fee on the aggregate commitment amount based on its
net assets as of October 31, 2008. The Master LLC pays a commitment
fee of 0.08% per annum based on the Master LLC’s pro rata share of
the unused portion of the credit agreement, which is included in miscel-
laneous in the Statement of Operations. Amounts borrowed under the
credit agreement bear interest at a rate equal to, the higher of the (a)
federal funds effective rate and (b) reserve adjusted one month LIBOR,
plus, in each case, the higher of (i) 1.50% and (ii) 50% of the CDX
Index (as defined in the credit agreement) in effect from time to time.
The Master LLC did not borrow under the credit agreement during the
year ended June 30, 2009.

6. Market and Credit Risk:

In the normal course of business, the Master LLC invests in securities
and enters into transactions where risks exist due to fluctuations in the
market (market risk) or failure of the issuer of a security to meet all its
obligations (credit risk). The value of securities held by the Master LLC
may decline in response to certain events, including those directly
involving the issuers whose securities are owned by the Master LLC;
conditions affecting the general economy; overall market changes;
local, regional or global political, social or economic instability; and
currency and interest rate and price fluctuations. Similar to credit risk,
the Master LLC may be exposed to counterparty risk, or the risk that an
entity with which the Master LLC has unsettled or open transactions may
default. Financial assets, which potentially expose the Master LLC
to credit and counterparty risks, consist principally of investments and
cash due from counterparties. The extent of the Master LLC’s exposure
to credit and counterparty risks with respect to these financial assets is
approximated by their value recorded in the Master LLC’s Statement of
Assets and Liabilities.

7. Subsequent Events:

Management has evaluated the impact of all subsequent events on the
Master LLC through August 26, 2009, the date the financial statements
were issued, and has determined that there were no subsequent events
requiring adjustment or disclosure in the financial statements.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 27

Report of Independent Registered Public Accounting Firm Master Basic Value LLC

To the Investors and Board of Directors
of Master Basic Value LLC:

We have audited the accompanying statement of assets and liabilities,
including the schedule of investments, of Master Basic Value LLC (the
“Master LLC”), as of June 30, 2009, and the related statement of opera-
tions for the year then ended, the statements of changes in net assets
for each of the two years in the period then ended, and the financial
highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of
the Master LLC’s management. Our responsibility is to express an opin-
ion on these financial statements and financial highlights based on
our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights are
free of material misstatement. The Master LLC is not required to have,
nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control
over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of express-
ing an opinion on the effectiveness of the Master LLC’s internal control

over financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by manage-
ment, as well as evaluating the overall financial statement presentation.
Our procedures included confirmation of securities owned as of June 30,
2009, by correspondence with the custodian and brokers; where replies
were not received from brokers, we performed other auditing procedures.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred
to above, present fairly, in all material respects, the financial position of
Master Basic Value LLC as of June 30, 2009, the results of its operations
for the year then ended, the changes in its net assets for each of the two
years in the period then ended, and the financial highlights for each of
the five years in the period then ended, in conformity with accounting
principles generally accepted in the United States of America.

Deloitte & Touche LLP
Princeton, New Jersey
August 26, 2009

28 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Disclosure of Investment Advisory Agreement and Sub-Advisory Agreement

The Board of Directors of Master Basic Value LLC (the “Master LLC”) met
on May 5, 2009 and June 4-5, 2009 to consider the approval of the
Master LLC’s investment advisory agreement (the “Advisory Agreement”)
with BlackRock Advisors, LLC (the “Manager”), the Master LLC’s invest-
ment advisor. The Board of Directors of the Master LLC also considered
the approval of the sub-advisory agreement (the “Sub-Advisory
Agreement”) between the Manager and BlackRock Investment
Management, LLC (the “Sub-Advisor”) with respect to the Master LLC.
BlackRock Basic Value Fund, Inc. (the “Fund”) is a “feeder” fund that
invests all of its investable assets in the Master LLC. Accordingly, the
Board of Directors of the Fund also considered the approval of the
Advisory Agreement and the Sub-Advisory Agreement.

The Manager and the Sub-Advisor are referred to herein as “BlackRock.”
The Advisory Agreement and the Sub-Advisory Agreement are referred to
herein as the “Agreements.” For simplicity, the Board of Directors of each
of the Master LLC and of the Fund are referred to herein collectively as
the “Board,” and the members of which are referred to herein as “Board
Members.”

Activities and Composition of the Board

The Board consisted of fifteen individuals, twelve of whom were not
“interested persons” of the Fund or the Master LLC as defined in the
Investment Company Act of 1940, as amended (the “1940 Act”) (the
“Independent Board Members”), at the time of the Board’s approval
of the Agreements. The Board Members are responsible for the oversight
of the operations of the Fund or the Master LLC, as pertinent, and per-
form the various duties imposed on the directors of investment compa-
nies by the 1940 Act. The Independent Board Members have retained
independent legal counsel to assist them in connection with their duties.
The Chairman of the Board is an Independent Board Member. The
Board has established five standing committees: an Audit Committee,
a Governance and Nominating Committee, a Compliance Committee,
a Performance Oversight Committee and an Executive Committee, each
of which is composed of Independent Board Members (except for the
Performance Oversight Committee and the Executive Committee, which
each have one interested Board Member) and is chaired by Independent
Board Members.

The Agreements

Pursuant to the 1940 Act, the Board is required to consider the continu-
ation of the Agreements on an annual basis. In connection with this
process, the Board assessed, among other things, the nature, scope
and quality of the services provided to the Fund and/or the Master LLC
by the personnel of BlackRock and its affiliates, including investment
management, administrative services, shareholder services, oversight
of fund accounting and custody, marketing services and assistance in
meeting legal and regulatory requirements.

