BlackRock 20/80 Target Allocation Fund, Investor A NCSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORMN-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:811-05742

Name of Fund: BlackRock Funds

BlackRock Advantage International Fund

BlackRock Advantage Large Cap Growth Fund

BlackRock Advantage Small Cap Growth Fund

BlackRockAll-Cap Energy & Resources Portfolio

BlackRock Energy & Resources Portfolio

BlackRock Health Sciences Opportunities Portfolio

BlackRock High Equity Income Fund

BlackRock International Dividend Fund

BlackRockMid-Cap Growth Equity Portfolio

BlackRock Technology Opportunities Fund

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Funds, 55 East 52^nd Street, New York, NY 10055

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

Date of fiscal year end: 09/30/2019

Date of reporting period: 03/31/2019

Item 1 – Report to Stockholders

MARCH 31, 2019


SEMI-ANNUAL REPORT (UNAUDITED)

BlackRock Funds^SM

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BlackRock All-Cap Energy & Resources Portfolio

▶

BlackRock Energy & Resources Portfolio

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from BlackRock or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

You may elect to receive all future reports in paper free of charge. If you hold accounts directly with BlackRock, you can call (800) 441-7762 to inform BlackRock that you wish to continue receiving paper copies of your shareholder reports. If you hold accounts through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Please note that not all financial intermediaries may offer this service. Your election to receive reports in paper will apply to all funds advised by BlackRock Advisors, LLC, BlackRock Fund Advisors or their affiliates, or all funds held with your financial intermediary, as applicable.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive electronic delivery of shareholder reports and other communications by: (i) accessing the BlackRock website at www.blackrock.com/edelivery and logging into your accounts, if you hold accounts directly with BlackRock, or (ii) contacting your financial intermediary, if you hold accounts through a financial intermediary. Please note that not all financial intermediaries may offer this service.


		Not FDIC Insured§ May Lose Value§ No Bank Guarantee

The Markets in Review

Dear Shareholder,

In the 12 months ended March 31, 2019, the U.S. equity and bond markets posted positive returns while weathering significant volatility. Though the market’s appetite for risk remained healthy for most of the reporting period, risk taking declined sharply in late 2018. Thereafter, global equity markets rebounded strongly, as inflation diminished and the U.S. Federal Reserve (the “Fed”) announced a shift to less restrictive monetary policy.

Volatility rose in emerging market stocks, as the rising U.S. dollar and higher interest rates in the U.S. disrupted economic growth abroad. U.S.-China trade relations and debt concerns adversely affected the Chinese stock market, while Turkey and Argentina became embroiled in currency crises, largely due to hyperinflation in both countries. An economic slowdown in Europe also led to negative performance for European equities. However, recent economic data indicates that Europe may emerge from its economic soft patch, reinvigorated by a manufacturing rebound and China’s economic stimulus.

Volatility in the U.S. equity market spiked in October, as a wide range of risks were brought to bear on markets, ranging from rising interest rates and slowing global growth to heightened trade tensions and political turmoil in several countries, including the United States. These risks manifested in a broad-based sell-off in December, leading to the worst December performance on record since 1931.

By comparison, fixed income securities delivered modest positive returns with relatively low volatility. In fixed income markets, short-term U.S. Treasury yields rose the fastest, while longer-term yields declined slightly. This led to positive returns for U.S. Treasuries and a substantial flattening of the yield curve. Investment-grade and high-yield corporate bonds also posted positive returns, as the credit fundamentals in corporate markets remained relatively solid.

The Fed increased short-term interest rates three times during the reporting period. For its last two meetings, the Fed left interest rates unchanged and signaled a slower pace of rate hikes in response to the global economic slowdown. Relatively low inflation and modest economic growth give the Fed room to maintain support for the economy until the economic data builds the case for changing interest rates.

Although fears of recession drove equity volatility higher at the end of 2018, we continue to believe the probability of recession in 2019 remains relatively low. Economic growth and global earnings are likely to slow somewhat in 2019 because the tax cut stimulus will be less pronounced, and the Fed’s rate hikes in 2018 will gain traction in 2019. We expect profit margins to continue to contract, which tends to happen late in the business cycle.

In addition, trade frictions look more baked into asset prices than a year ago, but markets may be overlooking European political risks. As Brexit moves forward, the United Kingdom and the European Union may face significant obstacles. Most recently, Britain’s Parliament voted to extend the deadline for the separation, as policy makers continue to seek the least disruptive ways to disentangle Europe’s second-largest economy from the European Union. U.S. and emerging market equities remain relatively attractive. Within U.S. equities, we believe that companies with high-quality earnings and strong balance sheets offer the most attractive risk/reward trade-off.

In this environment, investors need to think globally, extend their scope across a broad array of asset classes, and be nimble as market conditions change. We encourage you to talk with your financial advisor and visitblackrock.comfor further insight about investing in today’s markets.

Sincerely,

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC


Total Returns as of March 31, 2019
	6-month	12-month
U.S. large cap equities (S&P 500^® Index)	(1.72)%	9.50%
U.S. small cap equities (Russell 2000^® Index)	(8.56)	2.05
International equities (MSCI Europe, Australasia, Far East Index)	(3.81)	(3.71)
Emerging market equities (MSCI Emerging Markets Index)	1.71	(7.41)
3-month Treasury bills (ICE BofAML 3-Month U.S. Treasury Bill Index)	1.17	2.12
U.S. Treasury securities (ICE BofAML 10-Year U.S. Treasury Index)	7.08	5.59
U.S. investment grade bonds (Bloomberg Barclays U.S. Aggregate Bond Index)	4.63	4.48
Tax-exempt municipal bonds (S&P Municipal Bond Index)	4.32	5.12
U.S. high yield bonds (Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index)	2.39	5.93
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.


2		T H I S P A G E I S N O T P A R T O F Y O U R F U N D R E P O R T

Table of Contents


	Page

The Markets in Review		2
Semi-Annual Report:
Fund Summaries		4
About Fund Performance		8
Disclosure of Expenses		8
Derivative Financial Instruments		8
Financial Statements:
Schedules of Investments		9
Statements of Assets and Liabilities		13
Statements of Operations		15
Statements of Changes in Net Assets		16
Financial Highlights		17
Notes to Financial Statements		24
Trustee and Officer Information		35
Additional Information		36
Glossary of Terms Used in this Report		37

LOGO


			3


Fund Summary as of March 31, 2019		BlackRock All-Cap Energy & Resources Portfolio

Investment Objective

BlackRock All-Cap Energy & Resources Portfolio’s (the “Fund”)investment objective is to provide long-term growth of capital.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund underperformed its benchmark, the MSCI World Energy Index.

What factors influenced performance?

Energy stocks declined in the semi-annual period. All of the downturn occurred in the fourth quarter of 2018, when the sector was hit hard by the combination of falling oil prices and weakness in the broader global equity markets. Although the energy sector staged a strong rally in the first quarter of 2019, the recovery was not enough to make up for the earlier losses.

An overweight position in Encana Corp. was the largest detractor from relative performance, as the market penalized the company for the acquisition of Newfield Exploration Corp. An underweight position in Chevron Corp., whose results beat expectations for the first time in four quarters, was also a key detractor. Overweight positions in Devon Energy Corp. and Valero Energy Corp. were further detractors of note.

Stock selection in the oil services sub-sector added value, with underweight positions in Schlumberger Ltd. and National Oilwell Varco Corp. among the largest contributors to relative performance. Elsewhere, out-of-benchmark positions in TransCanada Corp. and Williams Cos. gained ground as efforts to relieve bottlenecks in the Permian Basin led to increased investment in infrastructure.

Describe recent portfolio activity.

Early in the period, the investment adviser took advantage of the aggressive sell-off in refining stocks by increasing the Fund’s exposure to the sub-sector by adding to Marathon Petroleum Corp. and Valero Energy Corp. The Fund also rotated its positioning in the exploration and production (“E&P”) industry by taking profits in international E&Ps that had performed well.

Describe portfolio positioning at period end.

The Fund had a neutral weighting in refining companies, while it was overweight in E&Ps and underweight in the integrated energy, oil services and distribution industries.

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

Portfolio Information


TEN LARGEST HOLDINGS
Security		Percent of Net Assets
Royal Dutch Shell PLC, Class A		13%
Exxon Mobil Corp.		11
BP PLC		9
TOTAL SA		8
ConocoPhillips		5
Suncor Energy, Inc.		4
TransCanada Corp.		4
Williams Cos., Inc.		4
Chevron Corp.		4
Marathon Petroleum Corp.		4


INDUSTRY ALLOCATION
Industry		Percent of Net Assets
Oil, Gas & Consumable Fuels		92%
Energy Equipment & Services		6
Short-Term Securities		2
Other Assets Less Liabilities		0

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease.


4		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock All-Cap Energy & Resources Portfolio

Performance Summary for the Period Ended March 31, 2019


				Average Annual Total Returns^(a)(b)
				1 Year						5 Years						10 Years
	6-Month Total Returns			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge
Institutional		(13.30	)%		(1.58	)%		N/A			(5.90	)%		N/A			3.78	%		N/A
Service		(13.58	)		(2.04	)		N/A			(6.29	)		N/A			3.36			N/A
Investor A		(13.53	)		(2.01	)		(7.15	)%		(6.29	)		(7.30	)%		3.35			2.79	%
Investor C		(13.85	)		(2.65	)		(3.62	)		(6.95	)		(6.95	)		2.61			2.61
MSCI World Energy Index^(c)		(10.36	)		1.82			N/A			(3.01	)		N/A			4.93			N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 8 for a detailed description of share classes, including any related sales charges and fees.

^(b)

Under normal market conditions, the Fund invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities).

^(c)

A free float-adjusted market capitalization index that represents the energy segment in global developed market equity performance.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual									Hypothetical^(b)
	Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Annualized Expense Ratio
Institutional		$	1,000.00		$	867.00		$	4.23		$	1,000.00		$	1,020.13		$	4.57		0.92	%
Service			1,000.00			864.20			6.14			1,000.00			1,018.07			6.65		1.34
Investor A			1,000.00			864.70			6.16			1,000.00			1,018.06			6.66		1.34
Investor C			1,000.00			861.50			9.48			1,000.00			1,014.48			10.25		2.06

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365.

See

“Disclosure of Expenses” on page 8 for further information on how expenses were calculated.


FUND SUMMARY			5


Fund Summary as of March 31, 2019		BlackRock Energy & Resources Portfolio

Investment Objective

BlackRock Energy & Resources Portfolio’s (the “Fund”)investment objective is to provide long-term growth of capital.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund outperformed the MSCI World Small and Mid-Cap Energy Index.

What factors influenced performance?

Stock selection in the exploration & production (“E&P”) sub-sector contributed positively to Fund performance, with overweight positions in Kosmos Energy Ltd. and Cabot Oil & Gas Corp. among the leading contributors to relative performance. Elsewhere, out-of-benchmark positions in TransCanada Corp. and Williams Cos. gained ground as efforts to relieve bottlenecks in the Permian Basin led to increased investment in infrastructure.

Describe recent portfolio activity.

Early in the period, the investment adviser took advantage of the aggressive sell-off in refining stocks by increasing the Fund’s exposure to the sub-sector by adding to Marathon Petroleum Corp. and Valero Energy Corp. The Fund also rotated its positioning in the E&P industry by taking profits in international E&Ps that had performed well.

Describe portfolio positioning at period end.

The Fund had a neutral weighting in integrated energy and refining companies, while it was overweight in E&Ps and underweight in the oil services and distribution industries.

Portfolio Information


TEN LARGEST HOLDINGS
Security		Percent of Net Assets
Marathon Oil Corp.		6%
Cabot Oil & Gas Corp.		5
Galp Energia SGPS SA		5
Williams Cos., Inc.		4
Pioneer Natural Resources Co.		4
TransCanada Corp.		4
Cimarex Energy Co.		4
Concho Resources, Inc.		4
Marathon Petroleum Corp.		4
Valero Energy Corp.		4


INDUSTRY ALLOCATION
Industry		Percent of Net Assets
Oil, Gas & Consumable Fuels		84%
Energy Equipment & Services		14
Short-Term Securities		2
Liabilities in Excess of Other Assets		0


6		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Energy & Resources Portfolio

Performance Summary for the Period Ended March 31, 2019


				Average Annual Total Returns^(a)(b)
				1 Year						5 Years						10 Years
	6-Month Total Returns			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge
Institutional		(19.31)	%		(6.74	)%		N/A			(14.10	)%		N/A			0.07	%		N/A
Investor A		(19.42)			(7.04	)		(11.92	)%		(14.36	)		(15.28	)%		(0.26	)		(0.79	)%
Investor C		(19.69)			(7.71	)		(8.63	)		(14.97	)		(14.97	)		(0.98	)		(0.98	)
MSCI World Small and Mid-Cap Energy Index^(c)		(21.99)			(8.03	)		N/A			(13.18	)		N/A			2.27			N/A

^(a)

^(b)

Under normal conditions, the Fund invests at least 80% of its total assets in equity securities of global energy and natural resources companies and companies in associated businesses, as well as utilities (such as gas, water, cable, electrical and telecommunications utilities).

