holders have the option to tender certificates to the TOB for redemption at par at each reset date. At June 30, 2008, the aggregate value of the underlying municipal securities transferred to TOBs was $2,629,363, the related liability for trust certificates was $1,780,000, and the interest rate was 1.634%.
Financial transactions executed through TOBs generally will underperform the market for fixed rate municipal bonds in a rising interest rate environment, but tend to outperform the market for fixed rate bonds when interest rates decline or remain relatively stable. Should short-term interest rates rise, the Fund’s investment in TOBs likely will adversely affect the Fund’s net investment income and dividends to shareholders. Fluctuations in the market value of municipal securities deposited into the TOB may adversely affect the Fund’s net asset values per share.
Effective March 31, 2008, the Fund implemented Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109” (“FIN 48”). FIN 48 prescribes the minimum recognition threshold a tax position must meet in connection with accounting for uncertainties in income tax positions taken or expected to be taken by an entity, including investment companies, before being measured and recognized in the financial statements. The Advisor has evaluated the application of FIN 48 to the Fund, and has determined that the adoption of FIN 48 does not have a material impact on the Fund’s financial statements. The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for the years ended September 30, 2005 through September 30, 2007. The statutes of limitations on the Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
In addition, in February 2007, Statement of Financial Accounting Standards No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (“FAS 159”), was issued and is effective for fiscal years beginning after November 15, 2007. FAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value that are not currently required to be measured at fair value. FAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between entities that choose different measurement attributes for similar types of assets and liabilities. The impact on the Fund’s financial statement disclosures, if any, is currently being assessed.
In March 2008, Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities — an amendment of FASB Statement No. 133” (“FAS 161”), was issued and is effective for fiscal years beginning after November 15, 2008. FAS 161 is intended to improve financial reporting for derivative instruments by requiring enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivative instruments affect an entity’s results of operations and financial position. The impact on the Fund’s financial statement disclosures, if any, is currently being assessed.
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Notes to Financial Statements (continued) |
2. Investment Advisory Agreement and Other Transactions with Affiliates:
The Fund entered into an Investment Advisory Agreement with BlackRock Advisors, LLC (the “Advisor”), an indirect, wholly owned subsidiary of BlackRock, Inc., to provide investment advisory and administration services. Merrill Lynch & Co., Inc. (“Merrill Lynch”) and The PNC Financial Services Group, Inc. (“PNC”) are principal owners of BlackRock, Inc.
The Advisor is responsible for the management of the Fund’s portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operation of the Fund. For such services, the Fund pays the Advisor a monthly fee based upon the average daily value of the Fund’s net assets at the following annual rates: 0.55% of the Fund’s average daily net assets not exceeding $500 million; 0.525% of average daily net assets in excess of $500 million but not exceeding $1 billion; and 0.50% of average daily net assets in excess of $1 billion.
For the period October 1, 2007 to June 30, 2008 and the year ended September 30, 2007, the Fund reimbursed the Advisor $3,340 and $5,281, respectively, for certain accounting services, which is included in accounting services in the Statements of Operations.
The Advisor has voluntarily agreed to waive its advisory fee by the amount of investment advisory fees the Fund pays to the Advisor indirectly through its investment in affiliated money market funds, which are included in fees waived by the Advisor on the Statements of Operations.
The Advisor has entered into a separate sub-advisory agreement with BlackRock Investment Management, LLC (“BIM”), an affiliate of the Advisor, under which the Advisor pays BIM for services it provides, a monthly fee that is a percentage of the investment advisory fee paid by the Fund to the Advisor.
Pursuant to the terms of the custody agreement, fees may be reduced by amounts calculated on uninvested cash balances (“custody credits”), which are on the Statements of Operations as fees paid indirectly.
The Fund has also entered into separate Distribution Agreements and Distribution Plans with FAM Distributors, Inc. (“FAMD”) and BlackRock Distributors, Inc. and its affiliates (“BDI”) (collectively, the “Distributor”). FAMD is a wholly owned subsidiary of Merrill Lynch Group, Inc., and BDI is an affiliate of BlackRock, Inc.
Pursuant to the Distribution Plans adopted by the Fund in accordance with Rule 12b-1 under the 1940 Act, the Fund pays the Distributor ongoing service and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the shares as follows:
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| | Service Fee | | Distribution Fee |
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Investor A | | 0.25% | | | — | |
Investor A1 | | 0.10% | | | — | |
Investor B | | 0.25% | | | 0.25 | % |
Investor C | | 0.25% | | | 0.75 | % |
Investor C1 | | 0.25% | | | 0.35 | % |
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Pursuant to sub-agreements with the Distributor, broker-dealers, including Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), a wholly owned subsidiary of Merrill Lynch, and the Distributor provide shareholder servicing and distribution services to the Fund. The ongoing service and/or distribution fee compensates the Distributor and each broker-dealer for providing shareholder servicing and/or distribution related services to Investor A, Investor A1, Investor B, Investor C and Investor C1 shareholders.
For the period October 1, 2007 to June 30, 2008, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of the Fund’s Investor A Shares, which totaled $53,341, and affiliates received contingent deferred sales charges of $10,341, $835 and $92 relating to transactions in Investor B, Investor C and Investor C1 Shares, respectively. In addition, affiliates received contingent deferred sales charges relating to transactions subject to front-end sales charge waivers of $14,807 relating to Investor A Shares. These amounts include payments to Hilliard Lyons, which was considered an affiliate for a portion of the period.
For the year ended September 30, 2007, the Distributor earned underwriting discounts and direct commissions and affiliates earned dealer concessions on sales of each of the Fund’s Investor A and Investor A1 Shares, which totaled $113,957 and $24, respectively, and affiliates received contingent deferred sales charges of $10,427, $101 and $700 relating to transactions in Investor B, Investor C and Investor C1 Shares, respectively. Furthermore, affiliates received contingent deferred sales charges of $576 relating to transactions subject to front-end sales charge waivers in Investor A1 Shares.
Pursuant to written agreements, certain affiliates provide the Fund with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to sub-accounts they service. For these services, these affiliates receive an annual fee per shareholder account, which will vary depending on share class. For the period October 1, 2007 to June 30, 2008 and the year ended September 30, 2007, the Fund paid $61,522 and $95,670, respectively, in return for these services.
| | |
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 21 |
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Notes to Financial Statements (continued) |
PNC Global Investment Servicing (U.S.) Inc., formerly PFPC Inc., an indirect, wholly owned subsidiary of PNC and an affiliate of the Advisor, serves as transfer agent and dividend disbursing agent. Each class of the Fund bears the costs of transfer agent fees associated with such respective classes. Transfer agency fees borne by each class of the Fund are comprised of those fees charged for all shareholder communications including the mailing of shareholder reports, dividend and distribution notices, and proxy materials for shareholders meetings, as well as per account and per transaction fees related to servicing and maintenance of shareholder accounts, including the issuing, redeeming and transferring of shares of each class of the Fund, 12b-1 fee calculation, check writing, anti-money laundering services, and customer identification services.