Throughout the year, the Board, acting directly and through its commit-
tees, considers at each of its meetings factors that are relevant to its
annual consideration of the renewal of the Agreements, including the
services and support provided by BlackRock to the Fund, the Master LLC
and their shareholders. Among the matters the Board considered were:
(a) investment performance for one-, three- and five-year periods, as
applicable, against peer funds, and applicable benchmarks, if any, as
well as senior management and portfolio managers’ analysis of the
reasons for any underperformance against its peers; (b) fees, including
advisory, administration, if applicable, and other amounts paid to
BlackRock and its affiliates by the Fund and/or the Master LLC for
services, such as transfer agency, marketing and distribution, call center
and fund accounting; (c) Fund and/or Master LLC operating expenses;
(d) the resources devoted to and compliance reports relating to the
Fund’s and the Master LLC’s investment objectives, policies and restric-
tions, (e) the Fund’s and the Master LLC’s compliance with each of
their respective Code of Ethics and compliance policies and procedures;
(f) the nature, cost and character of non-investment management serv-
ices provided by BlackRock and its affiliates; (g) BlackRock’s and other
service providers’ internal controls; (h) BlackRock’s implementation of
the proxy voting policies approved by the Board; (i) the use of brokerage
commissions and execution quality; (j) BlackRock’s implementation of
the Fund’s and the Master LLC’s valuation and liquidity procedures; and
(k) periodic updates on BlackRock’s business.

Board Considerations in Approving the Agreements

The Approval Process: Prior to the May 5, 2009 meeting, the Board
requested and received materials specifically relating to the Agreements.
The Board is engaged in an ongoing process with BlackRock to continu-
ously review the nature and scope of the information provided to better
assist its deliberations. The materials provided in connection with the
May meeting included (a) information independently compiled and pre-
pared by Lipper, Inc. (“Lipper”) on Fund fees and expenses, and the
investment performance of the Fund as compared with a peer group
of funds as determined by Lipper (collectively, “Peers”); (b) information
on the profitability of the Agreements to BlackRock and a discussion of
fall-out benefits to BlackRock and its affiliates and significant sharehold-
ers; (c) a general analysis provided by BlackRock concerning investment
advisory fees charged to other clients, such as institutional and closed-
end funds, under similar investment mandates, as well as the perform-
ance of such other clients; (d) the impact of economies of scale; (e) a
summary of aggregate amounts paid by the Fund and/or the Master LLC
to BlackRock; (f) sales and redemption data regarding the Fund’s
shares; and (g) an internal comparison of management fees classified
by Lipper, if applicable.

At an in-person meeting held on May 5, 2009, the Board reviewed
materials relating to its consideration of the Agreements. As a result of

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 29

Disclosure of Investment Advisory Agreement and Sub-Advisory Agreement (continued)

the discussions that occurred during the May 5, 2009 meeting, the
Board presented BlackRock with questions and requests for additional
information and BlackRock responded to these requests with additional
written information in advance of the June 4-5, 2009 Board meeting.

At an in-person meeting held on June 4-5, 2009, the Board of Directors
of the Master LLC, including the Independent Board Members, unani-
mously approved the continuation of the Advisory Agreement between
the Manager and the Master LLC and the Sub-Advisory Agreement
between the Manager and the Sub-Advisor with respect to the Master
LLC, each for a one-year term ending June 30, 2010. The Board of
Directors of the Fund, including the Independent Board Members, also
considered the continuation of the Agreements and found the
Agreements to be satisfactory. The Board considered all factors it
believed relevant with respect to the Fund and the Master LLC, as appli-
cable, including, among other factors: (a) the nature, extent and quality
of the services provided by BlackRock; (b) the investment performance
of the Fund, the Master LLC and BlackRock portfolio management; (c)
the advisory fee and the cost of the services and profits to be realized
by BlackRock and certain affiliates from the relationship with the Fund
and the Master LLC; (d) economies of scale; and (e) other factors.

The Board also considered other matters it deemed important to the
approval process, such as payments made to BlackRock or its affiliates
relating to the distribution of Fund shares, services related to the valua-
tion and pricing of portfolio holdings of the Master LLC, direct and indi-
rect benefits to BlackRock and its affiliates from their relationship with
the Fund and the Master LLC and advice from independent legal counsel
with respect to the review process and materials submitted for the
Board’s review. The Board noted the willingness of BlackRock personnel
to engage in open, candid discussions with the Board. The Board did
not identify any particular information as controlling, and each Board
Member may have attributed different weights to the various items
considered.

A. Nature, Extent and Quality of the Services: The Board, including the
Independent Board Members, reviewed the nature, extent and quality of
services provided by BlackRock, including the investment advisory serv-
ices and the resulting performance of the Fund and the Master LLC.
Throughout the year, the Board compared Fund performance to the per-
formance of a comparable group of mutual funds, and the performance
of at least one relevant benchmark, if any. The Board met with
BlackRock’s senior management personnel responsible for investment
operations, including the senior investment officers. The Board also
reviewed the materials provided by the Master LLC’s portfolio manage-
ment team discussing the Master LLC’s performance and the Master
LLC’s investment objective, strategies and outlook.

The Board considered, among other factors, the number, education
and experience of BlackRock’s investment personnel generally and
the Master LLC’s portfolio management team, investments by portfolio
managers in the funds they manage, BlackRock’s portfolio trading capa-
bilities, BlackRock’s use of technology, BlackRock’s commitment to com-
pliance and BlackRock’s approach to training and retaining portfolio
managers and other research, advisory and management personnel. The
Board also reviewed a general description of BlackRock’s compensation
structure with respect to the Master LLC’s portfolio management team
and BlackRock’s ability to attract and retain high-quality talent.

In addition to advisory services, the Board considered the quality of
the administrative and non-investment advisory services provided to
the Fund and the Master LLC. BlackRock and its affiliates provide the
Fund and the Master LLC with certain administrative, transfer agency,
shareholder and other services (in addition to any such services pro-
vided to the Fund and the Master LLC by third parties) and officers and
other personnel as are necessary for the operations of the Fund and the
Master LLC. In addition to investment advisory services, BlackRock and
its affiliates provide the Fund and the Master LLC with other services,
including (i) preparing disclosure documents, such as the prospectus,
the statement of additional information and periodic shareholder
reports; (ii) assisting with daily accounting and pricing; (iii) overseeing
and coordinating the activities of other service providers; (iv) organizing
Board meetings and preparing the materials for such Board meetings;
(v) providing legal and compliance support; and (vi) performing other
administrative functions necessary for the operation of the Fund and the
Master LLC, such as tax reporting, fulfilling regulatory filing requirements,
and call center services. The Board reviewed the structure and duties of
BlackRock’s fund administration, accounting, legal and compliance
departments and considered BlackRock’s policies and procedures for
assuring compliance with applicable laws and regulations.