^(c)

An index comprised of the energy sector constituents of the MSCI World SMID Index, a free float-adjusted market capitalization weighted index designed to measure the equity market performance of the mid and small cap developed market.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual									Hypothetical^(b)
	Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Annualized Expense Ratio
Institutional		$	1,000.00		$	806.90		$	4.53		$	1,000.00		$	1,019.65		$	5.06		1.02	%
Investor A			1,000.00			805.80			5.90			1,000.00			1,018.12			6.60		1.33
Investor C			1,000.00			803.10			9.11			1,000.00			1,014.55			10.18		2.05

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365.

See

“Disclosure of Expenses” on page 8 for further information on how expenses were calculated.


F U N D S U M M A R Y			7

About Fund Performance

Institutional Sharesare not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors.

Service Shares(available only in Blackrock All-Cap Energy & Resources Portfolio) are not subject to any sales charge. These shares are subject to a service fee of 0.25% per year (but no distribution fee) and are only available to certain eligible investors.

Investor A Sharesare subject to a maximum initial sales charge (front-end load) of 5.25% and a service fee of 0.25% per year (but no distribution fee). Certain redemptions of these shares may be subject to a contingent deferred sales charge (“CDSC”) where no initial sales charge was paid at the time of purchase. These shares are generally available through financial intermediaries.

Investor C Sharesare subject to a 1.00% CDSC if redeemed within one year of purchase. In addition, these shares are subject to a distribution fee of 0.75% per year and a service fee of 0.25% per year. These shares are generally available through financial intermediaries. Effective November 8, 2018, the Funds adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and thereafter, investors will be subject to lower ongoing fees.

Performance information reflects past performance and does not guarantee future results. Current performance may be lower or higher than the performance data quoted. Refer towww.blackrock.comto obtain performance data current to the most recent month-end. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Figures shown in the performance tables on the previous pages assume reinvestment of all distributions, if any, at net asset value (“NAV”) on the ex-dividend date. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Distributions paid to each class of shares will vary because of the different levels of service, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders.

BlackRock Advisors, LLC (the “Manager”), each Fund’s investment adviser, has contractually and/or voluntarily agreed to waive and/or reimburse a portion of the Fund’s expenses. Without such waiver and/or reimbursement, the Fund’s performance would have been lower. The Manager is under no obligation to continue waiving and/or reimbursing its fees and such voluntary waiver may be reduced or discontinued at any time after the applicable termination date of such agreement. See Note 6 of the Notes to Financial Statements for additional information on waivers and/or reimbursements.

Disclosure of Expenses

Shareholders of the Funds may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including investment advisory fees, administration fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses, and other fund expenses. The expense examples on the previous pages (which are based on a hypothetical investment of $1,000 invested on October 1, 2018 and held through March 31, 2019), are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.

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

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

The expenses shown in the expense examples are intended to highlight shareholders’ ongoing costs only and do not reflect transactional expenses, such as sales charges, if any. Therefore, the hypothetical examples are useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.

Derivative Financial Instruments

The Funds may invest in various derivative financial instruments. These instruments are used to obtain exposure to a security, commodity, index, market and/or other assets without owning or taking physical custody of securities, commodities and/or other referenced assets or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity and/or other risks. Derivative financial instruments may give rise to a form of economic leverage and involve risks, including the imperfect correlation between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the instrument. The Funds’ successful use of a derivative financial instrument depends on the investment adviser’s ability to predict pertinent market movements accurately, which cannot be assured. The use of these instruments may result in losses greater than if they had not been used, may limit the amount of appreciation a Fund can realize on an investment and/or may result in lower distributions paid to shareholders. The Funds’ investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.


8		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited)

March 31, 2019

BlackRock All-Cap Energy & Resources Portfolio

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 97.6%

Energy Equipment & Services — 5.6%
Baker Hughes a GE Co.		43,816	$	1,214,579
Halliburton Co.		49,916		1,462,539
Patterson-UTI Energy, Inc.		25,578		358,604
Schlumberger Ltd.		19,580		853,101

				3,888,823

Oil, Gas & Consumable Fuels — 92.0%
Anadarko Petroleum Corp.		34,317		1,560,737
BP PLC		812,952		5,903,262
Cairn Energy PLC^(a)		267,401		563,569
Canadian Natural Resources Ltd.		72,168		1,981,400
Chevron Corp.		20,437		2,517,430
CNOOC Ltd.		386,000		718,994
Concho Resources, Inc.		18,378		2,039,223
ConocoPhillips		47,550		3,173,487
EOG Resources, Inc.		24,048		2,288,889
EQT Corp.		37,755		783,039
Exxon Mobil Corp.		95,232		7,694,746
Galp Energia SGPS SA		61,723		989,035
Hess Corp.		7,650		460,759
Kosmos Energy Ltd.		150,152		935,447
Marathon Petroleum Corp.		41,112		2,460,553
Noble Energy, Inc.		51,941		1,284,501
Oil Search Ltd.		150,337		836,438


Security	Shares		Value

Oil, Gas & Consumable Fuels (continued)
Pioneer Natural Resources Co.		13,588	$	2,069,181
Royal Dutch Shell PLC, Class A		287,658		9,039,964
Suncor Energy, Inc.		91,720		2,972,569
TOTAL SA		99,196		5,520,216
TransCanada Corp.		62,959		2,827,702
Valero Energy Corp.		28,904		2,451,926
Williams Cos., Inc.		95,109		2,731,530

				63,804,597


Total Common Stocks — 97.6% (Cost: $60,015,565)				67,693,420


Total Long-Term Investments — 97.6% (Cost: $60,015,565)				67,693,420


Short-Term Securities — 2.4%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(b)(c)		1,652,961		1,652,961


Total Short-Term Securities — 2.4% (Cost: $1,652,961)				1,652,961


Total Investments — 100.0% (Cost: $61,668,526)				69,346,381


Other Assets Less Liabilities — 0.0%			1,043


Net Assets — 100.0%			$69,347,424

^(a)	Non-income producing security.

^(b)	Annualized 7-day yield as of period end.

^(c)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity		Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		1,325,434		327,527		1,652,961	$	1,652,961	$	8,634		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		—		—		—		—		166	^(b)		5		—

							$	1,652,961	$	8,800		$	5	$	—

^(a)

Includes net capital gain distributions, if applicable.

^(b)

Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.


S C H E D U L E O F I N V E S T M E N T S			9

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock All-Cap Energy & Resources Portfolio

(Percentages shown are based on Net Assets)

Derivative Financial Instruments Categorized by Risk Exposure

For the six months ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts	Credit Contracts	Equity Contracts	Foreign Currency Exchange Contracts	Interest Rate Contracts	Other Contracts	Total
Forward foreign currency exchange contracts	$ —	$ —	$ —	$ 327	$ —	$ —	$ 327

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts: Average amounts purchased — in USD	$	—	^(a)

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Energy Equipment & Services	$	3,888,823	$	—	$	—	$	3,888,823
Oil, Gas & Consumable Fuels		40,233,119		23,571,478		—		63,804,597
Short-Term Securities		1,652,961		—		—		1,652,961

	$	45,774,903	$	23,571,478	$	—	$	69,346,381

During the six months ended March 31, 2019, there were no transfers between levels.

See notes to financial statements.


10		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited)

March 31, 2019

BlackRock Energy & Resources Portfolio

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 98.0%

Energy Equipment & Services — 14.1%
Baker Hughes a GE Co.		103,749	$	2,875,922
Halliburton Co.		85,532		2,506,088
Patterson-UTI Energy, Inc.		255,852		3,587,045
Poseidon Concepts Corp.^(a)		35,081		7
Precision Drilling Corp.^(a)		347,733		824,869
TechnipFMC PLC		103,322		2,430,133
Tenaris SA		225,045		3,170,233

				15,394,297

Oil, Gas & Consumable Fuels — 83.9%
Anadarko Petroleum Corp.		77,522		3,525,701
Cabot Oil & Gas Corp.		203,221		5,304,068
Cairn Energy PLC^(a)		1,257,531		2,650,346
Cheniere Energy, Inc.^(a)		52,449		3,585,414
Cimarex Energy Co.		63,314		4,425,649
Concho Resources, Inc.		38,531		4,275,400
Devon Energy Corp.		86,533		2,730,981
Diamondback Energy, Inc.		14,641		1,486,501
Encana Corp.		454,681		3,293,532
EQT Corp.		158,418		3,285,589
Equitrans Midstream Corp.^(b)		122,425		2,666,416
Galp Energia SGPS SA		307,237		4,923,093
Green Plains, Inc.		58,034		968,007
Hess Corp.		36,557		2,201,828
HollyFrontier Corp.		74,513		3,671,256
Kosmos Energy Ltd.		625,342		3,895,881
Longview Energy Co. (Acquired 8/13/04, cost $1,281,000)^(c)(d)		85,400		163,114


Security	Shares		Value

Oil, Gas & Consumable Fuels (continued)
Lundin Petroleum AB		85,042	$	2,879,693
Marathon Oil Corp.		406,764		6,797,026
Marathon Petroleum Corp.		67,262		4,025,631
Noble Energy, Inc.		144,422		3,571,556
Oil Search Ltd.		629,371		3,501,664
Pioneer Natural Resources Co.		30,206		4,599,770
TransCanada Corp.		100,210		4,500,770
Valero Energy Corp.		46,886		3,977,339
Williams Cos., Inc.		160,270		4,602,954

				91,509,179

Total Long-Term Investments — 98.0% (Cost: $103,494,531)				106,903,476


Short-Term Securities — 2.4%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(e)(g)		2,473,881		2,473,881
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(e)(f)(g)		145,156		145,185


Total Short-Term Securities — 2.4% (Cost: $2,619,041)				2,619,066


Total Investments — 100.4% (Cost: $106,113,572)				109,522,542

Liabilities in Excess of Other Assets — (0.4)%				(384,979	)


Net Assets — 100.0%			$109,137,563

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $163,114, representing 0.1% of its net assets as of period end, and an original cost of $1,281,000.

^(e)	Annualized 7-day yield as of period end.

^(f)	Security was purchased with the cash collateral from loaned securities.

^(g)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		1,009,593		1,464,288			2,473,881	$	2,473,881	$	12,533		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		6,567,316		(6,422,160	)		145,156		145,185		381	^(b)		188		(77	)

								$	2,619,066	$	12,914		$	188	$	(77	)

^(a)

Includes net capital gain distributions, if applicable.

^(b)


S C H E D U L E O F I N V E S T M E N T S			11

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Energy & Resources Portfolio

Derivative Financial Instruments Categorized by Risk Exposure

For the six months ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts	Credit Contracts	Equity Contracts	Foreign Currency Exchange Contracts	Interest Rate Contracts	Other Contracts	Total
Forward foreign currency exchange contracts	$ —	$ —	$ —	$ (295)	$ —	$ —	$ (295)

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts: Average amounts purchased — in USD	$	—	^(a)

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Energy Equipment & Services	$	12,224,057	$	3,170,240	$	—	$	15,394,297
Oil, Gas & Consumable Fuels		77,391,269		13,954,796		163,114		91,509,179
Short-Term Securities		2,473,881		—		—		2,473,881

Subtotal	$	92,089,207	$	17,125,036	$	163,114	$	109,377,357

Investments Valued at NAV^(a)								145,185

Total Investments							$	109,522,542

^(a)

Certain investments of the Fund were valued using net asset value (“NAV”) per share as no quoted market value was available and therefore have been excluded from the fair value hierarchy.

During the six months ended March 31, 2019, there were no transfers between levels.

See notes to financial statements.


12		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Assets and Liabilities (unaudited)

March 31, 2019


	BlackRock All-Cap Energy & Resources Portfolio			BlackRock Energy & Resources Portfolio

ASSETS
Investments at value — unaffiliated^(a)(b)	$	67,693,420		$	106,903,476
Investments at value — affiliated^(c)		1,652,961			2,619,066
Cash		—			25
Foreign currency at value^(d)		95,702			61,874
Receivables:
Capital shares sold		21,061			60,211
Dividends — affiliated		2,366			3,083
Dividends — unaffiliated		124,637			71,265
Securities lending income — affiliated		—			29
From the Manager		4,459			16,220
Prepaid expenses		44,589			31,292

Total assets		69,639,195			109,766,541


LIABILITIES
Cash collateral on securities loaned at value		—			145,074
Payables:
Board realignment and consolidation		1,521			—
Capital shares redeemed		63,037			171,617
Investment advisory fees		29,610			70,084
Trustees’ and Officer’s fees		2,702			3,277
Other accrued expenses		48,341			53,839
Other affiliates		2,750			3,393
Printing fees		23,893			26,959
Professional fees		44,681			34,547
Service and distribution fees		17,506			28,527
Transfer agent fees		57,730			91,661

Total liabilities		291,771			628,978

NET ASSETS	$	69,347,424		$	109,137,563


NET ASSETS CONSIST OF
Paid-in capital	$	98,688,356		$	358,067,566
Accumulated loss		(29,340,932	)		(248,930,003	)

NET ASSETS	$	69,347,424		$	109,137,563


^(a) Investments at cost — unaffiliated	$	60,015,565		$	103,494,531
^(b) Securities loaned at value	$	—		$	148,692
^(c) Investments at cost — affiliated	$	1,652,961		$	2,619,041
^(d) Foreign currency at cost	$	95,883		$	61,722


F I N A N C I A L S T A T E M E N T S			13

Statements of Assets and Liabilities (unaudited) (concluded)

March 31, 2019


	BlackRock All-Cap Energy & Resources Portfolio		BlackRock Energy & Resources Portfolio

NET ASSET VALUE

Institutional
Net assets	$	19,383,071	$	13,666,275

Shares outstanding^(a)		1,869,860		752,111

Net asset value	$	10.37	$	18.17


Service
Net assets	$	660,399		—

Shares outstanding^(a)		65,033		—

Net asset value	$	10.15		—


Investor A
Net assets	$	38,937,058	$	84,116,804

Shares outstanding^(a)		3,855,292		5,406,651

Net asset value	$	10.10	$	15.56


Investor C
Net assets	$	10,366,896	$	11,354,484

Shares outstanding^(a)		1,063,589		1,043,070

Net asset value	$	9.75	$	10.89

^(a)	Unlimited number of shares authorized, $0.001 par value.