The Advisor maintains a call center, which is responsible for providing certain shareholder services to the Fund, such as responding to shareholder inquiries and processing transactions based upon instructions from shareholders with respect to the subscription and redemption of Fund shares. During the period October 1, 2007 to June 30, 2008 and the year ended September 30, 2007, the following amounts have been accrued by the Fund to reimburse the Advisor for costs incurred running the call center, which are a component of the transfer agent fees in the accompanying Statements of Operations.
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| | Period Ended 6/30/2008 | | Year Ended 9/30/2007 | |
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Institutional | | | $ | 102 | | | | $ | 216 | | |
Investor A | | | $ | 133 | | | | $ | 313 | | |
Investor A1 | | | $ | 2,862 | | | | $ | 6,783 | | |
Investor B | | | $ | 263 | | | | $ | 1,217 | | |
Investor C | | | $ | 59 | | | | $ | 33 | | |
Investor C1 | | | $ | 141 | | | | $ | 389 | | |
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Certain officers and/or trustees of the Trust are officers and/or directors of BlackRock, Inc. or its affiliates.
3. Investments:
Purchases and sales of investments, excluding short-term securities, for the period October 1, 2007 to June 30, 2008 were $42,601,826 and $76,418,668, respectively.
4. Short-Term Borrowings:
The Trust, on behalf of the Fund, along with certain other funds managed by the Advisor and its affiliates, is party to a $500,000,000 credit agreement with a group of lenders. The Fund may borrow under the credit agreement to fund shareholder redemptions and for other lawful purposes other than for leverage. The Fund may borrow up to the maximum amount allowable under the Fund’s current Prospectus and Statement of Additional Information, subject to various other legal, regulatory or contractual limits. On November 21, 2007, the credit agreement was renewed for one year under substantially the same terms. The Fund pays a commitment fee of 0.06% per annum based on the Fund’s pro rata share of the unused portion of the credit agreement, which is included in miscellaneous expenses in the Statements of Operations. Amounts borrowed under the credit agreement bear interest at a rate equal to, at each fund’s election, the federal funds rate plus 0.35% or a base rate as defined in the credit agreement. The Fund did not borrow under the credit agreement during the period October 1, 2007 to June 30, 2008.
5. Income Tax Information:
The tax character of distributions paid during the period October 1, 2007 to June 30, 2008 and the years ended September 30, 2007 and September 30, 2006 was as follows:
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| | 10/01/07– 6/30/2008 | | 9/30/2007 | | 9/30/2006 | |
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Distributions paid from: | | | | | | | | | | |
Tax-exempt income | | $ | 8,717,296 | | $ | 12,084,744 | | $ | 10,684,700 | |
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Total distributions | | $ | 8,717,296 | | $ | 12,084,744 | | $ | 10,684,700 | |
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As of June 30, 2008, the components of accumulated losses on a tax basis were as follows:
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Undistributed tax-exempt net income | | $ | 271,842 | |
Undistributed long-term net capital gains | | | — | |
| |
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Total undistributed net earnings | | | 271,842 | |
Capital loss carryforward | | | (15,969,517 | )* |
Net unrealized losses | | | (849,854 | )** |
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|
Total accumulated net losses | | $ | (16,547,529 | ) |
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* | On June 30, 2008, the Fund had a net capital loss carryforward of $15,969,517, of which $7,034,310 expires in 2009 and $8,935,207 expires in 2013. This amount will be available to offset future realized capital gains. |
| |
** | The difference between book-basis and tax-basis net unrealized losses is attributable primarily to the tax deferral of losses on wash sales, the tax deferral of losses on straddles, the difference between book and tax amortization methods for premiums and discounts on fixed income securities, the deferral of post-October capital losses for tax purposes and the difference between the book and tax treatment of residual interests in tender option bond trusts. |
6. Concentration Risk:
The Fund’s investments are concentrated in New York, which may be affected by adverse financial, social, environmental, economic, regulatory and political factors.
Many municipalities insure repayment of their bonds, which reduces the risk of loss due to issuer default. The market value of these bonds may fluctuate for other reasons and there is no assurance that the insurer will meet its obligation.
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22 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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Notes to Financial Statements (continued) |
7. Capital Share Transactions:
Transactions in capital shares for each class were as follows:
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Year Ended September 30, 2007 | | Year Ended September 30, 2006* | |
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| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | |
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Institutional | | | | | | | | | | | | | | | | | | | |
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Shares sold | | | 653,852 | | $ | 6,941,064 | | | 563,362 | | $ | 6,200,599 | | | 283,451 | | $ | 3,105,770 | |
Shares issued to shareholders in reinvestment of dividends | | | 21,250 | | | 224,915 | | | 22,248 | | | 244,891 | | | 19,589 | | | 214,809 | |
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Total issued | | | 675,102 | | | 7,165,979 | | | 585,610 | | | 6,445,490 | | | 303,040 | | | 3,320,579 | |
Shares redeemed | | | (322,656 | ) | | (3,438,545 | ) | | (199,561 | ) | | (2,176,094 | ) | | (270,457 | ) | | (2,963,950 | ) |
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Net increase | | | 352,446 | | $ | 3,727,434 | | | 386,049 | | $ | 4,269,396 | | | 32,583 | | $ | 356,629 | |
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* | Effective October 2, 2006, Class I Shares were redesignated Institutional Shares. |
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Period October 2, 2006** to September 30, 2007 | | | | | | | |
| |
| |
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| | | | | | |
| | Shares | | Amount | | Shares | | Amount | | | | | | | |
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| | | | | | |
Investor A | | | | | | | | | | | | | | | | | | | |
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| | | | | | |
Shares sold | | | 1,128,404 | | $ | 12,098,355 | | | 1,159,552 | | $ | 12,798,513 | | | | | | | |
Shares issued to shareholders in reinvestment of dividends | | | 26,141 | | | 276,958 | | | 11,371 | | | 124,414 | | | | | | | |
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| | | | | | |
Total issued | | | 1,154,545 | | | 12,375,313 | | | 1,170,923 | | | 12,922,927 | | | | | | | |
Shares redeemed | | | (699,518 | ) | | (7,416,904 | ) | | (68,236 | ) | | (742,952 | ) | | | | | | |
| |
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| | | | | | |
Net increase | | | 455,027 | | $ | 4,958,409 | | | 1,102,687 | | $ | 12,179,975 | | | | | | | |
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| | | | | | |
| |
** | Commencement of operations. |
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Year Ended September 30, 2007 | | Year Ended September 30, 2006*** | |
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| |
| |
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| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | |
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Investor A1 | | | | | | | | | | | | | | | | | | | |
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Shares sold and automatic conversion of shares | | | 285,153 | | $ | 3,042,406 | | | 493,948 | | $ | 5,431,046 | | | 1,175,890 | | $ | 12,919,296 | |
Shares issued resulting from reorganization | | | — | | | — | | | — | | | — | | | 7,992,857 | | | 87,042,207 | |