B. The Investment Performance of the Fund, the Master LLC and
BlackRock: The Board, including the Independent Board Members, also
reviewed and considered the performance history of the Fund and the
Master LLC. In preparation for the May 5, 2009 meeting, the Board was
provided with reports, independently prepared by Lipper, which included
a comprehensive analysis of the Fund’s performance. The Board also
reviewed a narrative and statistical analysis of the Lipper data that was
prepared by BlackRock, which analyzed various factors that affect
Lipper’s rankings. In connection with its review, the Board received and
reviewed information regarding the investment performance of the Fund
as compared to a representative group of similar funds as determined
by Lipper and to all funds in the Fund’s applicable Lipper category. The
Board was provided with a description of the methodology used by
Lipper to select peer funds. The Board regularly reviews the performance
of the Fund and the Master LLC throughout the year. The Board attaches

30 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Disclosure of Investment Advisory Agreement and Sub-Advisory Agreement (continued)

more importance to performance over relatively long periods of time,
typically three to five years.

The Board noted that the Fund ranked in the third, second, and third
quartiles against its Lipper Performance Universe for the one-, three- and
five-year periods reported, respectively. The Board and BlackRock
reviewed the reasons for the Fund’s underperformance during these peri-
ods compared with its Peers. The Board was informed that, among other
things, stock selection in technology and materials was disappointing.
The Board and BlackRock discussed BlackRock’s commitment to provid-
ing the resources necessary to assist the portfolio managers and to
improve the Fund’s performance.

C. Consideration of the Advisory Fees and the Cost of the Services and
Profits to be Realized by BlackRock and its Affiliates from their
Relationship with the Fund and the Master LLC: The Board, including
the Independent Board Members, reviewed the Master LLC’s contractual
advisory fee rates compared with the other funds in the Fund’s Lipper
category. It also compared the Fund’s total expenses, as well as actual
management fees, to those of other comparable funds. The Board con-
sidered the services provided and the fees charged by BlackRock to
other types of clients with similar investment mandates, including sepa-
rately managed institutional accounts.

The Board received and reviewed statements relating to BlackRock’s
financial condition and profitability with respect to the services it pro-
vided the Fund and the Master LLC. The Board was also provided with a
profitability analysis that detailed the revenues earned and the expenses
incurred by BlackRock for services provided to the Fund and the Master
LLC. The Board reviewed BlackRock’s profitability with respect to the
Fund and the Master LLC and each fund the Board currently oversees for
the year ended December 31, 2008 compared to aggregate profitability
data provided for the year ended December 31, 2007. The Board
reviewed BlackRock’s profitability with respect to other fund complexes
managed by the Manager and/or its affiliates. The Board reviewed
BlackRock’s assumptions and methodology of allocating expenses in the
profitability analysis, noting the inherent limitations in allocating costs
among various advisory products. The Board recognized that profitability
may be affected by numerous factors including, among other things, fee
waivers and expense reimbursements by the Manager, the types of funds
managed, expense allocations and business mix, and therefore compa-
rability of profitability is somewhat limited.

The Board noted that, in general, individual fund or product line prof-
itability of other advisors is not publicly available. Nevertheless, to the
extent such information is available, the Board considered BlackRock’s
operating margin in general compared to the operating margin for lead-
ing investment management firms whose operations include advising
open-end funds, among other product types. The comparison indicated

that operating margins for BlackRock with respect to its registered funds
are consistent with margins earned by similarly situated publicly traded
competitors. In addition, the Board considered, among other things, cer-
tain third party data comparing BlackRock’s operating margin with that
of other publicly-traded asset management firms, which concluded that
larger asset bases do not, in themselves, translate to higher profit
margins.

In addition, the Board considered the cost of the services provided to
the Fund and the Master LLC by BlackRock, and BlackRock’s and its
affiliates’ profits relating to the management and distribution of the
Fund, the Master LLC and the other funds advised by BlackRock and its
affiliates. As part of its analysis, the Board reviewed BlackRock’s
methodology in allocating its costs to the management of the Fund and
the Master LLC. The Board also considered whether BlackRock has the
financial resources necessary to attract and retain high quality invest-
ment management personnel to perform its obligations under the
Agreements and to continue to provide the high quality of services that
is expected by the Board.

The Board noted that the Fund’s/Master LLC’s contractual advisory
fees, which do not take into account any expense reimbursements or fee
waivers, were lower than or equal to the median contractual advisory
fees paid by the Fund’s Peers. The Board also noted that the
Fund/Master LLC has an advisory fee arrangement that includes break-
points that adjust the fee rate downward as the size of the Fund/Master
LLC increases, thereby allowing shareholders the potential to participate
in economies of scale.

D. Economies of Scale: The Board, including the Independent Board
Members, considered the extent to which economies of scale might be
realized as the assets of the Fund and the Master LLC increase and
whether there should be changes in the advisory fee rate or structure in
order to enable the Fund and the Master LLC to participate in these
economies of scale, for example through the use of breakpoints in the
advisory fee based upon the assets of the Master LLC. The Board con-
sidered that the funds in the BlackRock fund complex share some com-
mon resources and, as a result, an increase in the overall size of the
complex could permit each fund to incur lower expenses than it would
otherwise as a stand-alone entity. The Board also considered
BlackRock’s overall operations and its efforts to expand the scale of, and
improve the quality of, its operations.

E. Other Factors: The Board also took into account other ancillary or
“fall-out” benefits that BlackRock or its affiliates and significant share-
holders may derive from its relationship with the Fund and the Master
LLC, both tangible and intangible, such as BlackRock’s ability to leverage
its investment professionals who manage other portfolios, an increase in
BlackRock’s profile in the investment advisory community, and the

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 31

Disclosure of Investment Advisory Agreement and Sub-Advisory Agreement (concluded)

engagement of BlackRock’s affiliates as service providers to the Fund
and the Master LLC, including for administrative, transfer agency and
distribution services. The Board also noted that BlackRock may use third
party research obtained by soft dollars generated by certain mutual fund
transactions to assist itself in managing all or a number of its other
client accounts.