See notes to financial statements.


14		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Operations (unaudited)

Six Months Ended March 31, 2019


	BlackRock All-Cap Energy & Resources Portfolio			BlackRock Energy & Resources Portfolio

INVESTMENT INCOME
Dividends — unaffiliated	$	1,277,023		$	966,965
Dividends — affiliated		8,634			12,533
Securities lending income — affiliated — net		166			381
Foreign taxes withheld		(85,491	)		(18,301	)

Total investment income		1,200,332			961,578


EXPENSES
Investment advisory		260,444			420,433
Service and distribution — class specific		109,858			169,189
Transfer agent — class specific		74,281			147,446
Professional		36,532			40,734
Registration		33,160			30,204
Administration		14,758			23,824
Printing		14,459			21,085
Accounting services		19,679			20,874
Administration — class specific		6,950			11,235
Custodian		8,272			5,613
Trustees and Officer		4,841			5,379
Board realignment and consolidation		5,474			7,576
Recoupment of past waived and/or reimbursed fees — class specific		71			—
Miscellaneous		6,350			6,203

Total expenses		595,129			909,795
Less:
Administration fees waived — class specific		(6,887	)		(11,235	)
Transfer agent fees waived and/or reimbursed — class specific		(32,426	)		(114,570	)
Fees waived and/or reimbursed by the Manager		(84,785	)		(16,258	)

Total expenses after fees waived and/or reimbursed		471,031			767,732

Net investment income		729,301			193,846


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		(717,197	)		(2,309,172	)
Investments — affiliated		5			188
Forward foreign currency exchange contracts		327			(295	)
Foreign currency transactions		9,736			1,849

		(707,129	)		(2,307,430	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		(11,288,244	)		(26,200,346	)
Investments — affiliated		—			(77	)
Foreign currency translations		(1,939	)		(282	)

		(11,290,183	)		(26,200,705	)

Realized and unrealized loss		(11,997,312	)		(28,508,135	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(11,268,011	)	$	(28,314,289	)

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S			15

Statements of Changes in Net Assets


	BlackRock All-Cap Energy & Resources Portfolio						BlackRock Energy & Resources Portfolio
	Six Months Ended 03/31/19 (unaudited)			Year Ended 09/30/18			Six Months Ended 03/31/19 (unaudited)			Year Ended 09/30/18
INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	729,301		$	1,240,184		$	193,846		$	(96,036	)
Net realized gain (loss)		(707,129	)		4,631,867			(2,307,430	)		(9,128,654	)
Net change in unrealized appreciation (depreciation)		(11,290,183	)		4,804,889			(26,200,705	)		27,889,742

Net increase (decrease) in net assets resulting from operations		(11,268,011	)		10,676,940			(28,314,289	)		18,665,052


DISTRIBUTIONS TO SHAREHOLDERS^(a)(b)
Institutional		(495,974	)		(495,032	)		(68,700	)		(576,362	)
Service		(12,604	)		(15,288	)		—			—
Investor A		(998,577	)		(1,116,732	)		(253,877	)		(1,490,046	)
Investor C		(71,490	)		(477,396	)		—			(234,733	)

Decrease in net assets resulting from distributions to shareholders		(1,578,645	)		(2,104,448	)		(322,577	)		(2,301,141	)


CAPITAL SHARE TRANSACTIONS
Net increase (decrease) in net assets derived from capital share transactions		(4,183,189	)		(9,313,635	)		(18,695,638	)		(51,254,631	)


NET ASSETS^(b)
Total increase (decrease) in net assets		(17,029,845	)		(741,143	)		(47,332,504	)		(34,890,720	)
Beginning of period		86,377,269			87,118,412			156,470,067			191,360,787

End of period	$	69,347,424		$	86,377,269		$	109,137,563		$	156,470,067

^(a)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(b)	Prior year distribution character information and undistributed (distributions in excess of) net investment income has been modified or removed to conform with current year Regulation S-X presentation changes. Refer to Note 12 for this prior year information.

See notes to financial statements.


16		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock All-Cap Energy & Resources Portfolio

	Institutional
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)				2018			2017			2016			2015			2014

Net asset value, beginning of period	$	12.34			$	11.13		$	11.06		$	9.91		$	16.26		$	15.28

Net investment income^(a)		0.13				0.23			0.31	^(b)		0.22			0.23			0.19
Net realized and unrealized gain (loss)		(1.79	)			1.30			0.04			1.17			(6.34	)		0.90

Net increase (decrease) from investment operations		(1.66	)			1.53			0.35			1.39			(6.11	)		1.09

Distributions from net investment income^(c)		(0.31	)			(0.32	)		(0.28	)		(0.24	)		(0.24	)		(0.11	)


Net asset value, end of period	$	10.37			$	12.34		$	11.13		$	11.06		$	9.91		$	16.26


Total Return^(d)
Based on net asset value		(13.30	)%^(e)			14.08	%		2.98	%		14.33	%		(37.94	)%		7.16	%


Ratios to Average Net Assets
Total expenses		1.31	%^(f)			1.29	%		1.25	%		1.18	%		1.11	%^(g)		1.00	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		0.91	%^(f)			0.92	%		0.91	%		0.95	%		0.96	%		0.96	%

Net investment income		2.58	%^(f)			1.97	%		2.89	%^(b)		2.16	%		1.75	%		1.15	%


Supplemental Data
Net assets, end of period (000)	$	19,383			$	22,255		$	18,703		$	25,123		$	20,753		$	36,865

Portfolio turnover rate		17	%			37	%		14	%		66	%		51	%		71	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.10 per share and 0.92%, respectively, resulting from a special dividend.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			17

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock All-Cap Energy & Resources Portfolio (continued)

	Service
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)				2018			2017			2016			2015			2014

Net asset value, beginning of period	$	12.05			$	10.88		$	10.81		$	9.65		$	15.81		$	14.87

Net investment income^(a)		0.10				0.17			0.25	^(b)		0.17			0.17			0.12
Net realized and unrealized gain (loss)		(1.75	)			1.28			0.04			1.14			(6.16	)		0.88

Net increase (decrease) from investment operations		(1.65	)			1.45			0.29			1.31			(5.99	)		1.00

Distributions from net investment income^(c)		(0.25	)			(0.28	)		(0.22	)		(0.15	)		(0.17	)		(0.06	)


Net asset value, end of period	$	10.15			$	12.05		$	10.88		$	10.81		$	9.65		$	15.81


Total Return^(d)
Based on net asset value		(13.58	)%^(e)			13.63	%		2.58	%		13.77	%		(38.17	)%		6.72	%


Ratios to Average Net Assets
Total expenses^(f)		1.57	%^(g)			1.55	%		1.50	%		1.51	%		1.41	%		1.35	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.33	%^(g)			1.34	%		1.33	%		1.36	%		1.38	%		1.34	%

Net investment income		2.07	%^(g)			1.51	%		2.35	%^(b)		1.67	%		1.33	%		0.77	%


Supplemental Data
Net assets, end of peiod (000)	$	660			$	599		$	628		$	787		$	1,025		$	2,046

Portfolio turnover rate		17	%			37	%		14	%		66	%		51	%		71	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.10 per share and 0.92%, respectively, resulting from a special dividend.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Includes recoupment of past waived and/or reimbursed fee. Excluding the recoupment of past waived and/or reimbursed fees for the six months ended March 31, 2019, the ratio would have been 1.55%.

^(g)	Annualized.

See notes to financial statements.


18		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock All-Cap Energy & Resources Portfolio (continued)

	Investor A
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	11.99		$	10.83		$	10.76		$	9.63		$	15.77		$	14.85

Net investment income^(a)		0.11			0.17			0.26	^(b)		0.17			0.17			0.12
Net realized and unrealized gain (loss)		(1.75	)		1.27			0.03			1.14			(6.15	)		0.86

Net increase (decrease) from investment operations		(1.64	)		1.44			0.29			1.31			(5.98	)		0.98

Distributions from net investment income^(c)		(0.25	)		(0.28	)		(0.22	)		(0.18	)		(0.16	)		(0.06	)


Net asset value, end of period	$	10.10		$	11.99		$	10.83		$	10.76		$	9.63		$	15.77


Total Return^(d)
Based on net asset value		(13.53	)%^(e)		13.59	%		2.57	%		13.88	%		(38.17	)%		6.65	%


Ratios to Average Net Assets
Total expenses		1.69	%^(f)		1.65	%		1.60	%		1.55	%		1.48	%^(g)		1.40	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.33	%^(f)		1.34	%		1.33	%		1.36	%		1.38	%		1.38	%

Net investment income		2.18	%^(f)		1.52	%		2.42	%^(b)		1.72	%		1.33	%		0.73	%


Supplemental Data
Net assets, end of period (000)	$	38,937		$	41,644		$	43,765		$	59,065		$	51,005		$	91,625

Portfolio turnover rate		17	%		37	%		14	%		66	%		51	%		71	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.10 per share and 0.92%, respectively, resulting from a special dividend.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			19

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock All-Cap Energy & Resources Portfolio (continued)

	Investor C
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	11.39		$	10.30		$	10.23		$	9.14		$	14.94		$	14.10

Net investment income^(a)		0.06			0.09			0.17	^(b)		0.09			0.07			0.00	^(c)
Net realized and unrealized gain (loss)		(1.64	)		1.22			0.03			1.08			(5.82	)		0.84

Net increase (decrease) from investment operations		(1.58	)		1.31			0.20			1.17			(5.75	)		0.84

Distributions from net investment income^(d)		(0.06	)		(0.22	)		(0.13	)		(0.08	)		(0.05	)		—


Net asset value, end of period	$	9.75		$	11.39		$	10.30		$	10.23		$	9.14		$	14.94


Total Return^(e)
Based on net asset value		(13.85	)%^(f)		12.90	%		1.84	%		12.91	%		(38.60	)%		5.96	%


Ratios to Average Net Assets
Total expenses^(g)		2.36	%^(h)		2.36	%		2.32	%		2.28	%		2.18	%		2.12	%

Total expenses after fees waived and/or reimbursed and paid indirectly		2.05	%^(h)		2.06	%		2.05	%		2.09	%		2.10	%		2.10	%

Net investment income (loss)		1.14	%^(h)		0.80	%		1.66	%^(b)		1.00	%		0.61	%		0.00	%


Supplemental Data
Net assets, end of period (000)	$	10,367		$	21,878		$	23,996		$	31,847		$	32,693		$	63,133

Portfolio turnover rate		17	%		37	%		14	%		66	%		51	%		71	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.10 per share and 0.92%, respectively, resulting from a special dividend.

^(c)	Amount is less than $0.005 per share.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(f)	Aggregate total return.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016			2015		2014
Expense ratios		—		—		—		2.27	%		—		2.10	%

^(h)	Annualized.

See notes to financial statements.


