management experience and capabilities. The Boards considered this information together with the level of services expected to be provided to the Trusts. Although the Boards noted that it is impossible to predict the effect, if any, that consummation of the Transaction would have on the future performance of the Trusts, the Boards concluded that the information currently available, in light of all of the current facts and circumstances, supported approving the New Management Agreements.
To become effective with respect to a particular Trust, a New Management Agreement must be approved by a vote of a majority of the outstanding voting securities of that Trust. The "vote of a majority of the outstanding voting securities" is defined in the 1940 Act as the lesser of the vote of (i) 67% or more of the voting securities of a Trust entitled to vote thereon present at the Special Meeting or represented by proxy if holders of more than 50% of the outstanding voting securities are present or represented by proxy; or (ii) more than 50% of the outstanding voting securities of the Trust entitled to vote thereon. If the shareholders of a Trust do not approve its New Management Agreement, the August Management Agreement for the Trust will remain in effect.
* HOW DO THE TRUSTEES RECOMMEND I VOTE ON THIS PROPOSAL?
THE BOARD OF EACH TRUST HAS APPROVED SUBMITTING THIS PROPOSAL TO THE SHAREHOLDERS OF EACH TRUST. THE TRUSTEES OF EACH TRUST, INCLUDING THE INDEPENDENT TRUSTEES, UNANIMOUSLY RECOMMEND THAT YOU VOTE TO APPROVE EACH NEW MANAGEMENT AGREEMENT UNDER THIS PROPOSAL.
* * * * *
ADDITIONAL INFORMATION
FURTHER INFORMATION ABOUT VOTING AND THE SPECIAL MEETING
The cost of soliciting proxies will be borne by and not the Trusts. Certain officers, directors and employees of each of the Trusts and the Advisor, located at 100 Bellevue Parkway, Wilmington, Delaware 19809 (none of whom will receive additional compensation therefore) may solicit proxies by telephone or mail. Also, certain of the Trusts may employ The Altman Group and Computershare Fund Services pursuant to their standard contracts as proxy solicitors, the cost of which will be approximately $36,500 and $9,800, respectively, and will be borne by .
All properly executed proxies received prior to the Special Meeting will be voted at the Special Meeting in accordance with the instructions marked thereon or otherwise as provided therein. Shareholders may revoke their proxies at any time prior to the time they are voted by giving written notice to the Secretary of the Trust, by delivering a subsequently dated proxy or by attending and voting at the Special Meeting. Abstentions will be counted as shares present at the Special Meeting and will have the same effect as a negative vote.
The Board of each Trust has fixed the close of business on September 29, 2006 as the record date for the determination of shareholders of each Trust entitled to notice of, and to vote at, the Special Meeting. Shareholders of each Trust on that date will be entitled to one vote on each matter to be voted on by that Trust for each share held and a fractional vote with respect to each fractional share held with no cumulative voting rights.
SECURITY OWNERSHIP OF MANAGEMENT
As of September 29, 2006, the Trustees and officers of each Trust owned, in the aggregate, less than 1% of each Trust's outstanding shares.
INVESTMENT ADVISOR
The Advisor, located at 100 Bellevue Parkway, Wilmington, Delaware 19809, is a wholly-owned subsidiary of BlackRock, which is one of the largest publicly traded investment management firms in the United States, with approximately $464.1 billion of assets under management as of June 30, 2006. BlackRock manages assets on behalf of institutions and individual investors worldwide, through a variety of equity, fixed income, liquidity and alternative investment separate accounts and mutual funds, including the Trusts, BlackRock Funds and BlackRock Liquidity Funds. In addition, BlackRock provides risk management and investment system services to a growing number of institutional investors under the BlackRock Solutions ® name. Clients currently are served from BlackRock's headquarters in New York City, as well as offices in Boston, Chicago, Edinburgh, Hong Kong, Munich, New Jersey, Philadelphia, San Francisco, Singapore, Sydney, Tokyo and Wilmington. BlackRock is a member of PNC, one of the largest diversified financial services organizations in the United States, and is majority owned by PNC and by BlackRock employees. PNC's address is One PNC Plaza, 249 Fifth Avenue, Pittsburgh, PA 15222. The Advisor also acts as the administrator of the Trusts.
Additional information with respect to the Advisor and is affiliates is included in the appendices to this proxy statement.Appendix E sets forth information with respect to fees paid by the Trusts to the Advisor, the Sub-Advisor and their affiliates.Appendix F sets forth fees paid by the Trusts to Merrill Lynch and its affiliates.Appendix G lists the directors and principal executive officers of the Advisor.Appendix H sets forth the
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management fees paid to the Advisor by registered investment companies with investment objectives similar to the Trusts.
PRINCIPAL EXECUTIVE OFFICES
The principal executive office of each Trust is located at 100 Bellevue Parkway, Wilmington, Delaware 19809.
PRINCIPAL SHAREHOLDERS
As of September 29, 2006, to the knowledge of each Trust, no person beneficially owned more than 5% of any Trust, except as set forth in the following table:
| | | | AMOUNT OF | | |
| | NAME & ADDRESS OF BENEFICIAL | | BENEFICIAL | | |
TRUST | | OWNER | | OWNERSHIP | | PERCENT OF CLASS |
|
BQH | | First Trust Portfolios L.P. | | [147,145] | | [5.4] |
| | 1001 Warrenville Road | | | | |
| | Lisle, Illinois 60532 | | | | |
|
BZA | | First Trust Portfolios L.P. | | [188,601] | | [5.6] |
| | 1001 Warrenville Road | | | | |
| | Lisle, Illinois 60532 | | | | |
With respect to the above chart, all shares are common shares.
FINANCIAL STATEMENTS AND OTHER INFORMATION
EACH TRUST WILL FURNISH, WITHOUT CHARGE, A COPY OF SUCH TRUST'S MOST RECENT ANNUAL REPORT AND THE MOST RECENT SEMI-ANNUAL REPORT SUCCEEDING THE ANNUAL REPORT, IF ANY, TO ANY SHAREHOLDER UPON REQUEST. REQUESTS SHOULD BE DIRECTED TO BLACKROCK ADVISORS, INC., 100 BELLEVUE PARKWAY, WILMINGTON, DELAWARE 19809 (TELEPHONE NUMBER (800) 882-0052).
Performance and other information regarding the Trusts may be found on BlackRock's website, which can be accessed at http://www.blackrock.com/indiv/products/closedendfunds/funds.html. This reference to BlackRock's website is intended to allow investors to access information regarding the Trusts and does not, and is not intended to, incorporate BlackRock's website into this Proxy Statement.
PRIVACY PRINCIPLES OF THE TRUSTS
The Trusts are committed to maintaining the privacy of shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Trusts collect, how the Trusts protect that information and why, in certain cases, the Trusts may share information with select other parties.
Generally, the Trusts do not receive any non-public personal information relating to their shareholders, although certain non-public personal information of their shareholders may become available to the Trusts. The Trusts do not disclose any non-public personal information about their shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
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The Trusts restrict access to non-public personal information about the shareholders to employees of the Advisor with a legitimate business need for the information. The Trusts maintain physical, electronic and procedural safeguards designed to protect the non-public personal information of their shareholders.