In connection with its consideration of the Agreements, the Board also
received information regarding BlackRock’s brokerage and soft dollar
practices. The Board received reports from BlackRock which included
information on brokerage commissions and trade execution practices
throughout the year.

Conclusion

The Board of Directors of the Master LLC, including the Independent
Board Members, unanimously approved the continuation of the Advisory
Agreement between the Manager and the Master LLC for a one-year term
ending June 30, 2010 and the Sub-Advisory Agreement between the
Manager and Sub-Advisor with respect to the Master LLC for a one-year
term ending June 30, 2010. Based upon its evaluation of all these fac-

tors in their totality, the Board of Directors of the Master LLC, including
the Independent Board Members, was satisfied that the terms of the
Agreements were fair and reasonable and in the best interest of the
Master LLC and its shareholders. The Board of Directors of the Fund,
including the Independent Board Members, also considered the continu-
ation of the Agreements and found the Agreements to be satisfactory. In
arriving at a decision to approve the Agreements, the Board did not
identify any single factor or group of factors as all-important or control-
ling, but considered all factors together, and different Board Members
may have attributed different weights to the various factors considered.
The Independent Board Members were also assisted by the advice of
independent legal counsel in making this determination. The contractual
fee arrangements for the Master LLC reflect the results of several years
of review by the Board Members and predecessor Board Members, and
discussions between such Board Members (and predecessor Board
Members) and BlackRock. Certain aspects of the arrangements may
be the subject of more attention in some years than in others, and
the Board Members’ conclusions may be based in part on their
consideration of these arrangements in prior years.

32 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Officers and Directors

				Number of
				BlackRock-
	Position(s)	Length of		Advised Funds
Name, Address	Held with	Time Served		and Portfolios	Public
and Year of Birth	Fund/Master LLC	as a Trustee2	Principal Occupation(s) During Past 5 Years	Overseen	Directorships
Non-Interested Directors1
Jean Margo Reid	Director	Since	Self-employed consultant since 2001; Director and Secretary, SCB,	35 Funds	None
40 East 52nd Street		2007	Inc. (holding company) since 1998; Director and Secretary, SCB	101 Portfolios
New York, NY 10022			Partners, Inc. (holding company) since 2000; Director, Covenant
1945			House (non-profit) from 2001 to 2004.
Robert M. Hernandez	Chairman of the	Since	Director, Vice Chairman and Chief Financial Officer of USX Corporation	35 Funds	ACE Limited
40 East 52nd Street	Board, Director	2007	(energy and steel business) from 1991 to 2001.	101 Portfolios	(insurance company);
New York, NY 10022	and Member of				Eastman Chemical
1944	the Audit				Company (chemical);
	Committee				RTI International
					Metals, Inc. (metals);
					TYCO Electronics
					(electronics)
Fred G. Weiss	Vice Chairman	Since	Managing Director, FGW Associates (consulting and investment	35 Funds	Watson
40 East 52nd Street	of the Board,	1998	company) since 1997; Director, Michael J. Fox Foundation for	101 Portfolios	Pharmaceutical Inc.
New York, NY 10022	Director and		Parkinson’s Research since 2000; Director of BTG International
1941	Member of the		Plc (a global technology commercialization company) from
	Audit Committee		2001 to 2007.
James H. Bodurtha	Director	Since	Director, The China Business Group, Inc. (consulting firm) since 1996	35 Funds	None
40 East 52nd Street		2007	and Executive Vice President thereof from 1996 to 2003; Chairman	101 Portfolios
New York, NY 10022			of the Board, Berkshire Holding Corporation since 1980.
1944
Bruce R. Bond	Director	Since	Trustee and Member of the Governance Committee, State Street	35 Funds	None
40 East 52nd Street		2007	Research Mutual Funds from 1997 to 2005; Board Member of	101 Portfolios
New York, NY 10022			of Governance, Audit and Finance Committee, Avaya Inc.
1946			(computer equipment) from 2003 to 2007.
Donald W. Burton	Director	Since	Managing General Partner, The Burton Partnership, LP (an investment	35 Funds	Knology, Inc. (tele-
40 East 52nd Street		2002	partnership) since 1979; Managing General Partner, The South Atlantic	101 Portfolios	communications);
New York, NY 10022			Venture Funds since 1983; Member of the Investment Advisory Council		Capital Southwest
1944			of the Florida State Board of Administration from 2001 to 2007.		(financial)
Honorable	Director	Since	Partner and Head of International Practice, Covington and Burling	35 Funds	Alcatel-Lucent (tele-
Stuart E. Eizenstat		2007	(law firm) since 2001; International Advisory Board Member, The Coca	101 Portfolios	communications);
40 East 52nd Street			Cola Company since 2002; Advisory Board Member BT Americas		Global Specialty
New York, NY 10022			(telecommunications) since 2004; Member of the Board of Directors,		Metallurgical (metal-
1943			Chicago Climate Exchange (environmental) since 2006; Member of the		lurgical industry);
			International Advisory Board GML (energy) since 2003.		UPS Corporation
					(delivery service)
Kenneth A. Froot	Director	Since	Professor, Harvard University since 1992.	35 Funds	None
40 East 52nd Street		2007		101 Portfolios
New York, NY 10022
1957
John F. O’Brien	Director	Since	Trustee, Woods Hole Oceanographic Institute since 2003; Director,	35 Funds	Cabot Corporation
40 East 52nd Street		2005	Allmerica Financial Corporation from 1995 to 2003; Director,	101 Portfolios	(chemicals); LKQ
New York, NY 10022			ABIOMED from 1989 to 2006; Director, Ameresco, Inc. (energy		Corporation (auto
1943			solutions company) from 2006 to 2007.		parts manufacturing);
					TJX Companies, Inc.
					(retailer)
Roberta Cooper Ramo	Director	Since	Shareholder, Modrall, Sperling, Roehl, Harris & Sisk, P.A. (law firm)	35 Funds	None
40 East 52nd Street		2007	since 1993; Chairman of the Board, Cooper’s Inc., (retail) since 2000;	101 Portfolios
New York, NY 10022			Director of ECMC Group (service provider to students, schools and
1942			lenders) since 2001; President Elect, The American Law Institute,
			(non-profit), 2007; Formerly President, American Bar Association from
			1995 to 1996.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 33