Shares issued to shareholders in reinvestment of dividends | | | 357,383 | | | 3,789,957 | | | 501,703 | | | 5,534,705 | | | 374,438 | | | 4,106,121 | |
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Total issued | | | 642,536 | | | 6,832,363 | | | 995,651 | | | 10,965,751 | | | 9,543,185 | | | 104,067,624 | |
Shares redeemed | | | (2,443,975 | ) | | (25,874,500 | ) | | (2,256,844 | ) | | (24,905,480 | ) | | (2,218,785 | ) | | (24,289,237 | ) |
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Net increase (decrease) | | | (1,801,439 | ) | $ | (19,042,137 | ) | | (1,261,193 | ) | $ | (13,939,729 | ) | | 7,324,400 | | $ | 79,778,387 | |
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*** | Effective October 2, 2006, Class A Shares were redesignated Investor A1 Shares. |
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|
BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 23 |
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Notes to Financial Statements (concluded) |
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Year Ended September 30, 2007 | | Year Ended September 30, 2006* | |
| |
| |
| |
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|
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | |
|
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Investor B | | | | | | | | | | | | | | | | | | | |
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Shares sold | | | 37,649 | | $ | 404,726 | | | 62,337 | | $ | 688,504 | | | 81,049 | | $ | 888,958 | |
Shares issued to shareholders in reinvestment of dividends | | | 27,365 | | | 290,345 | | | 53,584 | | | 591,518 | | | 75,528 | | | 828,579 | |
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Total issued | | | 65,014 | | | 695,071 | | | 115,921 | | | 1,280,022 | | | 156,577 | | | 1,717,537 | |
Shares redeemed and automatic conversion of shares | | | (609,592 | ) | | (6,510,070 | ) | | (932,308 | ) | | (10,266,350 | ) | | (1,125,649 | ) | | (12,336,337 | ) |
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|
|
Net decrease | | | (544,578 | ) | $ | (5,814,999 | ) | | (816,387 | ) | $ | (8,986,328 | ) | | (969,072 | ) | $ | (10,618,800 | ) |
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| |
* | Effective October 2, 2006, Class B Shares were redesignated Investor B Shares. |
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Period October 2, 2006** to September 30, 2007 | | | | | | | |
| |
| |
|
| | | | | | |
| | Shares | | Amount | | Shares | | Amount | | | | | | | |
|
|
|
|
|
|
|
|
|
|
|
|
|
| | | | | | |
Investor C | | | | | | | | | | | | | | | | | | | |
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| | | | | | |
Shares sold | | | 445,757 | | $ | 4,757,549 | | | 426,707 | | $ | 4,696,020 | | | | | | | |
Shares issued to shareholders in reinvestment of dividends | | | 13,218 | | | 139,705 | | | 4,448 | | | 48,645 | | | | | | | |
| |
|
|
|
|
|
|
|
|
|
|
|
| | | | | | |
Total issued | | | 458,975 | | | 4,897,254 | | | 431,155 | | | 4,744,665 | | | | | | | |
Shares redeemed | | | (62,073 | ) | | (662,001 | ) | | (5,985 | ) | | (65,594 | ) | | | | | | |
| |
|
|
|
|
|
|
|
|
|
|
|
| | | | | | |
Net increase | | | 396,902 | | $ | 4,235,253 | | | 425,170 | | $ | 4,679,071 | | | | | | | |
| |
|
|
|
|
|
|
|
|
|
|
|
| | | | | | |
| |
** | Commencement of operations. |
| | | | | | | | | | | | | | | | | | | |
| | Period October 1, 2007 to June 30, 2008 | | Year Ended September 30, 2007 | | Year Ended September 30, 2006*** | |
| |
| |
| |
|
|
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Investor C1 | | | | | | | | | | | | | | | | | | | |
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|
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|
|
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|
|
Shares sold | | | 1,102 | | $ | 11,515 | | | 128 | | $ | 1,415 | | | 494,616 | | $ | 5,430,483 | |
Shares issued to shareholders in reinvestment of dividends | | | 27,507 | | | 291,749 | | | 39,561 | | | 436,364 | | | 39,076 | | | 428,802 | |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total issued | | | 28,609 | | | 303,264 | | | 39,689 | | | 437,779 | | | 533,692 | | | 5,859,285 | |
Shares redeemed | | | (168,317 | ) | | (1,794,619 | ) | | (240,915 | ) | | (2,663,364 | ) | | (368,012 | ) | | (4,036,763 | ) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) | | | (139,708 | ) | $ | (1,491,355 | ) | | (201,226 | ) | $ | (2,225,585 | ) | | 165,680 | | $ | 1,822,522 | |
| |
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|
| |
*** | Effective October 2, 2006, Class C Shares were redesignated Investor C1 Shares. |
| | |
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24 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
| |
|
|
Report of Independent Registered Public Accounting Firm |
To the Shareholders and Board of Trustees of BlackRock Multi-State Municipal Series Trust:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock New York Municipal Bond Fund, one of the portfolios constituting BlackRock Multi-State Municipal Series Trust (the “Trust”), as of June 30, 2008, and the related statements of operations for the period October 1, 2007 to June 30, 2008 and the year ended September 30, 2007, the statements of changes in net assets for the period October 1, 2007 to June 30, 2008 and for each of the two years in the period ended September 30, 2007, and the financial highlights for the period October 1, 2007 to June 30, 2008 and for each of the five years in the period ended September 30, 2007. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of June 30, 2008, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and the financial highlights referred to above present fairly, in all material respects, the financial position of BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust as of June 30, 2008, the results of its operations for the period October 1, 2007 to June 30, 2008 and the year ended September 30, 2007, the changes in its net assets for the period October 1, 2007 to June 30, 2008 and for each of the two years in the period ended September 30, 2007, and the financial highlights for the period October 1, 2007 to June 30, 2008 and for each of the five years in the period ended September 30, 2007, in conformity with accounting principles generally accepted in the United States of America.
Deloitte & Touche LLP
Princeton, New Jersey
August 22, 2008
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Important Tax Information (Unaudited) |
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All of the net investment income distributions paid monthly by BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust during the taxable year ended June 30, 2008 qualify as tax-exempt interest dividends for Federal income tax purposes.
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 25 |
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Disclosure of Investment Advisory Agreement and Subadvisory Agreement |
The Board of Trustees (the “Board,” the members of which are referred to as “Trustees”) of BlackRock New York Municipal Bond Fund (the “Fund”) of BlackRock Multi-State Municipal Series Trust (the “Trust”) met in April and June 2008 to consider the approval of the Fund’s investment advisory agreement (the “Advisory Agreement”) with BlackRock Advisors, LLC (the “Adviser”), the Fund’s investment adviser. The Board also considered the approval of the Fund’s subadvisory agreement (the “Subadvisory Agreement”) between the Adviser and BlackRock Investment Management, LLC (the “Subadviser”). The Adviser and the Subadviser are referred to herein as “BlackRock.” For simplicity, the Fund and the Trust are referred to herein as the “Fund.” The Advisory Agreement and the Subadvisory Agreement are referred to herein as the “Agreements.”
Activities and Composition of the Board
The Board of the Fund consists of fifteen individuals, twelve of whom are not “interested persons” of the Fund as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Trustees are responsible for the oversight of the operations of the Fund and perform the various duties imposed on the trustees of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chairman of the Board is an Independent Trustee. The Board established four standing committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee and a Performance Oversight Committee, each of which is composed of, and chaired by Independent Trustees.