DEADLINE FOR SHAREHOLDER PROPOSALS
Shareholder proposals intended for inclusion in the Trust's Proxy Statement in connection with the Trusts' 2007 annual meetings of shareholders, pursuant to Rule 14a-8 under the 1934 Act, must be received by a Trust at such Trust's principal executive offices by December 20, 2006. In order for proposals made outside of Rule 14a-8 under the 1934 Act to be considered "timely" within the meaning of Rule 14a-4(c) under the 1934 Act, such proposals must have been received by a Trust at the Trust's principal executive offices not later than March 3, 2006.
OTHER MATTERS
Management of the Trusts know of no other matters which are to be brought before the Special Meeting. However, if any other matters not now known properly come before the Special Meeting, it is the intention of the persons named in the enclosed form of proxy to vote such proxy in accordance with their judgment on such matters.
A list of shareholders entitled to be present and to vote at the Special Meeting will be available at the offices of the Advisors, 40 East 52nd Street, New York, New York, for inspection by any shareholder during regular business hours beginning five days prior to the date of the Meeting.
Failure of a quorum to be present at the Special Meeting with respect to any Trust will necessitate adjournment of the meeting for such Advisor. The chairman of the Special Meeting or persons named in the enclosed proxy may also move for an adjournment of the Special Meeting to permit further solicitation of proxies with respect to any proposal with respect to any Trust if they determine that adjournment and further solicitation is reasonable and in the best interests of such Trust. Under each Trust's Declaration of Trust or Articles of Incorporation, as the case may be, a shareholder meeting may be adjourned up to 120 days after the record date of September 29, 2006, without setting a new record date.
Please note that only one annual statement or Proxy Statement may be delivered to two or more shareholders of a Trust who share an address, unless the Trust has received instructions to the contrary. To request a separate copy of an annual report or the Proxy Statement, which will be delivered promptly upon written or oral request, or for instructions as to how to request a single copy of such documents if multiple copies are received, shareholders should contact the applicable Trust at the address and phone number set forth above.
Please vote promptly by completing, signing and dating the enclosed proxy card(s) and returning it in the accompanying postage-paid return envelope OR by following the enclosed instructions to vote by telephone or over the Internet.
| Very truly yours, |
| |
| RALPH L. SCHLOSSTEIN |
| Chairman |
| |
| ROBERT S. KAPITO |
| President |
, 2006
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Appendix A
Portfolio Managers |
Portfolio Manager | | Portfolio(s) Managed |
| | |
Walter C. O'Connor | | BlackRock Municipal Bond Trust |
| | BlackRock California Municipal Bond Trust |
| | BlackRock Maryland Municipal Bond Trust |
| | BlackRock New York Municipal Bond Trust |
| | BlackRock Virginia Municipal Bond Trust |
|
Robert D. Sneeden | | BlackRock Florida Municipal Bond Trust |
|
Theodore R. Jaeckel, Jr. | | BlackRock New Jersey Municipal Bond Trust |
|
Timothy T. Browse | | BlackRock New York Municipal Bond Trust |
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Appendix B
Outstanding Shares
The following table sets forth the number of outstanding shares for each Trust at the close of business on September 29, 2006:
| | | Outstanding Shares of | | Outstanding Shares of |
| Trust | | Common Stock | | Preferred Stock |
| BBK | | [To come] | | 3,620 |
| BZA | | | | 1,199 |
| BIE | | | | 1,191 |
| BZM | | | | 720 |
| BLJ | | | | 809 |
| BQH | | | | 968 |
| BHV | | | | 541 |
For each Trust in the above table, the class or classes of shares listed above are the only authorized class or classes of shares.
Appendix C
Form of New Management Agreement
FORM OF INVESTMENT MANAGEMENT AGREEMENT
AGREEMENT, dated [DATE], between [TRUST] (the "Trust"), a Delaware statutory trust, and BlackRock Advisors, Inc. (the "Advisor"), a Delaware corporation.
WHEREAS, Advisor has agreed to furnish investment advisory services to the Trust, a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940Act");
WHEREAS, this Agreement has been approved in accordance with the provisions of the 1940 Act, and the Advisor is willing to furnish such services upon the terms and conditions herein set forth;
NOW, THEREFORE, in consideration of the mutual premises and covenants herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, it is agreed by and between the parties hereto as follows:
1. In General. The Advisor agrees, all as more fully set forth herein, to act as investment advisor to the Trust with respect to the investment of the Trust's assets and to supervise and arrange for the day-today operations of the Trust and the purchase of securities for and the sale of securities held in the investment portfolio of the Trust.
2. Duties and Obligations of the Advisor with Respect to Investment of Assets of the Trust. Subject to the succeeding provisions of this section and subject to the direction and control of the Trust's Board of Trustees, the Advisor shall (i) act as investment advisor for and supervise and manage the investment and reinvestment of the Trust's assets and in connection therewith have complete discretion in purchasing and selling securities and other assets for the Trust and in voting, exercising consents and exercising all other rights appertaining to such securities and other assets on behalf of the Trust; (ii) supervise continuously the investment program of the Trust and the composition of its investment portfolio; (iii) arrange, subject to the provisions of paragraph 4 hereof, for the purchase and sale of securities and other assets held in the investment portfolio of the Trust; and (iv) provide investment research to the Trust.
3. Duties and Obligations of Advisor with Respect to the Administration of the Trust. The Advisor also agrees to furnish office facilities and equipment and clerical, bookkeeping and administrative services (other than such services, if any, provided by the Trust's Custodian, Transfer Agent and Dividend Disbursing Agent and other service providers) for the Trust. To the extent requested by the Trust, the Advisor agrees to provide the following administrative services:
(a) Oversee the determination and publication of the Trust's net asset value in accordance with the Trust's policy as adopted from time to time by the Board of Trustees;
(b) Oversee the maintenance by the Trust's Custodian and Transfer Agent and Dividend Disbursing Agent of certain books and records of the Trust as required under Rule 31a-1(b)(4) of the 1940 Act and maintain (or oversee maintenance by such other persons as approved by the Board of Trustees) such other books and records required by law or for the proper operation of the Trust;
(c) Oversee the preparation and filing of the Trust's federal, state and local income tax returns and any other required tax returns;
(d) Review the appropriateness of and arrange for payment of the Trust's expenses;
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(e) Prepare for review and approval by officers of the Trust, financial information for the Trust's semi-annual and annual reports, proxy statements and other communications with shareholders required or otherwise to be sent to Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
(f) Prepare for review by an officer of the Trust, the Trust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR, Form N-CSR, Form N-PX, Form N-Q, and such other reports, forms and filings, as may be mutually agreed upon;
(g) Prepare such reports relating to the business and affairs of the Trust as may be mutually agreed upon and not otherwise appropriately prepared by the Trust's custodian, counsel or auditors;
(h) Prepare such information and reports as may be required by any stock exchange or exchanges on which the Trust's shares are listed;
(i) Make such reports and recommendations to the Board of Trustees concerning the performance of the independent accountants as the Board of Trustees may reasonably request or deems appropriate;
(j) Make such reports and recommendations to the Board of Trustees concerning the performance and fees of the Trust's Custodian and Transfer and Dividend Disbursing Agent as the Board of Trustees may reasonably request or deems appropriate;
(k) Oversee and review calculations of fees paid to the Trust's service providers;
(l) Oversee the Trust's portfolio and perform necessary calculations as required under Section 18 of the 1940 Act;
(m) Consult with the Trust's officers, independent accountants, legal counsel, custodian, accounting agent and transfer and dividend disbursing agent in establishing the accounting policies of the Trust and monitor financial and shareholder accounting services;
(n) Review implementation of any share purchase programs authorized by the Board of Trustees;
(o) Determine the amounts available for distribution as dividends and distributions to be paid by the Trust to its shareholders; prepare and arrange for the printing of dividend notices to shareholders; and provide the Trust's dividend disbursing agent and custodian with such information as is required for such parties to effect the payment of dividends and distributions and to implement the Trust's dividend reinvestment plan;
(p) Prepare such information and reports as may be required by any banks from which the Trust borrows funds;
(q) Provide such assistance to the Custodian and the Trust's counsel and auditors as generally may be required to properly carry on the business and operations of the Trust;
(r) Assist in the preparation and filing of Forms 3, 4, and 5 pursuant to Section 16 of the Securities Exchange Act of 1934, as amended, and Section 30(f) of the 1940 Act for the officers and trustees of the Trust, such filings to be based on information provided by those persons;
(s) Respond to or refer to the Trust's officers or transfer agent, any shareholder (including any potential shareholder) inquiries relating to the Trust; and
(t) Supervise any other aspects of the Trust's administration as may be agreed to by the Trust and the Advisor.