Officers and Directors (continued)

				Number of
				BlackRock-
	Position(s)	Length of		Advised Funds
Name, Address	Held with	Time Served		and Portfolios	Public
and Year of Birth	Fund/Master LLC	as a Trustee2	Principal Occupation(s) During Past 5 Years	Overseen	Directorships
Non-Interested Directors1 (concluded)
David H. Walsh	Director	Since	Director, National Museum of Wildlife Art since 2007; Director,	35 Funds	None
40 East 52nd Street		2003	Ruckleshaus Institute and Haub School of Natural Resources at the	101 Portfolios
New York, NY 10022			University of Wyoming from 2006 to 2008; Trustee, University of
1941			Wyoming Foundation since 2008; Director, The American Museum
			of Fly Fishing since 1997; Director, The National Audubon Society
			from 1998 to 2005.
Richard R. West	Director	Since	Dean Emeritus, New York University’s Leonard N. Stern School of	35 Funds	Bowne & Co., Inc.
40 East 52nd Street	and Member	2007	Business Administration since 1995.	101 Portfolios	(financial printers);
New York, NY 10022	of the Audit				Vornado Realty Trust
1938	Committee				(real estate
					company);
					Alexander’s Inc.
					(real estate
					company)
	1 Directors serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.
	2 Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various
	legacy MLIM and legacy BlackRock Fund boards were realigned and consolidated into three new Fund boards in 2007. As a result, although the
	chart shows certain trustees as joining the Fund’s/Master LLC’s board in 2007, each director first became a member of the board of directors of
	other legacy MLIM or legacy BlackRock Funds as follows: James H. Bodurtha, 1995; Bruce R. Bond, 2005; Donald W. Burton, 2002; Stuart E.
	Eizenstat, 2001; Kenneth A. Froot, 2005; Robert M. Hernandez, 1996; John F. O’Brien, 2004; Roberta Cooper Ramo, 2000; Jean Margo Reid,
	2004; David H. Walsh, 2003; Fred G. Weiss, 1998; and Richard R. West, 1978.
Interested Directors3
Richard S. Davis	Director	Since	Managing Director, BlackRock, Inc. since 2005; Formerly Chief	175 Funds	None
40 East 52nd Street		2007	Executive Officer, State Street Research & Management Company	285 Portfolios
New York, NY 10022			from 2000 to 2005; Formerly Chairman of the Board of Trustees,
1945			State Street Research Mutual Funds from 2000 to 2005; Formerly
			Chairman, SSR Realty from 2000 to 2004.
Laurence D. Fink	Director	Since	Chairman and Chief Executive Officer of BlackRock, Inc. since its	35 Funds	None
40 East 52nd Street		2007	formation in 1998 and of BlackRock, Inc.’s predecessor entities since	101 Portfolios
New York, NY 10022			1988 and Chairman of the Executive and Management Committees;
1952			Formerly Managing Director, The First Boston Corporation, Member of
			its Management Committee, Co-head of its Taxable Fixed Income
			Division and Head of its Mortgage and Real Estate Products Group;
			Chairman of the Board of several of BlackRock’s alternative investment
			vehicles; Director of several of BlackRock’s offshore funds; Member of
			the Board of Trustees of New York University, Chair of the Financial Affairs
			Committee and a member of the Executive Committee, the Ad Hoc
			Committee on Board Governance, and the Committee on Trustees;
			Co-Chairman of the NYU Hospitals Center Board of Trustees, Chairman of
			the Development/Trustee Stewardship Committee and Chairman of the
			Finance Committee; Trustee, The Boys’ Club of New York.
Henry Gabbay	Director	Since	Consultant, BlackRock, Inc. from 2007 to 2008; Formerly Managing	175 Funds	None
40 East 52nd Street		2007	Director, BlackRock, Inc. from 1989 to 2007; Formerly Chief	285 Portfolios
New York, NY 10022			Administrative Officer, BlackRock Advisors, LLC from 1998 to 2007;
1947			Formerly President of BlackRock Funds and BlackRock Bond Allocation
			Target Shares from 2005 to 2007 and Treasurer of certain closed-end
			funds in the BlackRock fund complex from 1989 to 2006.
	3 Messrs. Davis and Fink are both “interested persons,” as defined in the Investment Company Act of 1940, of the Fund/Master LLC based on their posi-
	tions with BlackRock, Inc. and its affiliates. Mr. Gabbay is an “interested person” of the Fund/Master LLC based on his former positions with BlackRock,
	Inc. and its affiliates as well as his ownership of BlackRock, Inc. and PNC securities. Directors serve until their resignation, removal or death, or until
	December 31 of the year in which they turn 72.

34 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Officers and Directors (concluded)