The Agreements
Upon the consummation of the combination of BlackRock’s investment management business with Merrill Lynch & Co., Inc.’s investment management business, including Merrill Lynch Investment Managers, L.P., and certain affiliates (the “Transaction”), the Fund entered into the Advisory Agreement with an initial two-year term and the Adviser entered into the Subadvisory Agreement with the Subadviser with an initial two-year term. Consistent with the 1940 Act, prior to the expiration of the Agreements’ respective initial two-year term, the Board is required to consider the continuation of the Fund’s Agreements on an annual basis. In connection with this process, the Board assessed, among other things, the nature, scope and quality of the services provided to the Fund by the personnel of BlackRock and its affiliates, including investment management, administrative services, shareholder services, oversight of fund accounting and custody, marketing services and assistance in meeting legal and regulatory requirements. The Board also received and assessed information regarding the services provided to the Fund by certain unaffiliated service providers.
Throughout the year, the Board, acting directly and through its committees, considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the Fund’s Agreements, including the services and support provided to the Fund and its shareholders. Among the matters the Board considered were: (a) investment performance for one, three and five years, as applicable, against peer funds, as well as senior management and portfolio managers’ analysis of the reasons for underperformance, if applicable; (b) fees, including advisory, administration, if applicable, and other fees paid to BlackRock and its affiliates by the Fund, such as transfer agency fees and fees for marketing and distribution; (c) Fund operating expenses; (d) the resources devoted to and compliance reports relating to the Fund’s investment objective, policies and restrictions, (e) the Fund’s compliance with its Code of Ethics and compliance policies and procedures; (f) the nature, cost and character of non-investment management services provided by BlackRock and its affiliates; (g) BlackRock’s and other service providers’ internal controls; (h) BlackRock’s implementation of the proxy voting guidelines approved by the Board; (i) execution quality; (j) valuation and liquidity procedures; and (k) periodic overview of BlackRock’s business, including BlackRock’s response to the increasing scale of its business.
Board Considerations in Approving the Agreements
The Approval Process: At an in-person meeting held on April 10, 2008, the Board reviewed materials relating to its consideration of the Agreements. At an in-person meeting held on June 5-6, 2008, the Fund’s Board, including the Independent Trustees, unanimously approved the continuation of the Advisory Agreement between the Adviser and the Fund for a one-year term ending June 30, 2009 and the Subadvisory Agreement between the Adviser and the Subadviser for a one-year term ending June 30, 2009. In considering the approval of the Agreements, the Board received and discussed various materials provided to it in advance of the April 10, 2008 meeting. As a result of the discussions that occurred during the April 10, 2008 meeting, the Board requested and BlackRock provided additional information, as detailed below, in advance of the June 5 – 6, 2008 Board meeting. The Board considered all factors it believed relevant with respect to the Fund, including, among other factors: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of the Fund and BlackRock portfolio management; (c) the advisory fee and the cost of the services and profits to be realized by BlackRock and certain affiliates from the relationship with the Fund; (d) economies of scale; and (e) other factors.
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26 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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Disclosure of Investment Advisory Agreement and Subadvisory Agreement (continued) |
Prior to the April 10, 2008 meeting, the Board requested and received materials specifically relating to the Agreements. The Board is engaged in an ongoing process with BlackRock to continuously review the nature and scope of the information provided to better assist its deliberations. These materials included (a) information independently compiled and prepared by Lipper, Inc. (“Lipper”) on Fund fees and expenses, and the investment performance of the Fund as compared with a peer group of funds as determined by Lipper (“Peers”); (b) information on the profitability of the Agreements to BlackRock and certain affiliates, including their other relationships with the Fund, and a discussion of fall-out benefits; (c) a general analysis provided by BlackRock concerning investment advisory fees charged to other clients, such as institutional and closed-end funds, under similar investment mandates, as well as the performance of such other clients; (d) a report on economies of scale; (e) sales and redemption data regarding the Fund’s shares; and (f) an internal comparison of management fees classified by Lipper, if applicable. At the April 10, 2008 meeting, the Board requested and subsequently received from BlackRock (i) a comprehensive analysis of total expenses on a fund-by-fund basis; (ii) further analysis of investment performance; (iii) further data regarding Fund profitability, Fund size and Fund fee levels; and (iv) additional information on sales and redemptions.
The Board also considered other matters it deemed important to the approval process, such as payments made to BlackRock or its affiliates relating to the distribution of Fund shares, services related to the valuation and pricing of Fund portfolio holdings and direct and indirect benefits to BlackRock and its affiliates from their relationship with the Fund. The Board did not identify any particular information as controlling, and each Trustee may have attributed different weights to the various items considered.
A. Nature, Extent and Quality of the Services: The Board, including the Independent Trustees, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services and the resulting performance of the Fund. Throughout the year, the Board compared Fund performance — both including and excluding the effects of the Fund’s fees and expenses — to the performance of a comparable group of mutual funds as classified by Lipper and the performance of at least one relevant index or combination of indices. The Board met with BlackRock’s senior management personnel responsible for investment operations, including the senior investment officers. The Board also reviewed the materials provided by the Fund’s portfolio management team discussing Fund performance and the Fund’s investment objective, strategies and outlook.
The Board considered, among other factors, the number, education and experience of BlackRock’s investment personnel generally and the Fund’s portfolio management team, BlackRock’s portfolio trading capabilities, BlackRock’s use of technology, BlackRock’s commitment to compliance and BlackRock’s approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board also reviewed BlackRock’s compensation structure with respect to the Fund’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent.
In addition to advisory services, the Board considered the quality of the administrative and non-investment advisory services provided to the Fund. BlackRock and its affiliates provide the Fund with certain administrative, transfer agency, shareholder and other services (in addition to any such services provided to the Fund by third parties) and officers and other personnel as are necessary for the operations of the Fund. In addition to investment advisory services, BlackRock and its affiliates provide the Fund with other services, including (i) preparing disclosure documents, such as the prospectus, the statement of additional information and shareholder reports; (ii) assisting with daily accounting and pricing; (iii) overseeing and coordinating the activities of other service providers; (iv) organizing Board meetings and preparing the materials for such Board meetings; (v) providing legal and compliance support; and (vi) performing other administrative functions necessary for the operation of the Fund, such as tax reporting and fulfilling regulatory filing requirements. The Board reviewed the structure and duties of BlackRock’s fund administration, accounting, legal and compliance departments.
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 27 |
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Disclosure of Investment Advisory Agreement and Subadvisory Agreement (continued) |
B. The Investment Performance of the Fund and BlackRock: The Board, including the Independent Trustees, also reviewed and considered the performance history of the Fund. In preparation for the April 10, 2008 meeting, the Board was provided with reports, independently prepared by Lipper, which included a comprehensive analysis of the Fund’s performance. The Board also reviewed a narrative and statistical analysis of the Lipper data that was prepared by BlackRock, which analyzed various factors that affect Lipper’s rankings. In connection with its review, the Board received and reviewed information regarding the investment performance of the Fund as compared to a representative group of similar funds as determined by Lipper and to all funds in the Fund’s applicable Lipper category. The Board was provided with a description of the methodology used by Lipper to select peer funds. The Board regularly reviews the performance of the Fund throughout the year. The Board attaches more importance to performance over relatively long periods of time, typically three to five years.