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All services are to be furnished through the medium of any trustees, officers or employees of the Advisor or its affiliates as the Advisor deems appropriate in order to fulfill its obligations hereunder. The Advisor may from time to time, in its sole discretion to the extent permitted by applicable law, appoint one or more sub-advisors, including, without limitation, affiliates of the Advisor, to perform investment advisory services with respect to the Trust, or assign all or a portion of this agreement to any of its affiliates. The Advisor may terminate any or all sub-advisors in its sole discretion at any time to the extent permitted by applicable law.
The Trust will reimburse the Advisor or its affiliates for all out-of-pocket expenses incurred by them in connection with the performance of the administrative services described in this paragraph 3.
4. Covenants. (a) In the performance of its duties under this Agreement, the Advisor shall at all times conform to, and act in accordance with, any requirements imposed by: (i) the provisions of the 1940 Act and the Investment Advisers Act of 1940, as amended, and all applicable Rules and Regulations of the Securities and Exchange Commission; (ii) any other applicable provision of law; (iii) the provisions of the Agreement and Declaration of Trust and By-Laws of the Trust, as such documents are amended from time to time; (iv) the investment objectives and policies of the Trust as set forth in its Registration Statement on Form N-2; and (v) any policies and determinations of the Board of Trustees of the Trust; and
(b) In addition, the Advisor will:
| (i) place orders either directly with the issuer or with any broker or dealer. Subject to the other provisions of this paragraph, in placing orders with brokers and dealers, the Advisor will attempt to obtain the best price and the most favorable execution of its orders. In placing orders, the Advisor will consider the experience and skill of the firm's securities traders as well as the firm's financial responsibility and administrative efficiency. Consistent with this obligation, the Advisor may select brokers on the basis of the research, statistical and pricing services they provide to the Trust and other clients of the Advisor. Information and research received from such brokers will be in addition to, and not in lieu of, the services required to be performed by the Advisor hereunder. A commission paid to such brokers may be higher than that which another qualified broker would have charged for effecting the same transaction, provided that the Advisor determines in good faith that such commission is reasonable in terms either of the transaction or the overall responsibility of the Advisor to the Trust and its other clients and that the total commissions paid by the Trust will be reasonable in relation to the benefits to the Trust over the long-term. In no instance, however, will the Trust's securities be purchased from or sold to the Advisor, or any affiliated person thereof, except to the extent permitted by the SEC or by applicable law; (ii) maintain a policy and practice of conducting its investment advisory services hereunder independently of the commercial banking operations of its affiliates. When the Advisor makes investment recommendations for the Trust, its investment advisory personnel will not inquire or take into consideration whether the issuer of securities proposed for purchase or sale for the Trust's account are customers of the commercial department of its affiliates; and (iii) treat confidentially and as proprietary information of the Trust all records and other information relative to the Trust, and the Trust's prior, current or potential shareholders, and will not use such records and information for any purpose other than performance of its responsibilities and duties hereunder, except after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where the Advisor may be exposed to civil or criminal contempt proceedings for failure to comply, when requested to divulge such information by duly constituted authorities, or when so requested by the Trust. |
5. Services Not Exclusive. Nothing in this Agreement shall prevent the Advisor or any officer, employee or other affiliate thereof from acting as investment advisor for any other person, firm or corporation, or from engaging in any other lawful activity, and shall not in any way limit or restrict the Advisor or any of its officers, employees or agents from buying, selling or trading any securities for its or their own accounts or for the accounts of others for whom it or they may be acting; provided, however, that the Advisor will undertake no activities which, in its judgment, will adversely affect the performance of its obligations under this Agreement.
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6. Books and Records. In compliance with the requirements of Rule 31a-3 under the 1940 Act, the Advisor hereby agrees that all records which it maintains for the Trust are the property of the Trust and further agrees to surrender promptly to the Trust any such records upon the Trust's request. The Advisor further agrees to preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the records required to be maintained by Rule 31a-1 under the 1940 Act.
7. Agency Cross Transactions. From time to time, the Advisor or brokers or dealers affiliated with it may find themselves in a position to buy for certain of their brokerage clients (each an "Account") securities which the Advisor's investment advisory clients wish to sell, and to sell for certain of their brokerage clients securities which advisory clients wish to buy. Where one of the parties is an advisory client, the Advisor or the affiliated broker or dealer cannot participate in this type of transaction (known as a cross transaction) on behalf of an advisory client and retain commissions from one or both parties to the transaction without the advisory client's consent. This is because in a situation where the Advisor is making the investment decision (as opposed to a brokerage client who makes his own investment decisions), and the Advisor or an affiliate is receiving commissions from both sides of the transaction, there is a potential conflicting division of loyalties and responsibilities on the Advisor's part regarding the advisory client. The SEC has adopted a rule under the Investment Advisers Act of 1940, as amended, which permits the Advisor or its affiliates to participate on behalf of an Account in agency cross transactions if the advisory client has given written consent in advance. By execution of this Agreement, the Trust authorizes the Advisor or its affiliates to participate in agency cross transactions involving an Account. The Trust may revoke its consent at any time by written notice to the Advisor.
8. Expenses. During the term of this Agreement, the Advisor will bear all costs and expenses of its employees and any overhead incurred in connection with its duties hereunder and shall bear the costs of any salaries or trustees fees of any officers or trustees of the Trust who are affiliated persons (as defined in the 1940 Act) of the Advisor; provided that the Board of Trustees of the Trust may approve reimbursement to the Advisor of the pro rata portion of the salaries, bonuses, health insurance, retirement benefits and all similar employment costs for the time spent on Trust operations (including, without limitation, compliance matters) (other than the provision of investment advice and administrative services required to be provided hereunder) of all personnel employed by the Advisor who devote substantial time to Trust operations or the operations of other investment companies advised by the Advisor.