	Position(s)
Name, Address	Held with	Length of
and Year of Birth	Fund/Master LLC Time Served		Principal Occupation(s) During Past 5 Years
Fund/Master LLC Officers1
Donald C. Burke	President	Since	Managing Director of BlackRock, Inc. since 2006; Managing Director of Merrill Lynch Investment Managers,
40 East 52nd Street	and Chief	2007	L.P. (“MLIM”) and Fund Asset Management, L.P. (“FAM”) in 2006, First Vice President thereof from 1997 to 2005,
New York, NY 10022	Executive		Treasurer thereof from 1999 to 2006 and Vice President thereof from 1990 to 1997.
1960	Officer
Anne F. Ackerley	Vice	Since	Managing Director of BlackRock, Inc. since 2000; Vice President of the BlackRock-advised funds from 2007 to
40 East 52nd Street	President	2007	2009; Chief Operating Officer of BlackRock’s Account Management Group (AMG) since 2009; Chief Operating
New York, NY 10022			Officer of BlackRock’s U.S. Retail Group from 2006 to 2009; Head of BlackRock’s Mutual Fund Group from
1962			2000 to 2006.
Neal J. Andrews	Chief	Since	Managing Director of BlackRock, Inc. since 2006; Senior Vice President and Line of Business Head of Fund
40 East 52nd Street	Financial	2007	Accounting and Administration at PNC Global Investment Servicing (U.S.) Inc. (formerly PFPC Inc.) from 1992
New York, NY 10022	Officer		to 2006.
1966
Jay M. Fife	Treasurer	Since	Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Assistant Treasurer of the Merrill Lynch
40 East 52nd Street		2007	Investment Managers, L.P. (“MLIM”) and Fund Asset Management, L.P. advised funds from 2005 to 2006; Director
New York, NY 10022			of MLIM Fund Services Group from 2001 to 2006.
1970
Brian P. Kindelan	Chief	Since	Chief Compliance Officer of the BlackRock-advised funds since 2007; Managing Director and Senior Counsel of
40 East 52nd Street	Compliance	2007	BlackRock, Inc. since 2005; Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 to 2004.
New York, NY 10022	Officer
1959
Howard B. Surloff	Secretary	Since	Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock, Inc. since 2006; General
40 East 52nd Street		2007	Counsel (U.S.) of Goldman Sachs Asset Management, L.P. from 1993 to 2006.
New York, NY 10022
1965
	1 Officers of the Fund/Master LLC serve at the pleasure of the Board of Directors.
	Further information about the Fund’s/Master LLC’s Officers and Directors is available in the Fund’s/Master LLC’s Statement of Additional
	Information, which can be obtained without charge by calling (800) 441-7762.
Investment Advisor		Transfer Agent		Accounting Agent	Distributor	Legal Counsel
BlackRock Advisors, LLC		PNC Global Investment		State Street Bank and	BlackRock Investments, LLC	Willkie Farr & Gallagher LLP
Wilmington, DE 19809		Servicing (U.S.) Inc.		Trust Company	New York, NY 10022	New York, NY 10019
		Wilmington, DE 19809		Princeton, NJ 08540
Custodian		Address of the Fund		Independent Registered
The Bank of New York Mellon		100 Bellevue Parkway		Public Accounting Firm
New York, NY 10286		Wilmington, DE 19809		Deloitte & Touche LLP
Princeton, NJ 08540

Effective July 31, 2009, Donald C. Burke, President and Chief Executive Officer of the Fund and Master LLC retired.
The Fund’s and Master LLC’s Board of Directors wishes Mr. Burke well in his retirement.

Effective August 1, 2009, Anne F. Ackerley became President and Chief Executive Officer of the Fund and Master LLC,
and Jeffrey Holland and Brian Schmidt became Vice Presidents of the Fund and Master LLC.

Effective August 1, 2009, Jean Margo Reid resigned as a Director of the Fund and Master LLC. The Board wishes
Ms. Reid well in her future endeavors.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 35

Additional Information

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and
former fund investors and individual clients (collectively, “Clients”) and
to safeguarding their non-public personal information. The following
information is provided to help you understand what personal informa-
tion BlackRock collects, how we protect that information and why in cer-
tain cases we share such information with select parties.

If you are located in a jurisdiction where specific laws, rules or regula-
tions require BlackRock to provide you with additional or different
privacy-related rights beyond what is set forth below, then BlackRock
will comply with those specific laws, rules or regulations.

BlackRock obtains or verifies personal non-public information from and
about you from different sources, including the following: (i) information
we receive from you or, if applicable, your financial intermediary, on
applications, forms or other documents; (ii) information about your
transactions with us, our affiliates, or others; (iii) information we receive
from a consumer reporting agency; and (iv) from visits to our websites.

BlackRock does not sell or disclose to non-affiliated third parties any
non-public personal information about its Clients, except as permitted
by law or as is necessary to respond to regulatory requests or to service
Client accounts. These non-affiliated third parties are required to protect
the confidentiality and security of this information and to use it only for
its intended purpose.

We may share information with our affiliates to service your account or
to provide you with information about other BlackRock products or serv-
ices that may be of interest to you. In addition, BlackRock restricts
access to non-public personal information about its Clients to those
BlackRock employees with a legitimate business need for the informa-
tion. BlackRock maintains physical, electronic and procedural safeguards
that are designed to protect the non-public personal information of its
Clients, including procedures relating to the proper storage and disposal
of such information.

General Information

Electronic Delivery

Electronic copies of most financial reports and prospectuses are available
on the Fund’s website or shareholders can sign up for e-mail notifications
of quarterly statements, annual and semi-annual reports and prospectuses
by enrolling in the Fund’s electronic delivery program.

To enroll:

Shareholders Who Hold Accounts with Investment Advisors, Banks or
Brokerages:

Please contact your financial advisor. Please note that not all investment
advisors, banks or brokerages may offer this service.

Shareholders Who Hold Accounts Directly with BlackRock:

1) Access the BlackRock website at
http://www.blackrock.com/edelivery

2) Click on the applicable link and follow the steps to sign up

3) Log into your account

Householding

The Fund will mail only one copy of shareholder documents, including
prospectuses, annual and semi-annual reports and proxy statements, to
shareholders with multiple accounts at the same address. This practice is
commonly called “householding” and it is intended to reduce expenses
and eliminate duplicate mailings of shareholder documents. Mailings of
your shareholder documents may be householded indefinitely unless you
instruct us otherwise. If you do not want the mailing of these documents
to be combined with those for other members of your household, please
contact the Fund at (800) 441-7762.

36 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

Additional Information (concluded)

General Information (concluded)

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund/Master LLC
uses to determine how to vote proxies relating to portfolio securities is
available (1) without charge, upon request, by calling toll-free (800)
441-7762; (2) at www.blackrock.com; and (3) on the Securities and
Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

Availability of Proxy Voting Record

Information about how the Fund/Master LLC votes proxies relating to
securities held in the Fund’s/Master LLC’s portfolio during the most
recent 12-month period ended June 30 is available upon request and
without charge (1) at www.blackrock.com or by calling (800) 441-7762
and (2) on the SEC’s website at http://www.sec.gov.