20		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Energy & Resources Portfolio

		Institutional
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period		$	22.63		$	20.42		$	22.15		$	19.44		$	37.89		$	37.36

Net investment income (loss)^(a)			0.06			0.06			0.23	^(b)		0.07			0.03			(0.17	)
Net realized and unrealized gain (loss)			(4.43	)		2.44			(1.96	)		2.64			(18.48	)		0.70

Net increase (decrease) from investment operations			(4.37	)		2.50			(1.73	)		2.71			(18.45	)		0.53

Distributions from net investment income^(c)			(0.09	)		(0.29	)		—			—			—			—


Net asset value, end of period		$	18.17		$	22.63		$	20.42		$	22.15		$	19.44		$	37.89


Total Return^(d)
Based on net asset value			(19.31	)%^(e)		12.40	%		(7.81	)%		13.94	%		(48.69	)%		1.42	%


Ratios to Average Net Assets
Total expenses^(f)			1.20	%^(g)		1.08	%		1.04	%^(h)		1.10	%^(h)		1.11	%^(h)		1.03	%

Total expenses after fees waived and/or reimbursed and paid indirectly^(f)			. 1.01	%^(g)		1.02	%		1.02	%		1.05	%		1.07	%		1.02	%

Net investment income (loss)^(f)			0.71	%^(g)		0.28	%		1.14	%^(b)		0.35	%		0.12	%		(0.43	)%


Supplemental Data
Net assets, end of period (000)		$	13,666		$	24,508		$	45,734		$	74,778		$	65,091		$	92,994

Portfolio turnover rate			13	%		26	%		12	%		44	%		55	%		56	%


^(a) Based on average shares outstanding. ^(b) Net investment income per share and the ratio of net investment income to average net assets includes $0.16 per share and 0.90%, respectively, resulting from a special dividend. ^(c) Distributions for annual periods determined in accordance with U.S. federal income tax regulations. ^(d) Where applicable, assumes the reinvestment of distributions. ^(e) Aggregate total return. ^(f) Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

	Investments in underlying funds		—			—			—			—			—			0.01	%


^(g)Annualized.
^(h)Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

	Expense ratios		—			—			1.01	%		1.06	%		1.10	%		—

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			21

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Energy & Resources Portfolio (continued)

		Investor A
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period		$	19.37		$	17.51		$	19.05		$	16.77		$	32.79		$	32.42

Net investment income (loss)^(a)			(0.03	)		(0.00	)^(b)		0.15	^(c)		0.01			(0.04	)		(0.25	)
Net realized and unrealized gain (loss)			(3.79	)		2.09			(1.69	)		2.27			(15.98	)		0.62

Net increase (decrease) from investment operations			(3.76	)		2.09			(1.54	)		2.28			(16.02	)		0.37

Distributions from net investment income^(d)			(0.05	)		(0.23	)		—			—			—			—


Net asset value, end of period		$	15.56		$	19.37		$	17.51		$	19.05		$	16.77		$	32.79


Total Return^(e)
Based on net asset value			(19.42	)%^(f)		12.05	%		(8.09	)%		13.60	%		(48.86	)%		1.14	%


Ratios to Average Net Assets
Total expenses^(g)			1.57	%^(h)		1.48	%		1.45	%		1.43	%⁽ⁱ⁾		1.39	%⁽ⁱ⁾		1.31	%⁽ⁱ⁾

Total expenses after fees waived and/or reimbursed and paid indirectly^(g)			1.32	%^(h)		1.33	%		1.33	%		1.36	%		1.37	%		1.31	%

Net investment income (loss)^(g)			0.40	%^(h)		(0.01	)%		0.84	%^(c)		0.04	%		(0.16	)%		(0.72	)%


Supplemental Data
Net assets, end of period (000)		$	84,117		$	111,263		$	120,881		$	165,504		$	150,863		$	353,706

Portfolio turnover rate			13	%		26	%		12	%		44	%		55	%		56	%


^(a) Based on average shares outstanding. ^(b) Amount is greater than $(0.005) per share. ^(c) Net investment income per share and the ratio of net investment income to average net assets includes $0.16 per share and 0.90%, respectively, resulting from a special dividend. ^(d) Distributions for annual periods determined in accordance with U.S. federal income tax regulations. ^(e) Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions. ^(f) Aggregate total return. ^(g) Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

	Investments in underlying funds		—			—			—			—			—			0.01	%


^(h)Annualized.
⁽ⁱ⁾Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

See notes to financial statements.


22		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Energy & Resources Portfolio (continued)

		Investor C
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period		$	13.56		$	12.31		$	13.49		$	11.96		$	23.56		$	23.47

Net investment income (loss)^(a)			(0.02	)		(0.09	)		0.01	^(b)		(0.08	)		(0.15	)		(0.36	)
Net realized and unrealized gain (loss)			(2.65	)		1.46			(1.19	)		1.61			(11.45	)		0.45

Net increase (decrease) from investment operations			(2.67	)		1.37			(1.18	)		1.53			(11.60	)		0.09

Distributions from net investment income^(c)			—			(0.12	)		—			—			—			—


Net asset value, end of period		$	10.89		$	13.56		$	12.31		$	13.49		$	11.96		$	23.56


Total Return^(d)
Based on net asset value			(19.69	)%^(e)		11.26	%		(8.75	)%		12.79	%		(49.24	)%		0.38	%


Ratios to Average Net Assets
Total expenses^(f)			2.32	%^(g)		2.25	%		2.22	%^(h)		2.22	%^(h)		2.13	%^(h)		2.06	%^(h)

Total expenses after fees waived and/or reimbursed and paid indirectly^(f)			. 2.04	%^(g)		2.05	%		2.05	%		2.08	%		2.09	%		2.05	%

Net investment income (loss)^(f)			(0.43	)%^(g)		(0.74	)%		0.08	%^(b)		(0.68	)%		(0.88	)%		(1.47	)%


Supplemental Data
Net assets, end of period (000)		$	11,354		$	20,698		$	24,727		$	38,086		$	37,967		$	83,948

Portfolio turnover rate			13	%		26	%		12	%		44	%		55	%		56	%


^(a) Based on average shares outstanding. ^(b) Net investment income per share and the ratio of net investment income to average net assets includes $0.16 per share and 0.90%, respectively, resulting from a special dividend. ^(c) Distributions for annual periods determined in accordance with U.S. federal income tax regulations. ^(d) Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions. ^(e) Aggregate total return. ^(f) Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:
		Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
		Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

	Investments in underlying funds		—			—			—			—			—			0.01	%


^(g) Annualized.
^(h) Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2014, the ratio would have been 2.05%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			23

Notes to Financial Statements (unaudited)

1.	*ORGANIZATION*

BlackRock Funds^SM (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as anopen-end management investment company. The Trust is organized as a Massachusetts business trust. The following, each of which is a series of the Trust, are referred to herein collectively as the “Funds” or individually, as a “Fund”:


Fund Name	Herein Referred To As	Diversification Classification
BlackRockAll-Cap Energy & Resources Portfolio	All-Cap Energy & Resources	Non-diversified
BlackRock Energy & Resources Portfolio	Energy & Resources	Non-diversified

Each Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions, except that certain classes bear expenses related to the shareholder servicing and distribution of such shares. Institutional and Service Shares are sold without a sales charge and only to certain eligible investors. Investor A Shares are generally sold with an initial sales charge, and may be subject to a contingent deferred sales charge (“CDSC”) for certain redemptions where no initial sales charge was paid at the time of purchase. Investor C Shares may be subject to a CDSC. However, the CDSC does not apply to redemptions by certain employer-sponsored retirement plans or to redemptions of shares acquired through the reinvestment of dividends and capital gains by existing shareholders. Service, Investor A and Investor C bear certain expenses related to shareholder servicing of such shares, and Investor C Shares also bear certain expenses related to the distribution of such shares. Investor A and Investor C Shares are generally available through financial intermediaries. Effective November 8, 2018, the Funds adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and, thereafter, investors will be subject to lower ongoing fees. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures (except that Investor C shareholders may vote on material changes to the Investor A distribution and service plan).


Share Class	Initial Sales Charge	CDSC			Conversion Privilege
Institutional and Service Shares	No		No		None
Investor A Shares	Yes		No	^(a)	None
Investor C Shares	No		Yes		To Investor A Shares after approximately 10 years

^(a)

Investor A Shares may be subject to a CDSC for certain redemptions where no initial sales charge was paid at the time of purchase.

The Funds, together with certain other registered investment companies advised by the BlackRock Advisors, LLC (the “Manager”) or its affiliates, are included in a complex of equity, multi-asset, index and money market funds referred to as the BlackRock Multi-Asset Complex.

2.	*SIGNIFICANT ACCOUNTING POLICIES*

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Foreign Currency Translation:Each Fund’s books and records are maintained in U.S. dollars. Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates determined as of the close of trading on the New York Stock Exchange (“NYSE”). Purchases and sales of investments are recorded at the rates of exchange prevailing on the respective dates of such transactions. Generally, when the U.S. dollar rises in value against a foreign currency, the investments denominated in that currency will lose value; the opposite effect occurs if the U.S. dollar falls in relative value.

Each Fund does not isolate the portion of the results of operations arising as a result of changes in the exchange rates from the changes in the market prices of investments held or sold for financial reporting purposes. Accordingly, the effects of changes in exchange rates on investments are not segregated in the Statements of Operations from the effects of changes in market prices of those investments, but are included as a component of net realized and unrealized gain (loss) from investments. Each Fund reports realized currency gains (losses) on foreign currency related transactions as components of net realized gain (loss) for financial reporting purposes, whereas such components are generally treated as ordinary income for U.S. federal income tax purposes.

Segregation and Collateralization:In cases where a Fund enters into certain investments (e.g., forward foreign currency exchange contracts) that would be treated as “senior securities” for 1940 Act purposes, a Fund may segregate or designate on its books and records cash or liquid assets having a market value at least equal to the amount of its future obligations under such investments. Doing so allows the investment to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, the Funds may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments or obligations.

Distributions:Distributions paid by the Funds are recorded on theex-dividend date. The character and timing of distributions are determined in accordance with U.S.federal income tax regulations, which may differ from U.S. GAAP.

Recent Accounting Standards:In August 2018, the Financial Accounting Standards Board issued Accounting Standards Update2018-13 “Changes to the Disclosure


24		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

Requirements for Fair Value Measurement” which modifies disclosure requirements for fair value measurements. The guidance is effective for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. Management continues to evaluate the impact of this guidance to the Funds.

Indemnifications:In the normal course of business, a Fund enters into contracts that contain a variety of representations that provide general indemnification. A Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against a Fund, which cannot be predicted with any certainty.

Other:Expenses directly related to a Fund or its classes are charged to that Fund or the applicable class. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods. Expenses directly related to the Funds and other shared expenses prorated to the Funds are allocated daily to each class based on its relative net assets or other appropriate methods.

The Funds have an arrangement with their custodian whereby credits are earned on uninvested cash balances, which could be used to reduce custody fees and/or overdraft charges. The Funds may incur charges on certain uninvested cash balances and overdrafts, subject to certain conditions.

3.	*INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS*

Investment Valuation Policies:The Funds’ investments are valued at fair value (also referred to as “market value” within the financial statements) as of the close of trading on the NYSE (generally 4:00 p.m., Eastern time or if the reporting date falls on a day the NYSE is closed, investments are valued at fair value as of the period end). U.S. GAAP defines fair value as the price the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Funds determine the fair values of their financial instruments using various independent dealers or pricing services under policies approved by the Board of Trustees of the Trust (the “Board”). The BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) is the committee formed by management to develop global pricing policies and procedures and to oversee the pricing function for all financial instruments.

Fair Value Inputs and Methodologies:The following methods and inputs are used to establish the fair value of each Fund’s assets and liabilities:

•

Equity investments traded on a recognized securities exchange are valued at the official closing price each day, if available. For equity investments traded on more than one exchange, the official closing price on the exchange where the stock is primarily traded is used. Equity investments traded on a recognized exchange for which there were no sales on that day may be valued at the last available bid (long positions) or ask (short positions) price.

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the NYSE. Occasionally, events affecting the values of such instruments may occur between the foreign market close and the close of trading on the NYSE that may not be reflected in the computation of each Fund’s net assets. Each business day, the Funds use a pricing service to assist with the valuation of certain foreign exchange-traded equity securities and foreign exchange-traded andover-the-counter (“OTC”) options (the “Systematic Fair Value Price”). Using current market factors, the Systematic Fair Value Price is designed to value such foreign securities and foreign options at fair value as of the close of trading on the NYSE, which follows the close of the local markets.

•

Investments inopen-end U.S. mutual funds are valued at net asset value (“NAV”) each business day.

•

The Funds value their investment in SL Liquidity Series, LLC, Money Market Series (the “Money Market Series”) at fair value, which is ordinarily based upon their pro rata ownership in the underlying fund’s net assets. The Money Market Series seeks current income consistent with maintaining liquidity and preserving capital. Although the Money Market Series is not registered under the 1940 Act, its investments may follow the parameters of investments by a money market fund that is subject to Rule2a-7 under the 1940 Act.

•

Forward foreign currency exchange contracts are valued at the mean between the bid and ask prices and are determined as of the close of trading on the NYSE. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available.

If events (e.g., a company announcement, market volatility or a natural disaster) occur that are expected to materially affect the value of such investments, or in the event that the application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, or its delegate, in accordance with a policy approved by the Board as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Global Valuation Committee will include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Global Valuation Committee, or its delegate, seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in anarm’s-length transaction. Fair value determinations shall be based upon all available factors that the Global Valuation Committee, or its delegate, deems relevant and consistent with the principles of fair value measurement.

The Global Valuation Committee, or its delegate, employs various methods for calibrating valuation approaches for investments where an active market does not exist, including regular due diligence of each Fund’s pricing vendors, regular reviews of key inputs and assumptions, transactional back-testing or disposition analysis to compare unrealized gains and losses to realized gains and losses, reviews of missing or stale prices and large movements in market values and reviews of any market related activity. The pricing of all Fair Valued Investments is subsequently reported to the Board or a committee thereof on a quarterly basis. As a result of the inherent uncertainty in valuation of these investments, the fair values may differ from the values that would have been used had an active market existed.

For investments in equity or debt issued by privately held companies or funds (“Private Company” or collectively, the “Private Companies”) and other Fair Valued Investments, the fair valuation approaches that are used by third party pricing services utilize one or a combination of, but not limited to, the following inputs.