9. Compensation of the Advisor. (a) The Trust agrees to pay to the Advisor and the Advisor agrees to accept as full compensation for all services rendered by the Advisor as such, a monthly fee (the "Investment Advisory Fee") in arrears at an annual rate equal to 0.65% of the average weekly value of the Trust's Managed Assets. "Managed Assets" means the total assets of the Trustminus the sum of the accrued liabilities (other than the aggregate indebtedness constituting financial leverage). For any period less than a month during which this Agreement is in effect, the fee shall be prorated according to the proportion which such period bears to a full month of 28, 29, 30 or 31 days, as the case may be.
(b) For purposes of this Agreement, the net assets of the Trust shall be calculated pursuant to the procedures adopted by resolutions of the Trustees of the Trust for calculating the value of the Trust's assets or delegating such calculations to third parties.
10. Indemnity. (a) The Trust may, with the prior consent of the Board of Trustees of the Trust, including a majority of the trustees of the Trust who are not "interested persons" of the Trust (as defined in Section 2(a)(19) of the 1940 Act), indemnify the Advisor, and each of the Advisor's trustees, officers, employees, agents, associates and controlling persons and the trustees, partners, members, officers, employees and agents thereof (including any individual who serves at the Advisor's request as trustee, officer, partner, member, trustee or the like of another entity) (each such person being an "Indemnitee") against any liabilities and expenses, including amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and counsel fees (all as provided in accordance with applicable state law) reasonably incurred by such Indemnitee in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or investigative body in which such Indemnitee may be or may have been involved as a party or otherwise or with which such Indemnitee may be or may have been threatened, while acting in any capacity set forth herein or thereafter by reason of such Indemnitee having acted in any such capacity, except with respect to any matter as to which such Indemnitee shall have been adjudicated not to have acted in good faith in the reasonable belief that such
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Indemnitee's action was in the best interest of the Trust and furthermore, in the case of any criminal proceeding, so long as such Indemnitee had no reasonable cause to believe that the conduct was unlawful; provided, however, that (1) no Indemnitee shall be indemnified hereunder against any liability to the Trust or its shareholders or any expense of such Indemnitee arising by reason of (i) willful misfeasance, (ii) bad faith, (iii) gross negligence or (iv) reckless disregard of the duties involved in the conduct of such Indemnitee's position (the conduct referred to in such clauses (i) through (iv) being sometimes referred to herein as "disabling conduct"), (2) as to any matter disposed of by settlement or a compromise payment by such Indemnitee, pursuant to a consent decree or otherwise, no indemnification either for said payment or for any other expenses shall be provided unless there has been a determination that such settlement or compromise is in the best interests of the Trust and that such Indemnitee appears to have acted in good faith in the reasonable belief that such Indemnitee's action was in the best interest of the Trust and did not involve disabling conduct by such Indemnitee and (3) with respect to any action, suit or other proceeding voluntarily prosecuted by any Indemnitee as plaintiff, indemnification shall be mandatory only if the prosecution of such action, suit or other proceeding by such Indemnitee was authorized by a majority of the full Board of Trustees of the Trust, including a majority of the trustees of the Trust who are not "interested persons" of the Trust (as defined in Section 2(a)(19) of the 1940 Act).
(b) The Trust may make advance payments in connection with the expenses of defending any action with respect to which indemnification might be sought hereunder if the Trust receives a written affirmation of the Indemnitee's good faith belief that the standard of conduct necessary for indemnification has been met and a written undertaking to reimburse the Trust unless it is subsequently determined that such Indemnitee is entitled to such indemnification and if the trustees of the Trust determine that the facts then known to them would not preclude indemnification. In addition, at least one of the following conditions must be met: (A) the Indemnitee shall provide security for such Indemnitee-undertaking, (B) the Trust shall be insured against losses arising by reason of any unlawful advance, or (C) a majority of a quorum consisting of trustees of the Trust who are neither "interested persons" of the Trust (as defined in Section 2(a)(19) of the 1940 Act) nor parties to the proceeding ("DisinterestedNon-Party Trustees") or an independent legal counsel in a written opinion, shall determine, based on a review of readily available facts (as opposed to a full trial-type inquiry), that there is reason to believe that the Indemnitee ultimately will be found entitled to indemnification.
(c) All determinations with respect to the standards for indemnification hereunder shall be made (1) by a final decision on the merits by a court or other body before whom the proceeding was brought that such Indemnitee is not liable or is not liable by reason of disabling conduct, or (2) in the absence of such a decision, by (i) a majority vote of a quorum of the Disinterested Non-Party Trustees of the Trust, or (ii) if such a quorum is not obtainable or, even if obtainable, if a majority vote of such quorum so directs, independent legal counsel in a written opinion. All determinations that advance payments in connection with the expense of defending any proceeding shall be authorized and shall be made in accordance with the immediately preceding clause (2) above.
The rights accruing to any Indemnitee under these provisions shall not exclude any other right to which such Indemnitee may be lawfully entitled.
11. Limitation on Liability. (a) The Advisor will not be liable for any error of judgment or mistake of law or for any loss suffered by Advisor or by the Trust in connection with the performance of this Agreement, except a loss resulting from a breach of fiduciary duty with respect to the receipt of compensation for services or a loss resulting from willful misfeasance, bad faith or gross negligence on its part in the performance of its duties or from reckless disregard by it of its duties under this Agreement.
(b) Notwithstanding anything to the contrary contained in this Agreement, the parties hereto acknowledge and agree that, as provided in Section 5.1 of Article V of the Declaration of Trust, this Agreement is executed by the Trustees and/or officers of the Trust, not individually but as such Trustees and/or officers of the Trust, and the obligations hereunder are not binding upon any of the Trustees or Shareholders individually but bind only the estate of the Trust.
12. Duration and Termination. This Agreement shall become effective as of the date hereof and, unless sooner terminated with respect to the Trust as provided herein, shall continue in effect for a period of two years. Thereafter, if not terminated, this Agreement shall continue in effect with respect to the Trust for successive periods of 12 months, provided such continuance is specifically approved at least annually by both (a) the
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vote of a majority of the Trust's Board of Trustees or the vote of a majority of the outstanding voting securities of the Trust at the time outstanding and entitled to vote, and (b) by the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any party to this Agreement, cast in person at a meeting called for the purpose of voting on such approval. Notwithstanding the foregoing, this Agreement may be terminated by the Trust at any time, without the payment of any penalty, upon giving the Advisor 60 days' notice (which notice may be waived by the Advisor), provided that such termination by the Trust shall be directed or approved by the vote of a majority of the Trustees of the Trust in office at the time or by the vote of the holders of a majority of the voting securities of the Trust at the time outstanding and entitled to vote, or by the Advisor on 60 days' written notice (which notice may be waived by the Trust). This Agreement will also immediately terminate in the event of its assignment. (As used in this Agreement, the terms "majority of the outstanding voting securities," "interestedperson" and "assignment" shall have the same meanings of such terms in the 1940 Act.)