Availability of Quarterly Portfolio Schedule

The Fund/Master LLC files its complete schedule of portfolio holdings
with the SEC for the first and third quarters of each fiscal year on Form
N-Q. The Fund’s/Master LLC’s Forms N-Q are available on the SEC’s
website at http://www.sec.gov and may also be reviewed and copied
at the SEC’s Public Reference Room in Washington, D.C. Information on
the operation of the Public Reference Room may be obtained by calling
(202) 551-8090. The Fund’s/Master LLC’s Forms N-Q may also be
obtained upon request and without charge by calling (800) 441-7762.

Shareholder Privileges

Account Information

Call us at (800) 441-7762 8:00 AM to 6:00 PM EST to get information
about your account balances, recent transactions and share prices. You
can also reach us on the Web at www.blackrock.com/funds.

Automatic Investment Plans

Investor Class shareholders who want to invest regularly can arrange to
have $50 or more automatically deducted from their checking or savings
account and invested in any of the BlackRock funds.

Systematic Withdrawal Plans

Investor Class shareholders can establish a systematic withdrawal plan
and receive periodic payments of $50 or more from their BlackRock
funds, as long as their account is at least $10,000.

Retirement Plans

Shareholders may make investments in conjunction with Traditional,
Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.

BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009 37

A World-Class Mutual Fund Family
BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed income and
tax-exempt investing.
Equity Funds
BlackRock All-Cap Energy & Resources Portfolio	BlackRock Global Opportunities Portfolio	BlackRock Mid-Cap Value Equity Portfolio
BlackRock Asset Allocation Portfolio†	BlackRock Global SmallCap Fund	BlackRock Mid Cap Value Opportunities Fund
BlackRock Aurora Portfolio	BlackRock Health Sciences Opportunities Portfolio	BlackRock Natural Resources Trust
BlackRock Balanced Capital Fund†	BlackRock Healthcare Fund	BlackRock Pacific Fund
BlackRock Basic Value Fund	BlackRock Index Equity Portfolio*	BlackRock Science & Technology
BlackRock Capital Appreciation Portfolio	BlackRock International Fund	Opportunities Portfolio
BlackRock Energy & Resources Portfolio	BlackRock International Diversification Fund	BlackRock Small Cap Core Equity Portfolio
BlackRock Equity Dividend Fund	BlackRock International Index Fund	BlackRock Small Cap Growth Equity Portfolio
BlackRock EuroFund	BlackRock International Opportunities Portfolio	BlackRock Small Cap Growth Fund II
BlackRock Focus Growth Fund	BlackRock International Value Fund	BlackRock Small Cap Index Fund
BlackRock Focus Value Fund	BlackRock Large Cap Core Fund	BlackRock Small Cap Value Equity Portfolio*
BlackRock Fundamental Growth Fund	BlackRock Large Cap Core Plus Fund	BlackRock Small/Mid-Cap Growth Portfolio
BlackRock Global Allocation Fund†	BlackRock Large Cap Growth Fund	BlackRock S&P 500 Index Fund
BlackRock Global Dynamic Equity Fund	BlackRock Large Cap Value Fund	BlackRock U.S. Opportunities Portfolio
BlackRock Global Emerging Markets Fund	BlackRock Latin America Fund	BlackRock Utilities and Telecommunications Fund
BlackRock Global Financial Services Fund	BlackRock Mid-Cap Growth Equity Portfolio	BlackRock Value Opportunities Fund
BlackRock Global Growth Fund
Fixed Income Funds
BlackRock Bond Portfolio	BlackRock Income Builder Portfolio†	BlackRock Short-Term Bond Fund
BlackRock Emerging Market Debt Portfolio	BlackRock Inflation Protected Bond Portfolio	BlackRock Strategic Income Portfolio
BlackRock Enhanced Income Portfolio	BlackRock Intermediate Government	BlackRock Total Return Fund
BlackRock GNMA Portfolio	Bond Portfolio	BlackRock Total Return Portfolio II
BlackRock Government Income Portfolio	BlackRock International Bond Portfolio	BlackRock World Income Fund
BlackRock High Income Fund	BlackRock Long Duration Bond Portfolio
BlackRock High Yield Bond Portfolio	BlackRock Low Duration Bond Portfolio
BlackRock Income Portfolio†	BlackRock Managed Income Portfolio
Municipal Bond Funds
BlackRock AMT-Free Municipal Bond Portfolio	BlackRock Kentucky Municipal Bond Portfolio	BlackRock New York Municipal Bond Fund
BlackRock California Municipal Bond Fund	BlackRock Municipal Insured Fund	BlackRock Ohio Municipal Bond Portfolio
BlackRock Delaware Municipal Bond Portfolio	BlackRock National Municipal Fund	BlackRock Pennsylvania Municipal Bond Fund
BlackRock High Yield Municipal Fund	BlackRock New Jersey Municipal Bond Fund	BlackRock Short-Term Municipal Fund
BlackRock Intermediate Municipal Fund
Target Risk & Target Date Funds
BlackRock Prepared Portfolios	BlackRock Lifecycle Prepared Portfolios
Conservative Prepared Portfolio	Prepared Portfolio 2010	Prepared Portfolio 2030
Moderate Prepared Portfolio	Prepared Portfolio 2015	Prepared Portfolio 2035
Growth Prepared Portfolio	Prepared Portfolio 2020	Prepared Portfolio 2040
Aggressive Growth Prepared Portfolio	Prepared Portfolio 2025	Prepared Portfolio 2045
		Prepared Portfolio 2050
* See the prospectus for information on specific limitations on investments in the fund.
† Mixed asset fund.

BlackRock mutual funds are currently distributed by BlackRock Investments, LLC. You should consider the investment objectives, risks, charges and
expenses of the funds under consideration carefully before investing. Each fund’s prospectus contains this and other information and is available at
www.blackrock.com or by calling (800) 882-0052 or from your financial advisor. The prospectus should be read carefully before investing.

38 BLACKROCK BASIC VALUE FUND, INC. JUNE 30, 2009

This report is not authorized for use as an offer of sale or a solicita-
tion of an offer to buy shares of the Fund unless accompanied or
preceded by the Fund’s current prospectus. Past performance
results shown in this report should not be considered a representa-
tion of future performance. Investment return and principal value
of shares will fluctuate so that shares, when redeemed, may be
worth more or less than their original cost. Statements and other
information herein are as dated and are subject to change. Please
see the Fund’s prospectus for a description of risks associated
with global investments.