N O T E S T O F I N A N C I A L S T A T E M E N T S			25

Notes to Financial Statements (unaudited) (continued)


		Standard Inputs Generally Considered By Third Party Pricing Services

Market approach		(i) recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers;

		(ii) recapitalizations and other transactions across the capital structure; and
		(iii) market multiples of comparable issuers.
Income approach		(i) future cash flows discounted to present and adjusted as appropriate for liquidity, credit, and/or market risks;
		(ii) quoted prices for similar investments or assets in active markets; and
		(iii) other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates.
Cost approach		(i) audited or unaudited financial statements, investor communications and financial or operational metrics issued by the Private Company;
		(ii) changes in the valuation of relevant indices or publicly traded companies comparable to the Private Company;
		(iii) relevant news and other public sources; and
		(iv) known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

Investments in series of preferred stock issued by Private Companies are typically valued utilizing market approach in determining the enterprise value of the company. Such investments often contain rights and preferences that differ from other series of preferred and common stock of the same issuer. Valuation techniques such as an option pricing model (“OPM”), a probability weighted expected return model (“PWERM”) or a hybrid of those techniques are used in allocating enterprise value of the company, as deemed appropriate under the circumstances. The use of OPM and PWERM techniques involve a determination of the exit scenarios of the investment in order to appropriately allocate the enterprise value of the company among the various parts of its capital structure.

The Private Companies are not subject to the public company disclosure, timing, and reporting standards as other investments held by a Fund. Typically, the most recently available information by a Private Company is as of a date that is earlier than the date a Fund is calculating its NAV. This factor may result in a difference between the value of the investment and the price a Fund could receive upon the sale of the investment.

Fair Value Hierarchy:Various inputs are used in determining the fair value of investments and derivative financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial statement purposes as follows:

•

Level 1 — Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that each Fund has the ability to access

•

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

•

Level 3 — Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including each Fund’s own assumptions used in determining the fair value of investments and derivative financial instruments)

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Global Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by Private Companies. There may not be a secondary market, and/or there are a limited number of investors. Level 3 investments may also be adjusted to reflect illiquidity and/ornon-transferability, with the amount of such discount estimated by the Global Valuation Committee in the absence of market information.

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with each Fund’s policy, transfers between different levels of the fair value hierarchy are deemed to have occurred as of the beginning of the reporting period. The categorization of a value determined for investments and derivative financial instruments is based on the pricing transparency of the investments and derivative financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

As of March 31, 2019, certain investments of the Energy & Resources were valued using NAV as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

4.	*SECURITIES AND OTHER INVESTMENTS*

Securities Lending:Certain Funds may lend their securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and maintains with the Funds collateral consisting of cash, an irrevocable letter of credit issued by a bank, or securities issued or guaranteed by the U.S. Government. The initial collateral received by each Fund is required to have a value of at least 102% of the current value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current market value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund, or excess collateral returned by the Fund, on the next business day. During the term of the loan, the Funds are entitled to all distributions made on or in respect of the loaned securities, but do not receive interest income on securities received as collateral. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.


26		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

respectively. As of period end, any securities on loan were collateralized by cash and/or U.S. Government obligations. Cash collateral invested by the securities lending agent, BlackRock Investment Management, LLC (“BIM”), if any, is disclosed in the Schedules of Investments.

Securities lending transactions are entered into by the Funds under Master Securities Lending Agreements (each, an “MSLA”), which provide the right, in the event of default (including bankruptcy or insolvency), for thenon-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, each Fund, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell orre-pledge the loaned securities, and a Fund can reinvest cash collateral received in connection with loaned securities. Upon an event of default, the parties’ obligations to return the securities or collateral to the other party are extinguished, and the parties can resell orre-pledge the loaned securities or the collateral received in connection with the loaned securities in order to satisfy the defaulting party’s net payment obligation for all transactions under the MSLA. The defaulting party remains liable for any deficiency.

As of period end, the following table is a summary of Energy & Resources’ securities lending agreements by counterparty which are subject to offset under an MSLA:


Energy & Resources
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)		Net Amount^(b)
State Street Bank & Trust Company	$	148,692	$	(145,074)	$	3,618

^(a)

Cash collateral with a value of $145,074 has been received in connection with securities lending agreements for Energy & Resources. Collateral received in excess of the value of securities loaned from the individual counterparty, if any, is not shown for financial reporting purposes in the tables above.

^(b)

The market value of the loaned securities is determined as of March 31, 2019. Additional collateral is delivered to the Fund on the next business day in accordance with the MSLA. The net amount would be subject to the borrower default indemnity in the event of default by the counterparty.

The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Funds benefit from a borrower default indemnity provided by BIM. BIM’s indemnity allows for full replacement of the securities loaned if the collateral received does not cover the value on the securities loaned in the event of borrower default. Each Fund could incur a loss if the value of an investment purchased with cash collateral falls below the market value of loaned securities or if the value of an investment purchased with cash collateral falls below the value of the original cash collateral received.

5.	*DERIVATIVE FINANCIAL INSTRUMENTS*

The Funds engage in various portfolio investment strategies using derivative contracts both to increase the returns of the Funds and/or to manage their exposure to certain risks such as credit risk, equity risk, interest rate risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are included in the Schedules of Investments. These contracts may be transacted on an exchange or OTC.

Forward Foreign Currency Exchange Contracts:Forward foreign currency exchange contracts are entered into to gain or reduce exposure to foreign currencies (foreign currency exchange rate risk).

A forward foreign currency exchange contract is an agreement between two parties to buy and sell a currency at a set exchange rate on a specified date. These contracts help to manage the overall exposure to the currencies in which some of the investments held by the Funds are denominated and in some cases, may be used to obtain exposure to a particular market.

The contract ismarked-to-market daily and the change in market value is recorded as unrealized appreciation (depreciation) in the Statements of Assets and Liabilities. When a contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the value at the time it was opened and the value at the time it was closed.Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The use of forward foreign currency exchange contracts involves the risk that the value of a forward foreign currency exchange contract changes unfavorably due to movements in the value of the referenced foreign currencies. Cash amounts pledged for forward foreign currency exchange contracts are considered restricted and are included in cash pledged as collateral for OTC derivatives in the Statements of Assets and Liabilities.

6.	*INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES*

Investment Advisory:The Trust, on behalf of the Funds, entered into an Investment Advisory Agreement with the Manager, the Funds’ investment adviser and an indirect, wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), to provide investment advisory services. The Manager is responsible for the management of each Fund’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of each Fund.

For such services, each Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of each Fund’s net assets:



Average Daily Net Assets	Investment Advisory Fees

First $1 Billion		0.750	%
$1 Billion — $2 Billion		0.700
$2 Billion — $3 Billion		0.675
Greater than $3 Billion		0.650


N O T E S T O F I N A N C I A L S T A T E M E N T S			27

Notes to Financial Statements (unaudited) (continued)

With respect toAll-Cap Energy & Resources and Energy & Resources, the Manager entered into separatesub-advisory agreements with BlackRock International Limited (“BIL”), an affiliate of the Manager. The Manager pays BIL for services it provides for that portion of each Fund for which BIL acts assub-adviser, a monthly fee that is equal to a percentage of the investment advisory fees paid by each Fund to the Manager.

Service and Distribution Fees:The Trust, on behalf of the Funds, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule12b-1 under the 1940 Act, each Fund pays BRIL 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 relevant share class of each Fund as follows:


	Service			Investor A			Investor C

Service Fee		0.25	%		0.25	%		0.25	%
Distribution Fee		—			—			0.75

BRIL and broker-dealers, pursuant tosub-agreements with BRIL, provide shareholder servicing and distribution services to the Funds. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to shareholders.

For the six months ended March 31, 2019, the following table shows the class specific service and distribution fees borne directly by each share class of each Fund:


	Service		Investor A		Investor C		Total
All-Cap Energy & Resources	$	648	$	46,866	$	62,344	$	109,858
Energy & Resources		—		104,957		64,232		169,189

Administration:The Trust, on behalf of the Funds, entered into an Administration Agreement with the Manager, an indirect, wholly-owned subsidiary of BlackRock, to provide administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of each Fund. The administration fee, which is shown as administration in the Statements of Operations, is paid at the annual rates below.



Average Daily Net Assets	Administration Fee

First $500 Million		0.0425	%
$500 Million — $1 Billion		0.0400
$1 Billion — $2 Billion		0.0375
$2 Billion — $4 Billion		0.0350
$4 Billion — $13 Billion		0.0325
Greater than $13 Billion		0.0300

In addition, the Manager charges each of the share classes an administration fee, which is shown as administration — class specific in the Statements of Operations, at an annual rate of 0.02% of the average daily net assets of each respective class.

For the six months ended March 31, 2019, the following table shows the class specific administration fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources	$	1,868	$	52	$	3,772	$	1,258	$	6,950
Energy & Resources		1,450		—		8,482		1,303		11,235

Transfer Agent:Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Funds withsub-accounting, recordkeeping,sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the six months ended March 31, 2019, the Funds did not pay any amounts to affiliates in return for these services.

The Manager maintains a call center that is responsible for providing certain shareholder services to the Funds. Shareholder services include responding to inquiries and processing purchases and sales based upon instructions from shareholders. For the six months ended March 31, 2019, each Fund reimbursed the Manager the following amounts for costs incurred in running the call center, which are included in transfer agent — class specific in the Statements of Operations:


	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources	$	535	$	—	$	6,064	$	982	$	7,581
Energy & Resources		637		—		14,059		1,681		16,377

For the six months ended March 31, 2019, the following table shows the class specific transfer agent fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources	$	12,583	$	342	$	49,621	$	11,735	$	74,281
Energy & Resources		11,603		—		118,004		17,839		147,446

Other Fees:For the six months ended March 31, 2019, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of each Fund’s Investor A Shares as follows:



All-Cap Energy & Resources	$	1,358
Energy & Resources.		1,396


28		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

For the six months ended March 31, 2019, affiliates received CDSCs as follows:


	Investor A		Investor C
All-Cap Energy & Resources		$ 9		$1,524
Energy & Resources		—		1,202

Expense Limitations, Waivers, Reimbursements and Recoupments:With respect to each Fund, the Manager voluntarily agreed to waive its investment advisory fees by the amount of investment advisory fees each Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”). The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitations described below will be reduced by the amount of the affiliated money market fund waiver. These amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts waived were as follows:



All-Cap Energy & Resources	$	270
Energy & Resources		394

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of each Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through January 31, 2020. The contractual agreement may be terminated upon 90 days’ notice by a majority of the trustees who are not “interested persons” of a Fund, as defined in the 1940 Act (“Independent Trustees”), or by a vote of a majority of the outstanding voting securities of a Fund. For the six months ended March 31, 2019, there were no fees waived and/or reimbursed by the Manager pursuant to this agreement.

With respect to each Fund, the Manager agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of each Fund’s business (“expense limitation”). The current expense limitations as a percentage of average daily net assets are as follows:



	All-Cap Energy & Resources		Energy & Resources
	Contractual^(a)	Voluntary^(b)	Contractual^(a)	Voluntary^(b)
Institutional	0.96%	0.91%	1.07%	1.01%
Service	1.38	1.33	N/A	N/A
Investor A	1.38	1.33	1.38	1.32
Investor C	2.10	2.05	2.10	2.04

^(a)

The Manager has agreed not to reduce or discontinue this contractual waiver or reimbursement prior to January 31, 2020 unless approved by the Board, including a majority of the Independent Trustees or by a vote of a majority of the outstanding voting securities of the Fund.

^(b)

The voluntary waiver or reimbursement may be reduced or discontinued at any time without notice.

Prior to June 1, 2018, with respect to Energy & Resources, the voluntary expense limitations as a percentage of average daily net assets were as follows:



	Energy & Resources

	Contractual			Voluntary
Institutional		1.07	%		1.02	%
Service		N/A			N/A
Investor A		1.38			1.33
Investor C		2.10			2.05

These amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts waived and/or reimbursed were as follows:



All-Cap Energy & Resources	$	82,161
Energy & Resources		11,408

These amounts waived and/or reimbursed are administration fees waived — class specific, transfer agent fees waived and/or reimbursed — class specific, respectively, in the Statements of Operations. For the six months ended March 31, 2019, class specific expense waivers and/or reimbursements are as follows:


Administration Fees Waived	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources		$1,868		$ 1		$3,772		$1,246		$ 6,887
Energy & Resources		1,450		—		8,482		1,303		11,235

Transfer Agent Fees Waived and/or Reimbursed	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources		$12,583		—		$17,347		$ 2,496		$ 32,426
Energy & Resources		11,082		—		88,886		14,602		114,570


N O T E S T O F I N A N C I A L S T A T E M E N T S			29

Notes to Financial Statements (unaudited) (continued)

The Funds have incurred expenses in connection with the realignment and consolidation of the boards of trustees of certain BlackRock-advised funds. The Manager has voluntarily agreed to reimburse the Funds for all or a portion of such expenses, which amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts reimbursed were as follows:



All-Cap Energy & Resources	$	2,354
Energy & Resources		4,456

With respect to the contractual expense limitation, if during a Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver and/or reimbursement from the Manager, are less than the current expense limitation for that share class, the Manager is entitled to be reimbursed by such share class up to the lesser of: (a) the amount of fees waived and/or expenses reimbursed during those prior two fiscal years under the agreement and (b) an amount not to exceed either the current expense limitation of that share class or the expense limitation of the share class in effect at the time that the share class received the applicable waiver and/or reimbursement, provided that:

(1) the Fund, of which the share class is a part, has more than $50 million in assets for the fiscal year, and

(2) the Manager or an affiliate continues to serve as the Fund’s investment adviser or administrator.