13. Notices. Any notice under this Agreement shall be in writing to the other party at such address as the other party may designate from time to time for the receipt of such notice and shall be deemed to be received on the earlier of the date actually received or on the fourth day after the postmark if such notice is mailed first class postage prepaid.
14. Amendment of this Agreement. No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought. Any amendment of this Agreement shall be subject to the 1940 Act.
15. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York for contracts to be performed entirely therein without reference to choice of law principles thereof and in accordance with the applicable provisions of the 1940 Act.
16. Use of the Name BlackRock. The Advisor has consented to the use by the Trust of the name or identifying word "BlackRock" in the name of the Trust. Such consent is conditioned upon the employment of the Advisor as the investment advisor to the Trust. The name or identifying word "BlackRock" may be used from time to time in other connections and for other purposes by the Advisor and any of its affiliates. The Advisor may require the Trust to cease using "BlackRock" in the name of the Trust if the Trust ceases to employ, for any reason, the Advisor, any successor thereto or any affiliate thereof as investment advisor of the Trust.
17. Miscellaneous. The captions in this Agreement are included for convenience of reference only and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement shall be binding on, and shall inure to the benefit of the parties hereto and their respective successors.
18. Counterparts. This Agreement may be executed in counterparts by the parties hereto, each of which shall constitute an original counterpart, and all of which, together, shall constitute one Agreement.
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IN WITNESS WHEREOF, the parties hereto have caused the foregoing instrument to be executed by their duly authorized officers, all as of the day and the year first above written.
| [TRUST] |
| | |
| By: | |
| | Name: |
| | Title: |
| | |
| BLACKROCK ADVISORS, INC. |
| | |
| By: | |
| | Name: |
| | Title: |
7
Appendix D
ManagementAgreement Dates,Approvals and Fees
Dates andApprovals
| | Old Management Agreement | | August Management Agreement |
| | Date of | | Date Last Approved by | | Date Last Submitted for | | | | Date Last Approved | �� | Submitted for Shareholder |
Trust | | Agreement | | the Board | | Shareholder Approval | | Date of Agreement | | by the Board | | Approval |
BBK | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BZA | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BIE | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BZM | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BLJ | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BQH | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
BHV | | 4/19/2002 | | 5/23/2006 | | 4/23/20021 | | 9/18/2006 | | 9/18/2006 | | 8/23/20062 |
______________
1Submitted inconnection with theformation of the Trust.
2Submitted inconnection with theTransaction.
1
Comparison of Fees
Thefollowing tableindicatesamounts paid by each Trust to theAdvisor during its last fiscal year when the OldManagementAgreement was in effect, the amount that would have been paid had the NewManagementAgreement or the AugustManagementAgreement been in effect and thedifferenceexpressed as apercentage of the fees that would have been paid under the AugustManagementAgreement.
| | | Fees under Old | | | | |
| | | Management Agreement | | | | |
| | | and New Management | | Fees under August | | |
| Trust | | Agreement* | | Management Agreement* | | Percent Difference |
BBK | | | 889,796 | | 635,569 | | 40% |
BZA | | | 292,358 | | 208,827 | | 40% |
BIE | | | 290,511 | | 207,508 | | 40% |
BZM | | | 175,343 | | 125,245 | | 40% |
BLJ | | | 199,082 | | 142,202 | | 40% |
BQH | | | 235,305 | | 168,075 | | 40% |
BHV | | | 134,029 | | 95,735 | | 40% |
___________________________
* After feewaivers andexpensereimbursements, which apply equally to eachagreement. Unaudited.* * * * *
2
SUMMARY OF TRUST FEES AND EXPENSES UNDER
THE OLD MANAGEMENT AGREEMENT AND THE NEW MANAGEMENT AGREEMENT
The following tables show the estimated expenses of each Trust for the current fiscal year as a percentage of net assets attributable to common shares. The expenses shown in the table under "Other Expenses", "Interest Expenses", "Total Annual Expenses" and "Net Annual Expenses" are based on estimated amounts for each Trust's current fiscal year, assuming a management fee of 0.65% of average weekly managed assets. The expenses set forth in these tables apply to each Trust under both the Old Management Agreement and the New Management Agreement.
Shareholder Transaction Expenses | | |
Sales Load Paid by You (as a percentage of offering price) | | N/A |
Dividend Reinvestment Plan Fees | | None* |
| | Percentage of Net Assets Attributed to Common Shares** |
Annual Expenses | | BBK | | BZA | | BIE | | BZM | | BLJ | | BQH | | BHV |
Management Fees | | 1.01% | | 1.01% | | 1.01% | | 1.02% | | 1.01% | | 1.02% | | 1.00% |
Other Expenses | | 0.31% | | 0.41% | | 0.44% | | 0.56% | | 0.51% | | 0.51% | | 0.61% |
Interest Expenses | | 0.01% | | — | | — | | — | | — | | — | | — |
Total Annual Expenses*** | | 1.33% | | 1.42% | | 1.45% | | 1.58% | | 1.52% | | 1.53% | | 1.61% |
Fee and Expenses Waiver*** | | (0.47%) | | (0.46%) | | (0.47%) | | (0.47%) | | (0.46%) | | (0.47%) | | (0.46%) |
Net Annual Expenses*** | | 0.86% | | 0.96% | | 0.98% | | 1.11% | | 1.06% | | 1.06% | | 1.15% |
________________* | You will be charged a $2.50 service charge and pay brokerage charges if you direct the plan agent to sell your common shares held in a dividend reinvestment account. |
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** | Stated as a percentage of each Trust's managed assets based on each Trust having issued preferred shares in an amount equal to approximately 38% of its capital, each Trust's expenses would be as set out in the table below: |
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| | | Percentage of the Trust's Managed Assets+ |
| Annual Expenses | | BBK | | BZA | | BIE | | BZM | | BLJ | | BQH | | BHV |
| Management Fees | | 0.65% | | 0.65% | | 0.65% | | 0.65% | | 0.65% | | 0.65% | | 0.65% |
| Other Expenses | | 0.20% | | 0.26% | | 0.28% | | 0.36% | | 0.33% | | 0.33% | | 0.39% |
| Interest Expenses | | 0.01% | | — | | — | | — | | — | | — | | — |
| Total Annual Expenses*** | | 0.86% | | 0.91% | | 0.93% | | 1.01% | | 0.98% | | 0.98% | | 1.04% |
| Fee and Expenses Waiver*** | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) |
| Net Annual Expenses*** | | 0.56% | | 0.61% | | 0.63% | | 0.71% | | 0.68% | | 0.68% | | 0.74% |
________________________
+ "Managed assets" means the total assets of each Trust minus the sum of accrued liabilities other than the aggregate indebtedness of therespective Trust constituting financial leverage. | |
*** | The Advisor has voluntarily agreed to waive receipt of a portion of the management fee or other expenses of each Trust in the following amounts expressed as a percentage of managed assets for each annual period ending on April 30 of the following years: 0.30% for 2007; 0.25% for 2008; 0.20% for 2009; 0.15% for 2010; 0.10% for 2011; and 0.05% for 2012. The Advisor has not agreed to waive any portion of its fees and expenses beyond April 30, 2012. |
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The purpose of the table above and the example below is to help you understand all fees and expenses that you, as a holder of common shares, would bear directly or indirectly.