The Board considered BlackRock’s planned changes in the organization of its fixed-income management.
The Fund ranked in the third, second and second quartiles on a net basis against its Lipper peer universe for the one-, three- and five-year periods ended December 31, 2007. The Board noted that the Fund’s investment performance for the one-year period was disappointing, but that longer-term performance met the Board’s expectations. The Board typically gives greater weight to longer-term results. The Board discussed the Fund’s management process and resources with BlackRock’s senior management and will continue to monitor the Fund’s performance.
C. Consideration of the Advisory Fees and the Cost of the Services and Profits to be Realized by BlackRock and its Affiliates from the Relationship with the Fund: The Board, including the Independent Trustees, reviewed the Fund’s contractual advisory fee rates compared with the other funds in its Lipper category. It also compared the Fund’s total expenses to those of other comparable funds. The Board considered the services provided and the fees charged by BlackRock to other types of clients with similar investment mandates, including separately managed institutional accounts.
The Board received and reviewed statements relating to BlackRock’s financial condition and profitability with respect to the services it provided the Fund. The Board was also provided with a profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock and certain affiliates that provide services to the Fund. The Board reviewed BlackRock’s profitability with respect to the Fund and each fund the Board currently oversees for the year ended December 31, 2007 compared to aggregated profitability data provided for the year ended December 31, 2005.
In addition, the Board considered the cost of the services provided to the Fund by BlackRock, and BlackRock’s and its affiliates’ profits relating to the management and distribution of the Fund and the other funds advised by BlackRock and its affiliates. As part of its analysis, the Board reviewed BlackRock’s methodology in allocating its costs to the management of the Fund and concluded that there was a reasonable basis for the allocation. The Board also considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreements and to continue to provide the high quality of services that are expected by the Board.
The Board took into account that BlackRock has contractually agreed to waive a portion of its advisory fee, thereby lowering Fund expenses. The Board also took into account that the Fund has an advisory fee arrangement that includes breakpoints that adjust the fee rate downward as the size of the Fund increases, thereby allowing shareholders the potential to participate in economies of scale.
The Board concluded that the Fund’s advisory fee structure was reasonable and that it would continue to review fees in connection with future renewals of the Agreements, including whether the implementation of additional breakpoints would be appropriate in the future due to an increase in asset size or otherwise.
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28 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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Disclosure of Investment Advisory Agreement and Subadvisory Agreement (concluded) |
D. Economies of Scale: The Board, including the Independent Trustees, considered the extent to which economies of scale might be realized as the assets of the Fund increase and whether there should be changes in the advisory fee rate or structure in order to enable the Fund to participate in these economies of scale. The Board, including the Independent Trustees, considered whether the shareholders would benefit from economies of scale and whether there was potential for future realization of economies with respect to the Fund. The Board considered that the funds in the BlackRock fund complex share common resources and, as a result, an increase in the overall size of the complex could permit each fund to incur lower expenses than it would otherwise as stand-alone entities. The Board also considered the anticipated efficiencies in the processes of BlackRock’s overall operations as it continues to add personnel and commit capital to expand the scale of operations. The Board found, based on its review of comparable funds, that the Fund’s management fee is appropriate in light of the scale of the Fund.
E. Other Factors: The Board also took into account other ancillary or “fall-out” benefits that BlackRock may derive from its relationship with the Fund, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals that manage other portfolios, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates as service providers to the Fund, including for administrative, transfer agency and distribution services. The Board also noted that BlackRock may use third party research obtained by soft dollars generated by certain mutual fund transactions to assist itself in managing all or a number of its other client accounts.
In connection with its consideration of the Agreements, the Board also received information regarding BlackRock’s brokerage and trade execution practices throughout the year.
Conclusion
The Board approved the continuation of the Advisory Agreement between the Adviser and the Fund for a one-year term ending June 30, 2009 and the Subadvisory Agreement between the Adviser and the Subadviser for a one-year term ending June 30, 2009. Based upon their evaluation of all these factors in their totality, the Board, including the Independent Trustees, was satisfied that the terms of the Agreements were fair and reasonable and in the best interest of the Fund and the Fund’s shareholders. In arriving at a decision to approve the Agreements, the Board did not identify any single factor or group of factors as all-important or controlling, but considered all factors together. The Independent Trustees were also assisted by the advice of independent legal counsel in making this determination. The contractual fee arrangements for the Fund reflect the result of several years of review by the Trustees and predecessor Trustees, and discussions between the Trustees (and predecessor Trustees) and BlackRock. Certain aspects of the arrangements may be the subject of more attention in some years than in others, and the Trustees’ conclusions may be based in part on their consideration of these arrangements in prior years.
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 29 |
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Name, Address and Year of Birth | | Position(s) Held with Fund | | Length of Time Served as a Trustee2 | | Principal Occupation(s) During Past Five Years | | Number of BlackRock- Advised Funds and Portfolios Overseen | | Public Directorships |
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Non-Interested Trustees1 |
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Robert M. Hernandez 40 East 52nd Street New York, NY 10022 1944 | | Chairman of the Board, Trustee, and Member of the Audit Committee | | Since 2007 | | Formerly Director, Vice Chairman and Chief Financial Officer of USX Corporation (energy and steel business) from 1991 to 2001. | | 37 Funds 104 Portfolios | | ACE Limited (insurance company); Eastman Chemical Company (chemical); RTI International Metals, Inc. (metals); TYCO Electronics (electronics) |
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Fred G. Weiss 40 East 52nd Street New York, NY 10022 1941 | | Vice Chairman of the Board, Chairman of the Audit Committee and Trustee | | Since 2007 | | Managing Director, FGW Associates (consulting and investment company) since 1997; Director, Michael J. Fox Foundation for Parkinson’s Research since 2000; Formerly Director of BTG International Plc (a global technology commercialization company) from 2001 to 2007. | | 37 Funds 104 Portfolios | | Watson Pharmaceutical Inc. |
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James H. Bodurtha 40 East 52nd Street New York, NY 10022 1944 | | Trustee | | Since 1995 | | Director, The China Business Group, Inc. (consulting firm) since 1996 and formerly Executive Vice President thereof from 1996 to 2003; Chairman of the Board, Berkshire Holding Corporation since 1980. | | 37 Funds 104 Portfolios | | None |
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Bruce R. Bond 40 East 52nd Street New York, NY 10022 1946 | | Trustee | | Since 2007 | | Formerly Trustee and Member of the Governance Committee, State Street Research Mutual Funds from 1997 to 2005; Formerly Board Member of Governance, Audit and Finance Committee, Avaya Inc. (computer equipment) from 2003 to 2007. | | 37 Funds 104 Portfolios | | None |
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Donald W. Burton 40 East 52nd Street New York, NY 10022 1944 | | Trustee | | Since 2007 | | Managing General Partner, The Burton Partnership, LP (an investment partnership) since 1979; Managing General Partner, The South Atlantic Venture Funds since 1983; Member of the Investment Advisory Council of the Florida State Board of Administration from 2001 to 2007. | | 37 Funds 104 Portfolios | | Knology, Inc. (telecommunications); Capital Southwest (financial) |