This repayment applies only to the contractual expense limitation on net expenses and does not apply to the contractual investment advisory fee waiver described above or any voluntary waivers that may be in effect from time to time.

For the six months ended March 31, 2019, the Manager recouped the following fund level and class specific waivers and/or reimbursements previously recorded by the Funds:


	Institutional		Service		Investor A		Investor C		Total
All-Cap Energy & Resources		$—		$58		$—		$13		$71

On March 31, 2019, the fund level and class specific waivers and/or reimbursement subject to possible future recoupment under the expense limitation agreement are as follows:



	Expires September 30,
	2019		2020		2021

All-Cap Energy & Resources
Fund Level	$	110,869	$	119,328	$	64,800
Institutional		41,594		36,805		14,451
Service		53		118		1
Investor A		59,801		52,873		21,119
Investor C		31,273		23,763		3,742
Energy & Resources
Institutional		—		—		9,688
Investor A		91,305		96,778		80,573
Investor C		32,957		30,330		13,330

Securities Lending:The SEC has issued an exemptive order which permits BlackRock Investment Management, LLC (“BIM”), an affiliate of the Manager, to serve as securities lending agent for the Funds, subject to applicable conditions. As securities lending agent, BIM bears all operational costs directly related to securities lending. The Funds are responsible for expenses in connection with the investment of cash collateral received for securities on loan (the “collateral investment expenses”). The cash collateral is invested in a private investment company managed by the Manager or its affiliates. However, BIM has agreed to cap the collateral investment expenses of the private investment company to an annual rate of 0.04%. The investment adviser to the private investment company will not charge any advisory fees with respect to shares purchased by the Funds. The private investment company in which the cash collateral has been invested may, under certain circumstances, impose a liquidity fee of up to 2% of the value withdrawn or temporarily restrict withdrawals for up to 10 business days during a 90 day period, in the event that the private investment company’s weekly liquid assets fall below certain thresholds.

Securities lending income is equal to the total of income earned from the reinvestment of cash collateral, net of fees and other payments to and from borrowers of securities, and less the collateral investment expenses. Each Fund retains a portion of securities lending income and remits a remaining portion to BIM as compensation for its services as securities lending agent.

Pursuant to the current securities lending agreement for Energy & Resources, the Fund retains 73.5% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the Multi-Asset Complex in a calendar year exceeds a specified threshold, Energy & Resources, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 80% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

Pursuant to the current securities lending agreement forAll-Cap Energy & Resources, the Fund retains 82% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the Multi-Asset Complex in a calendar year exceeds a specified threshold,All-Cap Energy & Resources, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 85% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than


30		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

70% of the total of securities lending income plus the collateral investment expenses.

Prior to January 1, 2019, each Fund was subject to a different securities lending fee arrangement.

The share of securities lending income earned by each Fund is shown as securities lending income — affiliated — net in the Statements of Operations. For the six months ended March 31, 2019, each Fund paid BIM the following amounts for securities lending agent services:


All-Cap Energy & Resources	$	29
Energy & Resources		124

Trustees and Officers:Certain trustees and/or officers of the Trusts are trustees and/or officers of BlackRock or its affiliates. The Funds reimburse the Manager for a portion of the compensation paid to the Funds’ Chief Compliance Officer, which is included in Trustees and Officer in the Statements of Operations.

7.	*PURCHASES AND SALES*

For the six months ended March 31, 2019, purchases and sales of investments, excluding short-term securities, were as follows:


	All-Cap Energy & Resources		Energy & Resources
Purchases	$	11,832,848	$	14,517,026
Sales		17,772,657		33,900,412

8.	*INCOME TAX INFORMATION*

It is each Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required.

Each 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 each Fund’s U.S. federal tax returns generally remains open for each of the four years ended September 30, 2018. The statutes of limitations on each Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Funds as of March 31, 2019, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Funds’ financial statements.

As of September 30, 2018, the Funds had capital loss carryforwards, with no expiration dates, available to offset future realized capital gains as follows:


All-Cap Energy & Resources	$	32,362,253
Energy & Resources		247,656,278

As of March 31, 2019, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:


	All-Cap Energy & Resources			Energy & Resources
Tax cost	$	66,108,308		$	108,693,363

Gross unrealized appreciation	$	5,632,530		$	12,814,265
Gross unrealized depreciation		(2,394,457	)		(11,985,086	)

Net unrealized appreciation	$	3,238,073		$	829,179

9.	*BANK BORROWINGS*

The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a364-day, $2.25 billion credit agreement with a group of lenders. Under this agreement, the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of(a) one-month LIBOR (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum or (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed. The agreement expires in April 2019 unless extended or renewed. Participating Funds paid an upfront commitment fee of 0.02% on the total commitment amounts, in addition to administration, legal and arrangement fees, which are included in miscellaneous expenses in the Statements of Operations. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the six months ended March 31, 2019, the Funds did not borrow under the credit agreement.


N O T E S T O F I N A N C I A L S T A T E M E N T S			31

Notes to Financial Statements (unaudited) (continued)

10.

PRINCIPAL RISKS

In the normal course of business, certain Funds invest in securities or other instruments and may enter into certain transactions, and such activities subject each Fund to various risks, including among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. Each Fund’s prospectus provides details of the risks to which each Fund is subject.

The Funds may be exposed to additional risks when reinvesting cash collateral in money market funds that do not seek to maintain a stable NAV per share of $1.00, which may be subject to redemption gates or liquidity fees under certain circumstances.

Valuation Risk:The market values of equities, such as common stocks and preferred securities or an equity related investments, such as futures and options may decline due to a general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. A Fund may invest in illiquid investments. An illiquid investment is any investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. A Fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause each Fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of a Fund may lose value, regardless of the individual results of the securities and other instruments in which a Fund invests.

The price a Fund could receive upon the sale of any particular portfolio investment may differ from a Fund’s valuation of the investment, particularly for securities that trade in thin or volatile markets or that are valued using a fair valuation technique or a price provided by an independent pricing service. Changes to significant unobservable inputs and assumptions (i.e., publicly traded company multiples, growth rate, time to exit) due to the lack of observable inputs may significantly impact the resulting fair value and therefore a Fund’s results of operations. As a result, the price received upon the sale of an investment may be less than the value ascribed by a Fund, and a Fund could realize a greater than expected loss or lesser than expected gain upon the sale of the investment. A Fund’s ability to value its investments may also be impacted by technological issues and/or errors by pricing services or other third party service providers.

Counterparty Credit Risk:The Funds may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions. The Funds manage counterparty credit risk by entering into transactions only with counterparties that the Manager believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Funds to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Funds’ exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statements of Assets and Liabilities, less any collateral held by the Funds.

A derivative contract may suffer amark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

Concentration Risk:As of period end,All-Cap Energy & Resources and Energy & Resources invested a significant portion of their assets in securities in the energy sector. Changes in economic conditions affecting such sector would have a greater impact onAll-Cap Energy & Resources and Energy & Resources and could affect the value, income and/or liquidity of positions in such securities.

11.

CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:



	Six Months Ended 03/31/19							Year Ended 09/30/18
All-Cap Energy & Resources		Shares			Amount				Shares			Amount

Institutional
Shares sold			1,486,572		$	14,484,470				1,123,324		$	13,418,105
Shares issued in reinvestment of distributions			49,857			489,098				43,017			477,056
Shares redeemed			(1,469,587	)		(14,956,013	)			(1,043,928	)		(12,186,601	)

Net increase			66,842		$	17,555				122,413		$	1,708,560


Service
Shares sold			22,156		$	221,683				1,313		$	15,222
Shares issued in reinvestment of distributions			1,310			12,604				1,408			15,288
Shares redeemed			(8,154	)		(79,610	)			(10,737	)		(122,612	)

Net increase (decrease)			15,312		$	154,677				(8,016	)	$	(92,102	)


32		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)



		Six Months Ended 03/31/19							Year Ended 09/30/18
All-Cap Energy & Resources (continued)			Shares			Amount				Shares			Amount

Investor A
Shares issued from conversion^(a)				—		$	—				2,306		$	26,086
Shares sold and automatic conversion of shares				899,291			9,252,337				538,501			6,103,310
Shares issued in reinvestment distributions				102,248			978,519				101,381			1,095,931
Shares redeemed				(618,666	)		(6,066,124	)			(1,211,899	)		(13,767,989	)

Net increase (decrease)				382,873		$	4,164,732				(569,711	)	$	(6,542,662	)


Investor B
Shares converted^(a)				—		$	—				(2,317	)	$	(26,086	)
Shares redeemed and automatic conversion of shares				—			—				(209	)		(2,227	)

Net decrease				—		$	—				(2,526	)	$	(28,313	)


Investor C
Shares sold				41,972		$	391,793				131,415		$	1,424,430
Shares issued in reinvestment of distributions				7,436			68,862				45,312			467,616
Shares redeemed				(907,141	)		(8,980,808	)			(584,248	)		(6,251,164	)

Net decrease				(857,733	)	$	(8,520,153	)			(407,521	)	$	(4,359,118	)

Total Net Decrease				(392,706	)	$	(4,183,189	)			(865,361	)	$	(9,313,635	)


Energy & Resources
Institutional
Shares sold				456,295		$	8,046,135				457,282		$	9,910,528
Shares issued in reinvestment of distributions				3,144			53,928				16,417			336,886
Shares redeemed				(790,133	)		(15,574,830	)			(1,630,575	)		(33,771,364	)

Net decrease				(330,694	)	$	(7,474,767	)			(1,156,876	)	$	(23,523,950	)


Investor A
Shares issued from conversion^(a)				—		$	—				990		$	18,290
Shares sold and automatic conversion of shares	��			688,207			10,767,290				1,235,552			22,220,151
Shares issued in reinvestment of distributions				15,344			225,559				82,922			1,460,289
Shares redeemed				(1,040,087	)		(16,770,950	)			(2,480,220	)		(45,278,199	)

Net decrease				(336,536	)	$	(5,778,101	)			(1,160,756	)	$	(21,579,469	)


Investor B
Shares converted^(a)				—		$	—				(1,381	)	$	(18,290	)
Shares redeemed and automatic conversion of shares				—			—				(164	)		(2,126	)

Net increase (decrease)				—		$	—				(1,545	)	$	(20,416	)


Investor C
Shares sold				43,265		$	439,126				79,433		$	1,007,891
Shares issued in reinvestment of distributions				—			—				18,621			230,908
Shares redeemed				(526,408	)		(5,881,896	)			(580,492	)		(7,369,595	)

Net decrease				(483,143	)	$	(5,442,770	)			(482,438	)	$	(6,130,796	)

Total Net Decrease				(1,150,373	)	$	(18,695,638	)			(2,801,615	)	$	(51,254,631	)

^(a)

On December 27, 2017, the Funds’ Investor B Shares converted to Investor A Shares.

12.

REGULATIONS-X AMENDMENTS

On August 17, 2018, the SEC adopted amendments to certain disclosure requirements in Securities Act ReleaseNo. 33-10532, Disclosure Update and Simplification. The Funds have adopted the amendments pertinent to RegulationS-X in this shareholder report. The amendments impacted certain disclosure presentation on the Statements of Assets and Liabilities, Statements of Changes in Net Assets and Notes to the Financial Statements.


N O T E S T O F I N A N C I A L S T A T E M E N T S			33

Notes to Financial Statements (unaudited) (continued)

Prior year distribution information and undistributed net investment income in the Statements of Changes in Net Assets has been modified to conform to the current year presentation in accordance with the RegulationS-X changes.

Distributions for the year ended September 30, 2018 were classified as follows:


Share Class	Net Investment Income
All-Cap Energy & Resources
Institutional	$	495,032
Service		15,288
Investor A		1,116,732
Investor C		477,396
Energy & Resources
Institutional	$	576,362
Investor A		1,490,046
Investor C		234,733

Undistributed (distributions in excess of) net investment income forAll-Cap Energy & Resources and Energy & Resources as of September 30, 2018 were $1,201,797 and $(463,759).

13.

SUBSEQUENT EVENTS

Management’s evaluation of the impact of all subsequent events on the Fund’s financial statements was completed through the date the financial statements were issued and the following item was noted:

Effective April 18, 2019, the credit agreement was extended until April 2020 under the same terms.


34		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Trustee and Officer Information

Mark Stalnecker, Chair of the Board and Trustee

Bruce R. Bond, Trustee

Susan J. Carter, Trustee

Collette Chilton, Trustee

Neil A. Cotty, Trustee

Lena G. Goldberg, Trustee

Robert M. Hernandez, Trustee

Henry R. Keizer, Trustee

Cynthia A. Montgomery, Trustee

Donald C. Opatrny, Trustee

Joseph P. Platt, Trustee

Kenneth L. Urish, Trustee

Claire A. Walton, Trustee

Robert Fairbairn, Trustee

John M. Perlowski, Trustee, President and Chief Executive Officer

Thomas Callahan, Vice President

Jennifer McGovern, Vice President

Neal J. Andrews, Chief Financial Officer

Jay M. Fife, Treasurer

Charles Park, Chief Compliance Officer

John MacKessy, Anti-Money Laundering Compliance Officer

Benjamin Archibald, Secretary

At a special meeting of shareholders held on November 21, 2018, each Fund’s shareholders elected Trustees who took office on January 1, 2019. The newly elected Trustees include ten former Trustees and five individuals who served as directors/trustees of the funds in the BlackRock Equity-Bond Complex. Information regarding the individuals who began serving as Trustees effective January 1, 2019 can be found in the proxy statement for the special meeting of shareholders, which is available on the SEC’s EDGAR Database at http://www.sec.gov.