3
The following example illustrates the expenses that you would pay on a $1,000 investment in common shares in each Trust, assuming (1) total net annual expenses of 0.86% for BBK, 0.96% for BZA, 0.98% for BIE, 1.11% for BZM, 1.06% for BLJ, 1.06% for BQH, and 1.15% for BHV and (2) a 5% annual return. In each case, expenses are expressed as a percentage of net assets attributed to common shares of the respective Trust in years 1 through 5 commencing in 2006(1).
| | 1 Year | | 3 Years | | 5 Years | | 10 Years |
Total Expense Incurred(2) | | | | | | | | | |
BBK | | 9 | | | 30 | | 57 | | 144 |
BZA | | 10 | | | 33 | | 62 | | 155 |
BIE | | 10 | | | 34 | | 63 | | 158 |
BZM | | 11 | | | 38 | | 70 | | 172 |
BLJ | | 11 | | | 36 | | 67 | | 166 |
BQH | | 11 | | | 36 | | 67 | | 167 |
BHV | | 12 | | | 39 | | 72 | | 176 |
__________________(1) | The example should not be considered a representation of future expenses.The example assumes that the estimated "Other Expenses" set forth in the Annual Expenses table for each Trust are accurate, that fees and expenses increase as described in note 2 below and that all dividends and distributions are reinvested at net asset value. Actual expenses may be greater or less than those assumed. Moreover, each Trust's actual rate of return may be greater or less than the hypothetical 5% return shown in the example. |
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(2) | Assumes waiver of fees and expenses at the following rates as a percentage of managed assets for each annual period ending on April 30 of the following years: 0.30% for 2007; 0.25% for 2008; 0.20% for 2009; 0.15% for 2010; 0.10% for 2011; and 0.05% for 2012 and assumes that leverage remains approximately 38% of each Trust's capital throughout the periods reflected. The Advisor has not agreed to waive any portion of its fees and expenses beyond April 30, 2012. |
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SUMMARY OF TRUST FEES AND EXPENSES UNDER
THE AUGUST MANAGEMENT AGREEMENT
The following tables show the estimated expenses of each Trust for the current fiscal year as a percentage of net assets attributable to common shares. The expenses shown in the table under "Other Expenses", "Interest Expenses", "Total Annual Expenses" and "Net Annual Expenses" are based on estimated amounts for each Trust's current fiscal year, assuming a management fee of 0.55% of average weekly managed assets.
Shareholder Transaction Expenses | | |
Sales Load Paid by You (as a percentage of offering price) | | N/A |
Dividend Reinvestment Plan Fees | | None* |
| | Percentage of Net Assets Attributed to Common Shares** |
Annual Expenses | | BBK | | BZA | | BIE | | BZM | | BLJ | | BQH | | BHV |
Management Fees*** | | 0.85% | | 0.86% | | 0.86% | | 0.86% | | 0.85% | | 0.86% | | 0.85% |
Other Expenses | | 0.31% | | 0.41% | | 0.43% | | 0.56% | | 0.52% | | 0.51% | | 0.60% |
Interest Expenses | | 0.01% | | — | | — | | — | | — | | — | | — |
Total Annual Expenses**** | | 1.17% | | 1.27% | | 1.29% | | 1.42% | | 1.37% | | 1.37% | | 1.45% |
Fee and Expenses Waiver**** | | (0.46%) | | (0.47%) | | (0.47%) | | (0.47%) | | (0.47%) | | (0.47%) | | (0.46%) |
Net Annual Expenses**** | | 0.71% | | 0.80% | | 0.82% | | 0.95% | | 0.90% | | 0.90% | | 0.99% |
___________________* | You will be charged a $2.50 service charge and pay brokerage charges if you direct the plan agent to sell your common shares held in a dividend reinvestment account. |
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** | Stated as a percentage of each Trust's managed assets based on each Trust issuing preferred shares in an amount equal to approximately 38% of its capital, each Trust's expenses were as set out in the table below: |
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| | | Percentage of the Trust's Managed Assets+ |
| Annual Expenses | | BBK | | BZA | | BIE | | BZM | | BLJ | | BQH | | BHV |
| Management Fees*** | | 0.55% | | 0.55% | | 0.55% | | 0.55% | | 0.55% | | 0.55% | | 0.55% |
| Other Expenses | | 0.20% | | 0.26% | | 0.28% | | 0.36% | | 0.33% | | 0.33% | | 0.39% |
| Interest Expenses | | 0.01% | | — | | — | | — | | — | | — | | — |
| Total Annual Expenses**** | | 0.76% | | 0.81% | | 0.83% | | 0.91% | | 0.88% | | 0.88% | | 0.94% |
| Fee and Expenses Waiver**** | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) | | (0.30%) |
| Net Annual Expenses**** | | 0.46% | | 0.51% | | 0.53% | | 0.61% | | 0.58% | | 0.58% | | 0.64% |
_________________________________
+ "Managed assets" means the total assets of the Trust minus the sum of accrued liabilities other than the aggregate indebtedness constituting financial leverage. | |
*** | After the August Shareholder Meeting, the Board of each Trust took additional action to ensure that the Board and the shareholders will have approved the same contractual management fees. As a result of these actions, the contractual management fee for each Trust will be reduced to 0.55% of average weekly managed assets while shareholders are being solicited regarding the 0.65% fee rate originally approved by the Boards and then will either revert to the 0.65% fee rate previously in effect or remain at the 0.55% level depending on whether shareholders approve the New Management Agreement. |
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**** | The Advisor has voluntarily agreed to waive receipt of a portion of the management fee or other expenses of each Trust in the following amounts expressed as a percentage of managed assets for each annual period ending on April 30 of the following years: 0.30% for 2007; 0.25% for 2008; 0.20% for 2009; 0.15% for 2010; 0.10% for 2011; and 0.05% for 2012. The Advisor has not agreed to waive any portion of its fees and expenses beyond April 30, 2012. |
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The purpose of the table above and the example below is to help you understand all fees and expenses that you, as a holder of common shares, would bear directly or indirectly.
5
The following example illustrates the expenses that you would pay on a $1,000 investment in common shares in each Trust, assuming (1) total net annual expenses of 0.71% for BBK, 0.80% for BZA, 0.82% for BIE, 0.95% for BZM, 0.90% for BLJ, 0.90% for BQH, and 0.99% for BHV and (2) a 5% annual return. In each case, expenses are expressed as a percentage of net assets attributed to common shares of the respective Trust in years 1 through 5(1).