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Honorable Stuart E. Eizenstat 40 East 52nd Street New York, NY 10022 1943 | | Trustee | | Since 2007 | | Partner and Head of International Practice, Covington and Burling (law firm) since 2001; International Advisory Board Member, The Coca Cola Company since 2002; Advisory Board Member BT Americas (telecommunications) since 2004; Member of the Board of Directors, Chicago Climate Exchange (environmental) since 2006; Member of the International Advisory Board GML (energy) since 2003. | | 37 Funds 104 Portfolios | | UPS Corporation (delivery service) |
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Kenneth A. Froot 40 East 52nd Street New York, NY 10022 1957 | | Trustee | | Since 2005 | | Professor, Harvard University since 1992. | | 37 Funds 104 Portfolios | | None |
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John F. O’Brien 40 East 52nd Street New York, NY 10022 1943 | | Trustee | | Since 2007 | | Trustee, Woods Hole Oceanographic Institute since 2003; Formerly Director, Allmerica Financial Corporation from 1995 to 2003; Formerly Director, ABIOMED from 1989 to 2006; Formerly Director, Ameresco, Inc. (energy solutions company) from 2006 to 2007. | | 37 Funds 104 Portfolios | | Cabot Corporation (chemicals); LKQ Corporation (auto parts manufacturing); TJX Companies, Inc. (retailer) |
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Roberta Cooper Ramo 40 East 52nd Street New York, NY 10022 1942 | | Trustee | | Since 2000 | | Shareholder, Modrall, Sperling, Roehl, Harris & Sisk, P.A. (law firm) since 1993; Chairman of the Board, Cooper’s Inc. (retail) since 2000; Director of ECMC Group (service provider to students, schools and lenders) since 2001; President Elect, The American Law Institute (non-profit), 2007; Formerly President, American Bar Association from 1995 to 1996. | | 37 Funds 104 Portfolios | | None |
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30 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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Officers and Trustees (continued) |
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Name, Address and Year of Birth | | Position(s) Held with Fund | | Length of Time Served as a Trustee2 | | Principal Occupation(s) During Past Five Years | | Number of BlackRock- Advised Funds and Portfolios Overseen | | Public Directorships |
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Non-Interested Trustees1 (concluded) |
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Jean Margo Reid 40 East 52nd Street New York, NY 10022 1945 | | Trustee | | Since 2007 | | Self-employed consultant since 2001; Director and Secretary, SCB, Inc. (holding company) since 1998; Director and Secretary, SCB Partners, Inc. (holding company) since 2000; Formerly Director, Covenant House (non-profit) from 2001 to 2004. | | 37 Funds 104 Portfolios | | None |
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David H. Walsh 40 East 52nd Street New York, NY 10022 1941 | | Trustee | | Since 2007 | | Director, National Museum of Wildlife Art since 2007; Director, Ruckleshaus Institute and Haub School of Natural Resources at the University of Wyoming since 2006; Director, The American Museum of Fly Fishing since 1997; Formerly Consultant with Putnam Investments from 1993 to 2003; Formerly Director, The National Audubon Society from 1998 to 2005. | | 37 Funds 104 Portfolios | | None |
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Richard R. West 40 East 52nd Street New York, NY 10022 1938 | | Trustee and Member of the Audit Committee | | Since 2007 | | Dean Emeritus, New York University’s Leonard N. Stern School of Business Administration since 1995. | | 37 Funds 104 Portfolios | | Bowne & Co., Inc. (financial printers); Vornado Realty Trust (real estate company); Alexander’s Inc. (real estate company) |
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1 | Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. |
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2 | Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various legacy MLIM and legacy BlackRock Fund boards were realigned and consolidated into three new Fund boards in 2007. As a result, although the chart shows certain trustees as joining the Fund’s board in 2007, each trustee first became a member of the board of trustees of other legacy MLIM or legacy BlackRock Funds as follows: James H. Bodurtha since 1995; Bruce R. Bond since 2005; Donald W. Burton since 2002; Stuart E. Eizenstat since 2001; Kenneth A. Froot since 2005; Robert M. Hernandez since 1996; John F. O’Brien since 2004; Roberta Cooper Ramo since 2000; Jean Margo Reid since 2004; David H. Walsh since 2003; Fred G. Weiss since 1998; and Richard R. West since 1978. |
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Interested Trustees3 |
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Richard S. Davis 40 East 52nd Street New York, NY 10022 1945 | | Trustee | | Since 2007 | | Managing Director, BlackRock, Inc. since 2005; Formerly Chief Executive Officer, State Street Research & Management Company from 2000 to 2005; Formerly Chairman of the Board of Trustees, State Street Research Mutual Funds from 2000 to 2005; Formerly Chairman, SSR Realty from 2000 to 2004. | | 185 Funds 295 Portfolios | | None |
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Laurence D. Fink 40 East 52nd Street New York, NY 10022 1952 | | Trustee | | Since 2007 | | Chairman and Chief Executive Officer of BlackRock, Inc. since its formation in 1998 and of BlackRock, Inc.’s predecessor entities since 1988 and Chairman of the Executive and Management Committees; Formerly Managing Director, The First Boston Corporation, Member of its Management Committee, Co-head of its Taxable Fixed Income Division and Head of its Mortgage and Real Estate Products Group; Chairman of the Board of several of BlackRock’s alternative investment vehicles; Director of several of BlackRock’s offshore funds; Member of the Board of Trustees of New York University, Chair of the Financial Affairs Committee and a member of the Executive Committee, the Ad Hoc Committee on Board Governance, and the Committee on Trustees; Co-Chairman of the NYU Hospitals Center Board of Trustees, Chairman of the Development/ Trustee Stewardship Committee and Chairman of the Finance Committee; Trustee, The Boys’ Club of New York. | | 37 Funds 104 Portfolios | | None |
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Henry Gabbay 40 East 52nd Street New York, NY 10022 1947 | | Trustee | | Since 2007 | | Consultant, BlackRock, Inc. since 2007; Formerly Managing Director, BlackRock, Inc. from 1989 to 2007; Formerly Chief Administrative Officer, BlackRock Advisors, LLC from 1998 to 2007; Formerly President of BlackRock Funds and BlackRock Bond Allocation Target Shares from 2005 to 2007 and Treasurer of certain closed-end funds in the BlackRock fund complex from 1989 to 2006. | | 184 Funds 294 Portfolios | | None |
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3 | Messrs. Davis, Fink and Gabbay are all “interested persons,” as defined in the Investment Company Act of 1940, of the Fund based on their positions with BlackRock, Inc. and its affiliates. Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. |
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 31 |
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Officers and Trustees (concluded) |
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Name, Address and Year of Birth | | Position(s) Held with Fund | | Length of Time Served | | Principal Occupation(s) During Past Five Years |
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Fund Officers1 |
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Donald C. Burke 40 East 52nd Street New York, NY 10022 1960 | | Fund President and Chief Executive Officer | | Since 2007 | | Managing Director of BlackRock, Inc. since 2006; Formerly Managing Director of Merrill Lynch Investment Managers, L.P. (“MLIM”) and Fund Asset Management, L.P. (“FAM”) in 2006; First Vice President thereof from 1997 to 2005; Treasurer thereof from 1999 to 2006 and Vice President thereof from 1990 to 1997. |
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Anne F. Ackerley 40 East 52nd Street New York, NY 10022 1962 | | Vice President | | Since 2007 | | Managing Director of BlackRock, Inc. since 2000; Chief Operating Officer of BlackRock’s U.S. Retail Group since 2006; Head of BlackRock’s Mutual Fund Group from 2000 to 2006; Merrill Lynch & Co., Inc. from 1984 to 1986 and from 1988 to 2000, most recently as First Vice President and Operating Officer of the Mergers and Acquisitions Group. |