Investment Adviser and Administrator

BlackRock Advisors, LLC

Wilmington, DE 19809

Sub-Adviser

BlackRock International Limited

Edinburgh, EH3 8BL

United Kingdom

Accounting Agent and Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Wilmington, DE 19809

Custodian

The Bank of New York Mellon

New York, NY 10286

Independent Registered Public Accounting Firm

Deloitte & Touche LLP

Boston, MA 02116

Distributor

BlackRock Investments, LLC

New York, NY 10022

Legal Counsel

Sidley Austin LLP

New York, NY 10019-6018

Address of the Trust

100 Bellevue Parkway

Wilmington, DE 19809


TRUSTEE AND OFFICER INFORMATION			35

Additional Information

Proxy Results

A Special Meeting of Shareholders was held on November 21, 2018 for shareholders of record on September 24, 2018, to elect a Board of Trustees of the Trust. The newly elected Trustees took office effective January 1, 2019.

Shareholders approved the Trustees* of BlackRock Funds^SM with voting results as follows:


	Votes For		Votes Withheld
Bruce R. Bond		1,194,453,855		13,902,348
Susan J. Carter		1,196,552,121		11,804,082
Collette Chilton		1,196,528,363		11,827,840
Neil A. Cotty		1,196,166,120		12,190,083
Robert Fairbairn		1,193,957,290		14,398,913
Lena G. Goldberg		1,196,028,565		12,327,638
Robert M. Hernandez		1,194,378,100		13,978,103
Henry R. Keizer		1,195,228,758		13,127,445
Cynthia A. Montgomery		1,196,372,720		11,983,483
Donald C. Opatrny		1,195,869,847		12,486,356
John M. Perlowski		1,193,999,184		14,357,019
Joseph P. Platt		1,195,764,828		12,591,375
Mark Stalnecker		1,195,994,960		12,361,243
Kenneth L. Urish		1,195,716,210		12,639,993
Claire A. Walton		1,196,904,200		11,452,003

Denotes Trust-wide proposal and voting results.

The above Trustees, referred to as the BlackRock Multi-Asset Board, have also been elected to serve as trustees for other BlackRock-advised equity, multi-asset, index and money market funds.

General Information

Householding

The Funds 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 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 call the Fund at (800)441-7762.

Availability of Quarterly Schedule of Investments

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800)441-7762; (2) athttp://www.blackrock.com;and (3) on the SEC’s website at http://www.sec.gov.

Availability of Proxy Voting Record

Information about how the Funds voted proxies relating to securities held in the Funds’ portfolios during the most recent12-month period ended June 30 is available upon request and without charge (1) athttp://www.blackrock.comor by calling (800)441-7762 and (2) on the SEC’s website at http://www.sec.gov.

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup ofopen-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income andtax-exempt investing. Visithttp://www.blackrock.comfor more information.

Shareholder Privileges

Account Information

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


36		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Additional Information(continued)

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 balance is at least $10,000.

Retirement Plans

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

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding theirnon-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 personalnon-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 tonon-affiliated third parties anynon-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. Thesenon-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 tonon-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 thenon-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.

Glossary of Terms Used in this Report


Currency

USD		US Dollar


ADDITIONAL INFORMATION AND GLOSSARY OF TERMS USED IN THIS REPORT			37

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless preceded or accompanied 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.

LOGO


Eq-Allcap-3/19-SAR

MARCH 31, 2019


SEMI-ANNUAL REPORT (UNAUDITED)

BlackRock Funds^SM

▶

BlackRock Advantage Large Cap Growth Fund

▶

BlackRock Advantage Small Cap Growth Fund

▶

BlackRock Mid-Cap Growth Equity Portfolio

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of each Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from BlackRock or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.


		Not FDIC Insured • May Lose Value • No Bank Guarantee

The Markets in Review

Dear Shareholder,

Sincerely,

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC


Total Returns as of March 31, 2019
	6-month			12-month
U.S. large cap equities (S&P 500^® Index)		(1.72)	%		9.50	%
U.S. small cap equities (Russell 2000^® Index)		(8.56)			2.05
International equities (MSCI Europe, Australasia, Far East Index)		(3.81)			(3.71	)
Emerging market equities (MSCI Emerging Markets Index)		1.71			(7.41	)
3-month Treasury bills (ICE BofAML 3-Month U.S. Treasury Bill Index)		1.17			2.12
U.S. Treasury securities (ICE BofAML 10-Year U.S. Treasury Index)		7.08			5.59
U.S. investment grade bonds (Bloomberg Barclays U.S. Aggregate Bond Index)		4.63			4.48
Tax-exempt municipal bonds (S&P Municipal Bond Index)		4.32			5.12
U.S. high yield bonds (Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index)		2.39			5.93
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.


2		T H I S P A G E I S N O T P A R T O F Y O U R F U N D R E P O R T

Table of Contents


	Page
The Markets in Review		2
Semi-Annual Report:
Fund Summaries		4
About Fund Performance		10
Disclosure of Expenses		11
Derivative Financial Instruments		11
Financial Statements:
Schedules of Investments		12
Statements of Assets and Liabilities		27
Statements of Operations		29
Statements of Changes in Net Assets		30
Financial Highlights		31
Notes to Financial Statements		49
Trustee and Officer Information		64
Additional Information		65

LOGO


			3


Fund Summary as of March 31, 2019		BlackRock Advantage Large Cap Growth Fund

Investment Objective

BlackRock Advantage Large Cap Growth Fund’s (the “Fund”)investment objective is to seek long-term capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund underperformed its benchmark, the Russell 1000^® Growth Index.

What factors influenced performance?

The period was defined by two distinct market environments. The fourth quarter of 2018 saw a market sell-off driven by slowing global growth, hawkish comments by the Fed, heightened trade tensions and fears of approaching the end of the cycle. In contrast, the first quarter of 2019 featured a sharp rebound, sparked by hopes for more supportive central bank policies and an easing of global trade tensions. As both the fourth quarter sell-off and the first quarter rebound were largely driven by broad geopolitical and macro-economic factors, the market movements were often disconnected with the company-specific sentiment of sell-side analysts and informed market participants. This disconnect created a difficult environment for sentiment- and trend-based signals and resulted in these insights broadly detracting from relative performance for the period. For example, a signal identifying investor sentiment based on short positions of hedge funds detracted from relative returns, largely due to significant hedge fund de-risking throughout the fourth quarter. A machine-learned insight that gauges broker sentiment by analyzing sell-side research reports further detracted. Toward the end of the first quarter of 2019, increased recessionary fears created a difficult environment for value-based insights, as investors recognized that value stocks generally underperform growth stocks during market pullbacks. In this vein, some of the portfolio’s more conventional value insights struggled during the period. Of note, evaluating companies based on forward sales to enterprise value was one of the top detractors during the period. Lastly, among the Fund’s macro thematic signals, seeking to identify growing industries based on trends in online job postings detracted from relative performance for the period.

Despite the first quarter of 2019 market rebound, increasing indications that we are approaching the end of the market cycle has caused investors to re-focus on identifying quality companies with sustainable businesses. Although the portfolio’s sentiment insights were an overall drag on relative performance, several trending- and sentiment-based insights that provide more of a quality-based lens into companies were notable contributors, reflecting the previously noted shift into quality companies. In particular, a signal that conducts text-based analyses of management conference calls to determine longer-term trends in company fundamentals proved beneficial. An insight that gauges sentiment from informed bond investors contributed significantly as well, given interest rate volatility throughout the period. In addition to sentiment-based insights that provide an indirect quality lens, certain insights that provide a more direct measure of company quality were additive as well. For example, rewarding companies with founder-led ownership and management structures, an alternative measure of company quality, was a notable contributor to relative performance for the period. A text based insight that identifies discrepancies between executive comments and company regulatory filings, an alternative quality evaluation, proved beneficial as well.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. However, a number of new stock selection insights were added to the portfolio. Among these is an insight that captures the location of hotel booking trends and invests in related stocks most sensitive to those areas. The Fund also added a machine-learned signal that pulls from several alternative data sources to try and more accurately gauge consumer transactions.

Describe portfolio positioning at period end.

The Fund remained largely neutral with respect to its sector weights relative to the Russell 1000^® Growth Index. At the end of the period, the Fund had slight overweight positions in financials and industrials and slight underweight positions in consumer discretionary and communication services.


4		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Advantage Large Cap Growth Fund

Performance Summary for the Period Ended March 31, 2019


		Average Annual Total Returns^(a)(b)
		1 Year		5 Years		10 Years
	6-Month Total Returns	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge
Institutional	(4.21)%	9.22%	N/A	9.84%	N/A	14.21%	N/A
Service	(4.30)	8.90	N/A	9.53	N/A	13.87	N/A
Investor A	(4.31)	8.93	3.21%	9.51	8.33%	13.85	13.24%
Investor C	(4.68)	8.10	7.10	8.67	8.67	12.98	12.98
Class K	(4.16)	9.28	N/A	9.59	N/A	13.90	N/A
Class R	(4.43)	8.65	N/A	9.18	N/A	13.48	N/A
Russell 1000^® Growth Index^(c)	(2.34)	12.75	N/A	13.50	N/A	17.52	N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 10 for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain classes.

^(b)

Under normal circumstances, the Fund seeks to invest at least 80% of its net assets plus the amount of any borrowings for investment purposes in large cap equity securities of U.S. issuers and derivatives that have similar economic characteristics to such securities. The Fund’s total returns prior to June 12, 2017 are the returns of the Fund when it followed different investment strategies under the name BlackRock Flexible Equity Fund.

^(c)

An unmanaged index that measures the performance of the large cap growth segment of the U.S. equity universe and consists of those Russell 1000^® securities with higher price-to-book ratios and higher forecasted growth values.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$957.90		$2.99		$1,000.00		$1,021.60		$3.09		0.62	%
Service		1,000.00		957.00		4.19		1,000.00		1,020.38		4.32		0.87
Investor A		1,000.00		956.90		4.20		1,000.00		1,020.37		4.33		0.87
Investor C		1,000.00		953.20		7.82		1,000.00		1,016.65		8.08		1.62
Class K		1,000.00		958.40		2.74		1,000.00		1,021.86		2.82		0.57
Class R		1,000.00		955.70		5.41		1,000.00		1,019.12		5.59		1.12

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365. See “Disclosure of Expenses” on page 11 for further information on how expenses were calculated.

Portfolio Information

TEN LARGEST HOLDINGS


Security		Percent of Net Assets
Amazon.com, Inc.		7%
Apple Inc.		6
Microsoft Corp.		5
Facebook, Inc., Class A		3
Mastercard, Inc., Class A		3
Alphabet, Inc., Class C		3
UnitedHealth Group, Inc.		2
salesforce.com, Inc.		2
PepsiCo, Inc.		2
Alphabet, Inc., Class A		2

SECTOR ALLOCATION


Sector		Percent of Net Assets
Information Technology		34%
Health Care		14
Consumer Discretionary		14
Industrials		12
Communication Services		11
Financials		5
Consumer Staples		5
Real Estate		3
Materials		1
Short-Term Securities		1

For Fund compliance purposes, the Fund’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine sector sub-classifications for reporting ease.


F U N D S U M M A R Y			5


Fund Summary as of March 31, 2019		BlackRock Advantage Small Cap Growth Fund

Investment Objective

BlackRock Advantage Small Cap Growth Fund’s (the “Fund”)investment objective is to seek long-term capital growth.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund outperformed its benchmark, the Russell 2000^® Growth Index.

What factors influenced performance?

Overall, market performance was sharply bifurcated during the six-month period, with a substantial downturn in the fourth quarter of 2018 being followed by a strong rally in the first quarter of 2019. Encouragingly, the Fund’s performance outperformed the broader market during both quarters, with greater strength during the second half of the period.

The primary driver of the Fund’s performance throughout the period was strength across the stock selection model, particularly through the use of fundamental quality insights that provided most of the gains amid volatile markets. During the fourth quarter of 2018, concerns that corporate earnings had reached their peak for the business cycle prompted a shift in expectations about economic growth. Amid this volatility, traditional quality signals were able to navigate the market and deliver relative gains. Some of the top-performing insights were those that prefer stocks with lower volatility and lower levels of leverage. A complementary and continuously evolving theme that persisted throughout the period favored management quality, which benefited signals that perform text analyses of regulatory filings to identify changes to disclosures and compare content with press releases to determine how executives are potentially “spinning” results. These measures performed well, with particular strength across healthcare and real estate stocks.

The first quarter of 2019 brought a shift in investor sentiment back toward secular growth following a more dovish stance from central banks. This provided a strong tailwind to the market, helping it recover from losses during the previous quarter. Fundamental insights that have a stronger growth orientation performed noticeably better in this environment. From a quality standpoint, a signal that identifies companies with founding members still serving in operational roles was broadly additive. Similarly, an insight highlighting attractively priced growth stocks by comparing their research and development spending performed well across information technology (“IT”) stocks. As the market recovered, the Fund also benefited from gains across sentiment insights, which experienced a strong positive reversal after having struggled during the fourth quarter of 2018. In particular, signals that identify investor positioning performed well.