| | 1 Year | | 3 Years | | 5 Years | | 10 Years(2) |
Total Expense Incurred | | | | | | | | | |
BBK | | 7 | | | 25 | | 48 | | 126 |
BZA | | 8 | | | 28 | | 53 | | 137 |
BIE | | 8 | | | 29 | | 54 | | 140 |
BZM | | 10 | | | 33 | | 61 | | 155 |
BLJ | | 9 | | | 31 | | 59 | | 149 |
BQH | | 9 | | | 31 | | 59 | | 149 |
BHV | | 10 | | | 34 | | 63 | | 158 |
__________________(1) | The example should not be considered a representation of future expenses.The example assumes that the estimated "Other Expenses" set forth in the Annual Expenses table for each Trust are accurate, that fees and expenses increase as described in note 2 below and that all dividends and distributions are reinvested at net asset value. Actual expenses may be greater or less than those assumed. Moreover, each Trust's actual rate of return may be greater or less than the hypothetical 5% return shown in the example. |
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(2) | Assumes waiver of fees and expenses at the following rates as a percentage of managed assets for each annual period ending on April 30 of the following years: 0.30% for 2007; 0.25% for 2008; 0.20% for 2009; 0.15% for 2010; 0.10% for 2011; and 0.05% for 2012 and assumes that leverage remains approximately 38% of each Trust's capital throughout the periods reflected. The Advisor has not agreed to waive any portion of its fees and expenses beyond April 30, 2012. |
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6
Appendix E
Fees Paid to Advisor, Sub-Advisor and Affiliates
The following table indicates amounts paid by each Trust to its Advisor, Sub-Advisor or an affiliate of the Advisor or Sub-Advisor during the Trusts' last fiscal year.
| | | | Sub-Advisory | | | | | | Percentage of Trusts' |
| | Advisory Fee | | Fee (after | | | | Aggregate | | Aggregate Brokerage |
| | (after waivers and | | waivers and | | | | Brokerage | | Commissions Paid to |
| | reimbursements, | | reimbursements, | | Administration | | Commissions Paid | | Affiliated Brokers (identify |
Trust | | if any) ($) | | if any) ($) | | Fee ($) | | to Affiliated Brokers | | broker and relationship) |
BBK | | 889,796 | | n/a1 | | n/a2 | | – | | – |
BZA | | 292,358 | | n/a1 | | n/a2 | | – | | – |
BIE | | 290,511 | | n/a1 | | n/a2 | | – | | – |
BZM | | 175,343 | | n/a1 | | n/a2 | | – | | – |
BLJ | | 199,082 | | n/a1 | | n/a2 | | – | | – |
BQH | | 235,305 | | n/a1 | | n/a2 | | – | | – |
BHV | | 134,029 | | n/a1 | | n/a2 | | – | | – |
___________________1 | The Advisor, and not any of the Trusts, is responsible for paying the Sub-Advisor from its investment management fee. The Sub-Advisor's fees arenotin addition to the investment management fee charged by the Advisor to each Trust. |
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2 | The Investment Management Agreement and associated fee covers both investment advisory and administration services. |
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* * * * *
1
Appendix F
Fees Paid to Merrill Lynch and Affiliates
The following table indicates amounts paid by each Trust (in the aggregate and as a percentage of aggregate brokerage fees) during its last fiscal year to Merrill Lynch or brokers affiliated with Merrill Lynch.
| | Aggregate | | | | |
| | Commissions Paid to | | Percentage of Trusts' | | |
| | Merrill Lynch or | | Aggregate Brokerage Commissions Paid to | | Broker-Dealer Fees |
Trust | | Affiliated Brokers ($) | | Merrill Lynch or Affiliated Brokers (%) | | for Auction Market Preferred Shares ($) |
BBK | | 6,263 | | 100.00% | | 28,557 |
BZA | | 2,234 | | 100.00% | | 9,798 |
BIE | | 1,779 | | 100.00% | | 5,969 |
BZM | | 1,103 | | 100.00% | | 2,757 |
BLJ | | 1,577 | | 100.00% | | 12,323 |
BQH | | 1,479 | | 100.00% | | 8,665 |
BHV | | 965 | | 100.00% | | 2,997 |
* * * * *
1
Appendix G
Directors and Principal Executive Officers of the Advisor
| | Position(s) with | | Position(s) with |
Name | | the Advisor | | the Trusts, if any |
Laurence D. Fink | | Chief Executive Officer | | n/a |
Ralph L. Schlosstein* | | Director/President | | Trustee/Chairman |
Robert S. Kapito* | | Director/Vice Chairman | | Trustee/President |
Paul Audet | | Director | | n/a |
Laurence Carolan | | Director | | n/a |
Kevin Klingert | | Director | | n/a |
John Moran | | Director | | n/a |
Mark Steinberg | | Director | | n/a |
Steven Buller | | Chief Financial Officer | | n/a |
Robert P. Connolly | | General Counsel and Secretary | | n/a |
Susan Wagner | | Chief Operating Officer | | n/a |
Bartholomew Battista* | | Chief Compliance Officer | | Chief Compliance Officer |
____________________________
* Also serves as an officer or director of each Trust.* * * * *
1
Appendix H
Other Registered Investment Companies Advised by Advisor
The following table lists certain information regarding registered investment companies for which the Advisor provides investment advisory services, other than the Trusts, and that have investment objectives similar to at least one of the Trusts. All of the information below is given as of the end of the last fiscal year of each fund.
BlackRock Funds | | Advisor/Sub-Advisor1 | | Net Assets ($) | | Gross Advisory Fee |
BlackRock Municipal Income Trust | | BAI/ BFM | | 362,607,544 | | 0.55%5 | | |
II2 | | | | | | | | |
BlackRock New York Municipal | | BAI/ BFM | | 76,393,251 | | 0.55%5 | | |
Income Trust II2 | | | | | | | | |
BlackRock California Municipal | | BAI/ BFM | | 125,525,014 | | 0.55%5 | | |
Income Trust II2 | | | | | | | | |
BlackRock California Municipal | | BAI/ BFM | | 227,472,342 | | 0.60%5 | | |
Income Trust3 | | | | | | | | |
BlackRock Municipal Income Trust3 | | BAI/ BFM | | 642,047,394 | | 0.60%5 | | |
BlackRock Florida Municipal Income | | BAI/ BFM | | 102,943,536 | | 0.60%5 | | |
Trust3 | | | | | | | | |
BlackRock New Jersey Municipal | | BAI/ BFM | | 117,739,444 | | 0.60%5 | | |
Income Trust3 | | | | | | | | |
BlackRock New York Municipal | | BAI/ BFM | | 193,457,251 | | 0.60%5 | | |
Income Trust3 | | | | | | | | |
BlackRock Strategic Municipal Trust4 | | BAI/ BFM | | 113,683,860 | | 0.60%5 | | |
BlackRock Investment Quality | | BAI | | 260,493,873 | | 0.35%5 | | |
Municipal Trust Inc. | | | | | | | | |
BlackRock California Investment | | BAI | | 14,298,607 | | 0.35%5 | | |
Quality Municipal Trust Inc. | | | | | | | | |
BlackRock Florida Investment | | BAI | | 16,214,171 | | 0.35%5 | | |
Quality Municipal Trust | | | | | | | | |
BlackRock New Jersey Investment | | BAI | | 14,580,758 | | 0.35%5 | | |
Quality Municipal Trust Inc. | | | | | | | | |
BlackRock New York Investment | | BAI | | 19,642,982 | | 0.35%5 | | |
Quality Municipal Trust Inc. | | | | | | | | |
Tax-Free Income Portfolio | | BAI / BFM | | 399,707,020 | | First $1 billion | | 0.500%6 |
| | | | | | $1 billion - $2 billion | | 0.450%6 |
| | | | | | $2 billion - $3 billion | | 0.425%6 |
| | | | | | Over $3 billion | | 0.400%6 |
New Jersey Tax-Free Income | | BAI / BFM | | 172,727,966 | | First $1 billion | | 0.500%6 |
Portfolio | | | | | | $1 billion - $2 billion | | 0.450%6 |
| | | | | | $2 billion - $3 billion | | 0.425%6 |
| | | | | | Over $3 billion | | 0.400%6 |
1 | BlackRock Advisors, Inc. ("BAI") and BlackRock Financial Management, Inc. ("BFM"). |
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2 | The Advisor has voluntarily agreed to waive a portion of the investment advisory fees or expenses as a percentage of the weekly managed assets for each annual period ending on July 31 of the following years: 0.15% for 2007, 0.10% for 2008 and 2009, and 0.05% for 2010 through 2012. |
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3 | The Advisor has voluntarily agreed to waive a portion of the investment advisory fees or expenses as a percentage of the weekly managed assets for each annual period ending on July 31 of the following years: 20% for 2007, 0.15% for 2008, 0.10% for 2009 and 0.05% for 2010. |
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4 | The Advisor has voluntarily agreed to waive a portion of the investment advisory fees or expenses as a percentage of the weekly managed assets for each annual period ending on December 31 of the following years: 0.15% for 2006, 0.10% for 2007 and 0.05% for 2008. |
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5 | As a percentage of managed assets. |
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6 | As a percentage of net assets. |
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* * * * *
1
BlackRock Municipal Bond Trust
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| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
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A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
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Mark this box with an X if you have made comments below | [ ] | | | |
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BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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0 0 8 6 8 3 1 | | 1 U P X | | C O Y |
Proxy - BlackRock Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
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| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