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Neal J. Andrews 40 East 52nd Street New York, NY 10022 1966 | | Chief Financial Officer | | Since 2007 | | Managing Director of BlackRock, Inc. since 2006; Formerly Senior Vice President and Line of Business Head of Fund Accounting and Administration at PFPC Inc. from 1992 to 2006. |
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Jay M. Fife 40 East 52nd Street New York, NY 10022 1970 | | Treasurer | | Since 2007 | | Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Formerly Assistant Treasurer of the MLIM/FAM-advised Funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006. |
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Brian P. Kindelan 40 East 52nd Street New York, NY 10022 1959 | | Chief Compliance Officer of the Fund | | Since 2007 | | Chief Compliance Officer of the BlackRock-advised Funds since 2007; Anti-Money Laundering Officer of the BlackRock-advised Funds since 2007; Managing Director and Senior Counsel of BlackRock, Inc. since 2005; Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 to 2004 and Vice President and Senior Counsel thereof from 1998 to 2000; Formerly Senior Counsel of The PNC Bank Corp. from 1995 to 1998. |
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Howard Surloff 40 East 52nd Street New York, NY 10022 1965 | | Secretary | | Since 2007 | | Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock, Inc. since 2006; Formerly General Counsel (U.S.) of Goldman Sachs Asset Management, L.P. from 1993 to 2006. |
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1 | Officers of the Trust serve at the pleasure of the Board of Trustees. |
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Further information about the Trust’s Officers and Trustees is available in the Trust’s Statement of Additional Information, which can be obtained without charge by calling (800) 441-7762. |
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Custodian
State Street Bank and
Trust Company
Boston, MA 02101
Transfer Agent
PNC Global Investment
Servicing (U.S.) Inc.
Wilmington, DE 19809
Accounting Agent
State Street Bank and
Trust Company
Princeton, NJ 08540
Independent Registered Public Accounting Firm
Deloitte & Touche LLP
Princeton, NJ 08540
Legal Counsel
Willkie Farr & Gallagher LLP
New York, NY 10019
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32 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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Additional Information |
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BlackRock Privacy Principles |
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BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.
If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.
BlackRock obtains or verifies personal non-public information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our websites.
BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.
We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 33 |
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Additional Information (concluded) |
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Availability of Additional Information |
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Electronic copies of most financial reports and prospectuses are available on the Fund’s website or shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual reports and prospectuses by enrolling in the Fund’s electronic delivery program.
To enroll:
Shareholders Who Hold Accounts with Investment Advisors, Banks or Brokerages:
Please contact your financial advisor. Please note that not all investment advisors, banks or brokerages may offer this service.
Shareholders Who Hold Accounts Directly with BlackRock:
1) Access the BlackRock website at
http://www.blackrock.com/edelivery
2) Click on the applicable link and follow the steps to sign up
3) Log into your account
Householding
The Fund will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and it is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact the Fund at (800) 441-7762.
Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (1) without charge, upon request, by calling toll-free (800) 441-7762; (2) at www.blackrock.com; and (3) on the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.
Availability of Proxy Voting Record
Information about how the Fund votes proxies relating to securities held in the Fund’s portfolio during the most recent 12-month period ended June 30 is available upon request and without charge (1) at www.blackrock.com or by calling (800) 441-7762 and (2) on the SEC’s website at http://www.sec.gov.
Availability of Quarterly Portfolio Schedule
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The Fund’s Forms N-Q may also be obtained upon request and without charge by calling (800) 441-7762.
Account Information
Call us at (800) 441-7762 from 8:00 AM to 6:00 PM EST to get information about your account balances, recent transactions and share prices. You can also reach us on the Web at www.blackrock.com/funds.
Automatic Investment Plans
Investor Class shareholders who want to invest regularly can arrange to have $50 or more automatically deducted from their checking or savings account and invested in any of the BlackRock funds.
Systematic Withdrawal Plans
Investor Class shareholders can establish a systematic withdrawal plan and receive periodic payments of $50 or more from their BlackRock funds, as long as their account is at least $10,000.
Retirement Plans
Shareholders may make investments in conjunction with Traditional, Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.
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34 | BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 |
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A World-Class Mutual Fund Family |
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BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed income and tax-exempt investing. |
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Equity Funds |
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BlackRock All-Cap Global Resources Portfolio
BlackRock Asset Allocation Portfolio†
BlackRock Aurora Portfolio
BlackRock Balanced Capital Fund†
BlackRock Basic Value Fund
BlackRock Capital Appreciation Portfolio
BlackRock Equity Dividend Fund
BlackRock EuroFund
BlackRock Focus Growth Fund
BlackRock Focus Value Fund
BlackRock Fundamental Growth Fund
BlackRock Global Allocation Fund†
BlackRock Global Dynamic Equity Fund
BlackRock Global Emerging Markets Fund
BlackRock Global Financial Services Fund
BlackRock Global Growth Fund
BlackRock Global Opportunities Portfolio
BlackRock Global Resources Portfolio
BlackRock Global Science & Technology Opportunities Portfolio
BlackRock Global SmallCap Fund
BlackRock Health Sciences Opportunities Portfolio*
BlackRock Healthcare Fund
BlackRock Index Equity Portfolio*
BlackRock International Fund
BlackRock International Index Fund
BlackRock International Opportunities Portfolio
BlackRock International Value Fund
BlackRock Large Cap Core Fund
BlackRock Large Cap Growth Fund
BlackRock Large Cap Value Fund
BlackRock Latin America Fund
BlackRock Mid-Cap Growth Equity Portfolio
BlackRock Mid-Cap Value Equity Portfolio
BlackRock Mid Cap Value Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Pacific Fund
BlackRock Small Cap Core Equity Portfolio
BlackRock Small Cap Growth Equity Portfolio
BlackRock Small Cap Growth Fund II
BlackRock Small Cap Index Fund
BlackRock Small Cap Value Equity Portfolio*
BlackRock Small/Mid-Cap Growth Portfolio
BlackRock S&P 500 Index Fund
BlackRock Technology Fund
BlackRock U.S. Opportunities Portfolio
BlackRock Utilities and Telecommunications Fund
BlackRock Value Opportunities Fund
BlackRock Commodity Strategies Fund
BlackRock Emerging Market Debt Portfolio
BlackRock Enhanced Income Portfolio
BlackRock GNMA Portfolio
BlackRock Government Income Portfolio
BlackRock High Income Fund
BlackRock High Yield Bond Portfolio
BlackRock Income Portfolio
BlackRock Income Builder Portfolio
BlackRock Inflation Protected Bond Portfolio
BlackRock Intermediate Bond Portfolio II
BlackRock Intermediate Government Bond Portfolio
BlackRock International Bond Portfolio
BlackRock Long Duration Bond Portfolio
BlackRock Low Duration Bond Portfolio
BlackRock Managed Income Portfolio
BlackRock Short-Term Bond Fund
BlackRock Strategic Income Portfolio
BlackRock Total Return Fund
BlackRock Total Return Portfolio II
BlackRock World Income Fund
BlackRock AMT-Free Municipal Bond Portfolio
BlackRock California Insured Municipal Bond Fund
BlackRock Delaware Municipal Bond Portfolio
BlackRock Florida Municipal Bond Fund
BlackRock High Yield Municipal Fund
BlackRock Intermediate Municipal Fund
BlackRock Kentucky Municipal Bond Portfolio
BlackRock Municipal Insured Fund
BlackRock National Municipal Fund
BlackRock New Jersey Municipal Bond Fund
BlackRock New York Municipal Bond Fund
BlackRock Ohio Municipal Bond Portfolio
BlackRock Pennsylvania Municipal Bond Fund
BlackRock Short-Term Municipal Fund
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Target Risk & Target Date Funds |