#10247-6/09

Item 2 – Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of the
period covered by this report, applicable to the registrant’s principal executive officer, principal
financial officer and principal accounting officer, or persons performing similar functions. During
the period covered by this report, there have been no amendments to or waivers granted under the
code of ethics. A copy of the code of ethics is available without charge at www.blackrock.com.

Item 3 – Audit Committee Financial Expert – The registrant’s board of directors or trustees, as applicable
(the “board of directors”) has determined that (i) the registrant has the following audit committee
financial experts serving on its audit committee and (ii) each audit committee financial expert is
independent:
Robert M. Hernandez
Fred G. Weiss
Richard R. West

Under applicable securities laws, a person determined to be an audit committee financial expert will
not be deemed an “expert” for any purpose, including without limitation for the purposes of Section
11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee
financial expert. The designation or identification as an audit committee financial expert does not
impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and
liabilities imposed on such person as a member of the audit committee and board of directors in the
absence of such designation or identification.

Item 4 – Principal Accountant Fees and Services

	(a) Audit Fees		(b) Audit-Related Fees1		(c) Tax Fees2		(d) All Other Fees3
	Current	Previous	Current	Previous	Current	Previous	Current	Previous
	Fiscal Year	Fiscal Year	Fiscal Year	Fiscal Year	Fiscal Year	Fiscal Year	Fiscal Year	Fiscal Year
Entity Name	End	End	End	End	End	End	End	End
BlackRock Basic	$6,800	$6,800	$0	$0	$6,100	$6,100	$1,028	$1,049
Value Fund, Inc.
Master Basic Value
LLC	$41,500	$41,300	$0	$0	$9,200	$9,200	$0	$0

1 The nature of the services include assurance and related services reasonably related to the performance of the audit of financial
statements not included in Audit Fees.
2 The nature of the services include tax compliance, tax advice and tax planning.
3 The nature of the services include a review of compliance procedures and attestation thereto.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The registrant’s audit committee (the “Committee”) has adopted policies and procedures with
regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to
the registrant on an annual basis require specific pre-approval by the Committee. The Committee
also must approve other non-audit services provided to the registrant and those non-audit services
provided to the registrant’s affiliated service providers that relate directly to the operations and the
financial reporting of the registrant. Certain of these non-audit services that the Committee believes
are a) consistent with the SEC’s auditor independence rules and b) routine and recurring services
that will not impair the independence of the independent accountants may be approved by the
Committee without consideration on a specific case-by-case basis (“general pre-approval”). The
term of any general pre-approval is 12 months from the date of the pre-approval, unless the
Committee provides for a different period. Tax or other non-audit services provided to the registrant
which have a direct impact on the operation or financial reporting of the registrant will only be
deemed pre-approved provided that any individual project does not exceed $10,000 attributable to
the registrant or $50,000 for all of the registrants the Committee oversees. For this purpose,

multiple projects will be aggregated to determine if they exceed the previously mentioned cost
levels.
Any proposed services exceeding the pre-approved cost levels will require specific pre-
approval by the Committee, as will any other services not subject to general pre-approval (e.g.,
unanticipated but permissible services). The Committee is informed of each service approved
subject to general pre-approval at the next regularly scheduled in-person board meeting. At this
meeting, an analysis of such services is presented to the Committee for ratification. The Committee
may delegate to one or more of its members the authority to approve the provision of and fees for
any specific engagement of permitted non-audit services, including services exceeding pre-approved
cost levels.

(e)(2) None of the services described in each of Items 4(b) through (d) were approved by the audit
committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable

(g) Affiliates’ Aggregate Non-Audit Fees:

	Current Fiscal Year	Previous Fiscal Year
Entity Name	End	End
BlackRock Basic Value Fund,
Inc.	$414,628	$412,149
Master Basic Value LLC	$416,700	$414,200

(h) The registrant’s audit committee has considered and determined that the provision of non-audit
services that were rendered to the registrant’s investment adviser (not including any non-affiliated
sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by
the registrant’s investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the registrant that were not
pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with
maintaining the principal accountant’s independence.

Regulation S-X Rule 2-01(c)(7)(ii) – $407,500, 0%

Item 5 – Audit Committee of Listed Registrants – Not Applicable

Item 6 – Investments
(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed
under Item 1 of this form.
(b) Not Applicable due to no such divestments during the semi-annual period covered since the
previous Form N-CSR filing.

Item 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment
Companies – Not Applicable

Item 8 – Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

Item 9 – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated
Purchasers – Not Applicable

Item 10 – Submission of Matters to a Vote of Security Holders – The registrant’s Nominating and
Governance Committee will consider nominees to the board of directors recommended by
shareholders when a vacancy becomes available. Shareholders who wish to recommend a nominee
should send nominations that include biographical information and set forth the qualifications of the
proposed nominee to the registrant’s Secretary. There have been no material changes to these
procedures.

Item 11 – Controls and Procedures

11(a) – The registrant’s principal executive and principal financial officers or persons performing similar
functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as
of a date within 90 days of the filing of this report based on the evaluation of these controls and
procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15(d)-15(b) under the Securities
Exchange Act of 1934, as amended.

11(b) – There were no changes in the registrant’s internal control over financial reporting (as defined in
Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period
covered by this report that have materially affected, or are reasonably likely to materially affect, the
registrant’s internal control over financial reporting.

Item 12 – Exhibits attached hereto

12(a)(1) – Code of Ethics – See Item 2

12(a)(2) – Certifications – Attached hereto

12(a)(3) – Not Applicable

12(b) – Certifications – Attached hereto

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company
Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

By: /s/Anne F. Ackerley
Anne F. Ackerley
Chief Executive Officer of
BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Date: August 21, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company
Act of 1940, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.

By: /s/ Anne F. Ackerley
Anne F. Ackerley
Chief Executive Officer (principal executive officer) of
BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Date: August 21, 2009

By: /s/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
BlackRock Basic Value Fund, Inc. and Master Basic Value LLC

Date: August 21, 2009