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If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock Municipal Bond Trust
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| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
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The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
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Mark this box with an X if you have made comments below | [ ] | | | |
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BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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0 0 8 6 8 3 2 | | 1 U P X | | C O Y |
Proxy - BlackRock Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock California Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
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|
|
|
A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
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| | | | |
Mark this box with an X if you have made comments below | [ ] | | | |
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BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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0 0 8 6 8 2 1 | | 1 U P X | | C O Y |
Proxy - BlackRock California Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock California Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock California Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
|
|
|
|
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
| | | | |
Mark this box with an X if you have made comments below | [ ] | | | |
| | | �� | |
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BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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|
0 0 8 6 8 2 2 | | 1 U P X | | C O Y |
Proxy - BlackRock California Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock California Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock Florida Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
|
|
|
|
A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
|
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
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|
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|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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0 0 8 6 8 5 1 | | 1 U P X | | C O Y |
Proxy - BlackRock Florida Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock Florida Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock Florida Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
|
|
|
|
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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| | | | / / |
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| |
|
0 0 8 6 8 5 2 | | 1 U P X | | C O Y |
Proxy - BlackRock Florida Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock Florida Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock Maryland Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
|
|
|
|
A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
| |
| |
|
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| | | | / / |
| | | | |
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| |
|
0 0 8 6 8 8 1 | | 1 U P X | | C O Y |
Proxy - BlackRock Maryland Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock Maryland Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock Maryland Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
|
|
|
|
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
| |
| |
|
| | | | |
| | | | / / |
| | | | |
| |
| |
|
0 0 8 6 8 8 2 | | 1 U P X | | C O Y |
Proxy - BlackRock Maryland Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock Maryland Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock New Jersey Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
|
|
|
|
A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
| |
| |
|
| | | | |
| | | | / / |
| | | | |
| |
| |
|
0 0 8 6 8 6 1 | | 1 U P X | | C O Y |
Proxy - BlackRock New Jersey Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock New Jersey Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock New Jersey Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
|
|
|
|
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
| |
| |
|
| | | | |
| | | | / / |
| | | | |
| |
| |
|
0 0 8 6 8 6 2 | | 1 U P X | | C O Y |
Proxy - BlackRock New Jersey Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock New Jersey Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock New York Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
|
|
|
|
A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
| |
| |
|
| | | | |
| | | | / / |
| | | | |
| |
| |
|
0 0 8 6 8 7 1 | | 1 U P X | | C O Y |
Proxy - BlackRock New York Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock New York Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock New York Municipal Bond Trust
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| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
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The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
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Mark this box with an X if you have made comments below | [ ] | | | |
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BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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0 0 8 6 8 7 2 | | 1 U P X | | C O Y |
Proxy - BlackRock New York Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock New York Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
BlackRock Virginia Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Common Shares | | | |
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A Proposal | PLEASE REFER TO THE REVERSE SIDE FOR TELEPHONE AND INTERNET VOTING INSTRUCTIONS. |
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
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| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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| | | | / / |
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0 0 8 6 9 0 1 | | 1 U P X | | C O Y |
Proxy - BlackRock Virginia Municipal Bond Trust
COMMON SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the common shares of the BlackRock Virginia Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.
Telephone and Internet Voting Instructions
You can vote by telephone OR Internet! Available 24 hours a day 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting methods outlined below to vote your proxy.
| | | | |
| To vote using the Telephone(within U.S. and Canada) | | | To vote using the Internet |
| - Call toll free 1-800-652-VOTE (8683) in the United States or Canada any time ona touch tone telephone. There isNO CHARGEto you for the call.
- Follow the simple instructions provided by the recorded message.
| | | - Go to the following web site:
WWW.COMPUTERSHARE.COM/EXPRESSVOTE - Enter the information requested on your computer screen and follow thesimple instructions.
|
If you vote by telephone or the Internet, please DO NOT mail back this proxy card.
Proxies submitted by telephone or the Internet must be received by 1:00 a.m., Central Time, on November 15, 2006.
THANK YOU FOR VOTING
BlackRock Virginia Municipal Bond Trust
| | | | | |
| | | | [ ] | Mark this box with an X if you have made |
| | | | changes to your name or address details above. |
Special Meeting Proxy Card - Preferred Shares | | | |
|
|
|
|
The Board of Trustees recommends a voteFORthe following proposal. | |
| For | Against | Abstain | |
1. To approve a new investment management agreement. | [ ] | [ ] | [ ] | |
| | | | |
| | | | |
|
Mark this box with an X if you have made comments below | [ ] | | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
| | | | |
|
| | | |
BAuthorized Signatures - Sign Here - This section must be completed for your instructions to be executed.
Please be sure to sign and date this proxy. Please sign exactly as your name appears on this proxy. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person.
Signature 1 - Please keep signature within the box | | Signature 2 - Please keep signature within the box | | Date (mm/dd/yyyy) |
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| |
|
| | | | |
| | | | / / |
| | | | |
| |
| |
|
0 0 8 6 9 0 2 | | 1 U P X | | C O Y |
Proxy - BlackRock Virginia Municipal Bond Trust
PREFERRED SHARES
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Anne F. Ackerley, Henry Gabbay and James Kong, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the preferred shares of the BlackRock Virginia Municipal Bond Trust (the "Trust") held of record by the undersigned on September 29, 2006 at the Special Meeting of Shareholders of the Trust to be held on November 15, 2006 or at any adjournments or postponements thereof.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE PROPOSAL. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF.
PLEASE MARK BOXES IN BLUE OR BLACK INK.
SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE PAID ENVELOPE.