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BlackRock Prepared Portfolios |
Conservative Prepared Portfolio |
Moderate Prepared Portfolio |
Growth Prepared Portfolio |
Aggressive Growth Prepared Portfolio |
BlackRock Lifecycle Prepared Portfolios |
Prepared Portfolio 2010 |
Prepared Portfolio 2015 |
Prepared Portfolio 2020 |
Prepared Portfolio 2025 |
Prepared Portfolio 2030 |
Prepared Portfolio 2035 |
Prepared Portfolio 2040 |
Prepared Portfolio 2045 |
Prepared Portfolio 2050 |
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* | See the prospectus for information on specific limitations on investments in the fund. |
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† | Mixed asset fund. |
BlackRock mutual funds are distributed by BlackRock Distributors, Inc. and certain funds are also distributed by FAM Distributors, Inc. You should consider the investment objectives, risks, charges and expenses of the funds under consideration carefully before investing. Each fund’s prospectus contains this and other information and is available at www.blackrock.com or by calling (800) 882-0052 or from your financial advisor. The prospectus should be read carefully before investing.
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BLACKROCK NEW YORK MUNICIPAL BOND FUND | JUNE 30, 2008 | 35 |

This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
BlackRock New York Municipal Bond Fund of
BlackRock Multi-State Municipal Series Trust
100 Bellevue Parkway
Wilmington, DE 19809

#10344-6/08
Item 2 – | Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of the period covered by this report, applicable to the registrant's principal executive officer, principal financial officer and principal accounting officer, or persons performing similar functions. During the period covered by this report, there have been no amendments to or waivers granted under the code of ethics. A copy of the code of ethics is available without charge at www.blackrock.com. |
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Item 3 – | Audit Committee Financial Expert – The registrant's board of directors or trustees, as applicable (the “board of directors”) has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent: Joe Grills (not reappointed to the Audit Committee, effective November 1, 2007) Robert M. Hernandez (term began, effective November 1, 2007) Robert S. Salomon, Jr. (term ended, effective November 1, 2007) Fred G. Weiss (term began, effective November 1, 2007) Richard R. West (term began, effective November 1, 2007) |
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| Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. |
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Item 4 – | Principal Accountant Fees and Services |
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| (a) Audit Fees | (b) Audit-Related Fees1 | (c) Tax Fees2 | (d) All Other Fees3 |
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| Current | Previous | Current | Previous | Current | Previous | Current | Previous |
| Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year |
Entity Name | End | End | End | End | End | End | End | End |
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BlackRock New | | | | | | | | |
York Municipal | $27,500 | $52,850 | $0 | $0 | $6,100 | $6,100 | $1,049 | $1,042 |
Bond Fund | | | | | | | | |
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1 The nature of the services include assurance and related services reasonably related to the performance of the audit of financial statements not included in Audit Fees.
2 The nature of the services include tax compliance, tax advice and tax planning.
3 The nature of the services include a review of compliance procedures and attestation thereto.
| (e)(1) Audit Committee Pre-Approval Policies and Procedures: |
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| The registrant’s audit committee (the “Committee”) has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the registrant’s affiliated service providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are a) consistent with the SEC’s auditor independence rules and b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”). The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operation or financial reporting of the registrant will only be |
| deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 for all of the registrants the Committee oversees. For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels. |
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| Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to one or more of its members the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels. |
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| (e)(2) None of the services described in each of Items 4(b) through (d) were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
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| (f) Not Applicable |
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| (g) Affiliates’ Aggregate Non-Audit Fees: |
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| Current Fiscal Year | Previous Fiscal Year |
Entity Name | End | End |
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BlackRock New York | | |
Municipal Bond Fund | $294,649 | $516,642 |
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| (h) The registrant’s audit committee has considered and determined that the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any non-affiliated sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by the registrant’s investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence. |
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| Regulation S-X Rule 2-01(c)(7)(ii) – $287,500, 0% |
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Item 5 – | Audit Committee of Listed Registrants – Not Applicable |
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Item 6 – | Investments |
| (a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this form. |
| (b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing. |
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Item 7 – | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable |
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Item 8 – | Portfolio Managers of Closed-End Management Investment Companies – Not Applicable |
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Item 9 – | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable |
Item 10 – | Submission of Matters to a Vote of Security Holders – The registrant’s Nominating and Governance Committee will consider nominees to the board of directors recommended by shareholders when a vacancy becomes available. Shareholders who wish to recommend a nominee should send nominations that include biographical information and set forth the qualifications of the proposed nominee to the registrant’s Secretary. There have been no material changes to these procedures. |
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Item 11 – | Controls and Procedures |
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11(a) – | The registrant’s principal executive and principal financial officers or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule -15(b) under the Securities Exchange Act of 1934, as amended. |
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11(b) – | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
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Item 12 – | Exhibits attached hereto |
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12(a)(1) – | Code of Ethics – See Item 2 |
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12(a)(2) – | Certifications – Attached hereto |
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12(a)(3) – | Not Applicable |
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12(b) – | Certifications – Attached hereto |
| Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. |
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| BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust |
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| By: | /s/ Donald C. Burke | |
| | Donald C. Burke |
| | Chief Executive Officer of |
| | BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust |
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| Date: August 22, 2008 |
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| Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. |
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| By: | /s/ Donald C. Burke | |
| | Donald C. Burke |
| | Chief Executive Officer (principal executive officer) of |
| | BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust |
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| Date: August 22, 2008 |
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| By: | /s/ Neal J. Andrews | |
| | Neal J. Andrews | |
| | Chief Financial Officer (principal financial officer) of |
| | BlackRock New York Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust |
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| Date: August 22, 2008 |