Despite broad gains across the stock selection model, certain insights detracted from the Fund’s relative performance. Unsurprisingly given multiple inflection points for the broader market, trend-based sentiment insights declined. This was most pronounced across text-based measures, especially those evaluating sell-side analysts. Positioning driven by the analyst community was caught off-guard by shifting investor expectations of corporate profitability in the fourth quarter of 2018, as analysts had expected growth trends to persist. The resulting pivot specifically affected the signal’s positioning in industrials and consumer discretionary stocks. Similarly, insights that capture consumer activity through foot traffic or transactional data declined during the period.

Additionally, insights that seek to identify attractively priced securities detracted from performance, extending a theme that has persisted for most of the current market cycle. This continued to affect performance adversely after the sharp pivot in the market toward secular growth during the first quarter of 2019. An insight that compares companies’ sales struggled across the industrials sector, and a signal that takes contrarian positions in stocks expecting a reversal of longer-term performance trends underperformed, as the shift toward more dovish monetary policy reestablished market trends and leaders. This insight struggled notably across consumer discretionary and IT stocks. Encouragingly, less traditional contrarian insights offset some of the losses from more traditional measures. Finally, there was some further weakness in the macro-thematic model as regional and currency-based insights slightly declined during the period.

Describe recent portfolio activity.

During the period, the Fund maintained a balanced allocation of risk across all of its major drivers of returns. However, there were a number of new stock selection insights added to the Fund. These included a sentiment insight that captures trends in hotel bookings in order to take positions in hotel stocks with the greatest exposure to where bookings are occurring. An additional sentiment insight incorporated a machine-learning component to various consumer insights, such as geolocation and credit transaction data, that translates those signals into tailored weightings at the individual stock level.

Describe portfolio positioning at period end.

Relative to the Russell 2000^® Growth Index, the Fund remained largely sector-neutral. The Fund had slight sector overweight positions at period end to real estate and communication services stocks, and slight sector underweights in materials and financials stocks.


6		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Advantage Small Cap Growth Fund

Performance Summary for the Period Ended March 31, 2019


		Average Annual Total Returns^(a)(b)
		1 Year		5 Years		10 Years
	6-Month Total Returns	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge
Institutional	(6.95)%	9.05%	N/A	7.67%	N/A	15.72%	N/A
Service	(7.11)	8.71	N/A	7.37	N/A	15.40	N/A
Investor A	(7.05)	8.81	3.09%	7.37	6.22%	15.35	14.73%
Investor C	(7.45)	7.89	7.25	6.54	6.54	14.42	14.42
Class K	(6.96)	9.04	N/A	7.67	N/A	15.72	N/A
Class R	(7.20)	8.46	N/A	7.13	N/A	15.15	N/A
Russell 2000^® Growth Index^(c)	(8.22)	3.85	N/A	8.41	N/A	16.52	N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 10 for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain classes.

^(b)

Under normal circumstances, the Fund will invest at least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of small cap companies and at least 80% of its net assets (plus any borrowings for investment purposes) in securities or instruments of issuers located in the United States.

^(c)

An unmanaged index that measures performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000^® Index companies with higher price-to-value ratios and higher forecasted growth values.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$930.50		$2.38		$1,000.00		$1,022.19		$2.49		0.50	%
Service		1,000.00		928.90		3.57		1,000.00		1,020.96		3.74		0.75
Investor A		1,000.00		929.50		3.57		1,000.00		1,020.96		3.74		0.75
Investor C		1,000.00		925.50		7.13		1,000.00		1,017.25		7.47		1.50
Class K		1,000.00		930.40		2.14		1,000.00		1,022.44		2.24		0.45
Class R		1,000.00		928.00		4.75		1,000.00		1,019.73		4.98		1.00

^(a)

^(b)

Portfolio Information

TEN LARGEST HOLDINGS


Security		Percent of Net Assets
SL Liquidity Series, LLC, Money Market Series^(a)		5%
Insperity, Inc.		2
EastGroup Properties, Inc.		2
Applied Industrial Technologies, Inc.		1
Texas Roadhouse, Inc.		1
Five Below, Inc.		1
BlackRock Liquidity Funds, T-Fund, Institutional Class		1
Comfort Systems USA, Inc.		1
Medidata Solutions, Inc.		1
Innospec, Inc.		1

^(a)

Security was purchased with the cash collateral from loaned securities..

SECTOR ALLOCATION


Sector		Percent of Net Assets
Health Care		27%
Information Technology		20
Industrials		17
Consumer Discretionary		15
Financials		6
Communication Services		4
Real Estate		4
Consumer Staples		3
Materials		2
Energy		1
Short-Term Securities		6
Liabilities in Excess of Other Assets		(5)


F U N D S U M M A R Y			7


Fund Summary as of March 31, 2019		BlackRock Mid-Cap Growth Equity Portfolio

Investment Objective

BlackRock Mid-Cap Growth Equity Portfolio’s (the “Fund”)investment objective is long-term capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund’s Institutional and Class K Shares performed in line with its benchmark, the Russell Midcap^® Growth Index, while the Fund’s Service, Investor A, Investor C and Class R Shares underperformed.

What factors influenced performance?

The largest contributor to performance over the period was stock selection in the industrials sector. Most notably, positioning in commercial services generated positive results within industrials. Stock selection in the financials sector also aided Fund returns, with positive contributions led by positioning in capital markets. Finally, an underweight to the energy sector and stock selection within health care contributed to relative Fund returns. Within health care an underweight to managed care companies proved most beneficial during the period.

The largest detractor over the period was stock selection in the communication services sector, where weakness was driven by positioning in entertainment and media companies. Stock selection in the consumer discretionary sector, specifically positioning in the hotel restaurants & leisure industry, weighed on relative performance as well. Finally, stock selection in the materials sector detracted from Fund results over the period, most notably holdings within the construction materials segment.

Describe recent portfolio activity.

Due to a combination of portfolio activity and market movements, the Fund’s allocation to the information technology and health care sectors increased modestly, while the weightings in industrials and communication services declined.

Describe portfolio positioning at period end.

Relative to the Russell Midcap^® Growth Index, at the end of the reporting period the Fund had overweight positions in the communications services, health care and real estate sectors. The Fund maintained underweight allocations to consumer discretionary, materials and energy sectors.

Portfolio Information

TEN LARGEST HOLDINGS


Security		Percent of Net Assets
IAC/InterActiveCorp		3%
Fair Isaac Corp.		3
Align Technology, Inc.		3
Xilinx, Inc.		2
CoStar Group, Inc.		2
SL Liquidity Series, LLC, Money Market Series^(a)		2
MSCI, Inc.		2
Copart, Inc.		2
SBA Communications Corp.		2
Live Nation Entertainment, Inc.		2

^(a)

Security was purchased with the cash collateral from loaned securities..

SECTOR ALLOCATION


Sector		Percent of Net Assets
Information Technology		33%
Health Care		15
Industrials		15
Communication Services		14
Consumer Discretionary		11
Financials		6
Real Estate		3
Consumer Staples		2
Short-Term Securities		4
Liabilities in Excess of Other Assets		(3)


8		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Mid-Cap Growth Equity Portfolio

Performance Summary for the Period Ended March 31, 2019


		Average Annual Total Returns^(a)(b)
		1 Year		5 Years		10 Years
	6-Month Total Returns	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge
Institutional	0.46%	16.80%	N/A	14.00%	N/A	18.58%	N/A
Service	0.37	16.54	N/A	13.68	N/A	18.14	N/A
Investor A	0.33	16.55	10.43%	13.66	12.44%	18.18	17.55%
Investor C	(0.03)	15.63	14.63	12.83	12.83	17.31	17.31
Class K	0.48	16.88	N/A	14.06	N/A	18.61	N/A
Class R	0.22	16.21	N/A	13.37	N/A	17.92	N/A
Russell Midcap^® Growth Index^(c)	0.49	11.51	N/A	10.89	N/A	17.60	N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 10 for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain classes.

^(b)

The Fund normally invests at least 80% of its net assets in equity securities issued by U.S. mid-capitalization companies, which Fund management believes have above-average earnings growth potential.

^(c)

An unmanaged index that consists of the bottom 800 securities of the Russell 1000^® Index with greater-than-average growth orientation as ranked by total market capitalization. Securities in the index generally have higher price-to-book and price-to-earnings ratios, lower dividend yields and higher forecasted growth values.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$1,004.60		$3.94		$1,000.00		$1,020.73		$3.97		0.80	%
Service		1,000.00		1,003.70		5.21		1,000.00		1,019.46		5.25		1.05
Investor A		1,000.00		1,003.30		5.17		1,000.00		1,019.49		5.22		1.05
Investor C		1,000.00		999.70		8.86		1,000.00		1,015.79		8.93		1.80
Class K		1,000.00		1,004.80		3.71		1,000.00		1,020.96		3.74		0.75
Class R		1,000.00		1,002.20		6.41		1,000.00		1,018.26		6.46		1.30

^(a)

^(b)


F U N D S U M M A R Y			9

About Fund Performance

Institutional and Class K Sharesare not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors. BlackRock Advantage Large Cap Growth Fund Class K Shares performance shown prior to the January 25, 2018 inception date is that of Investor A Shares. BlackRock Mid-Cap Growth Equity Portfolio Class K Shares performance shown prior to the March 28, 2016 inception date is that of Institutional Shares. BlackRock Advantage Small Cap Growth Fund Class K Shares performance shown prior to the January 25, 2018 inception date is that of Institutional Shares. The performance of the Funds’ Class K Shares would be substantially similar to Investor A Shares or Institutional Shares, as applicable, because the share classes of a Fund invest in the same portfolio of securities and performance would only differ to the extent that Class K Shares and Investor A Shares or Institutional Shares, as applicable, have different expenses. The actual returns of Class K Shares would have been higher than those of Investor A Shares or Institutional Shares, as applicable, because Class K Shares have lower expenses than Investor A Shares and Institutional Shares.

Service Sharesare not subject to any sales charge. These shares are subject to a service fee of 0.25% per year (but no distribution fee) and are only available to certain eligible investors.

Investor C Sharesare subject to a 1.00% CDSC if redeemed within one year of purchase. In addition, these shares are subject to a distribution fee of 0.75% per year and a service fee of 0.25% per year. These shares are generally available through financial intermediaries. Effective November 8, 2018, the Funds adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and, thereafter, investors will be subject to lower ongoing fees.

Class R Sharesare not subject to any sales charge. These shares are subject to a distribution fee of 0.25% per year and a service fee of 0.25% per year. These shares are available only to certain employer-sponsored retirement plans. BlackRock Advantage Large Cap Growth Fund Class R Share performance shown prior to Class R Shares inception date of July 30, 2010, is that of Investor A Shares and was restated to reflect Class R Shares fees. BlackRock Advantage Small Cap Growth Fund Class R Share performance shown prior to Class R Shares inception date of March 2, 2018, is that of Institutional Shares and was restated to reflect Class R Shares fees.

BlackRock Advisors, LLC (the “Manager”), each Fund’s investment adviser, has contractually and/or voluntarily agreed to waive and/or reimburse a portion of each Fund’s expenses. Without such waiver and/or reimbursement, each Fund’s performance would have been lower. The Manager is under no obligation to continue waiving and/or reimbursing its fees and such voluntary waiver may be reduced or discontinued at any time after the applicable termination date of such agreement. See Note 6 of the Notes to Financial Statements for additional information on waivers and/or reimbursements.


10		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Disclosure of Expenses

Shareholders of each Fund may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including investment advisory fees, administration fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses, and other fund expenses. The expense examples shown on the previous pages (which are based on a hypothetical investment of $1,000 invested on October 1, 2018 and held through March 31, 2019) are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.

Derivative Financial Instruments

The Funds may invest in various derivative financial instruments. These instruments are used to obtain exposure to a security, commodity, index, market, and/or other assets without owning or taking physical custody of securities, commodities and/or other referenced assets or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity and/or other risks. Derivative financial instruments may give rise to a form of economic leverage and involve risks, including the imperfect correlation between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the instrument. The Funds’ successful use of a derivative financial instrument depends on the investment adviser’s ability to predict pertinent market movements accurately, which cannot be assured. The use of these instruments may result in losses greater than if they had not been used, may limit the amount of appreciation a Fund can realize on an investment and/or may result in lower distributions paid to shareholders. The Funds’ investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.


D I S C L O S U R E O F E X P E N S E S A N D D E R I V A T I V E F I N A N C I A L I N S T R U M E N T S			11

Schedule of Investments (unaudited)

March 31, 2019

BlackRock Advantage Large Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 99.1%

Aerospace & Defense — 2.9%
Boeing Co.		30,311	$	11,561,222
General Dynamics Corp.		8,244		1,395,544
HEICO Corp., Class A		15,551		1,307,217
Raytheon Co.		48,230		8,781,718

				23,045,701

Air Freight & Logistics — 0.0%
C.H. Robinson Worldwide, Inc.		1,343		116,828


Airlines — 0.2%
Southwest Airlines Co.		25,674		1,332,737


Banks — 0.5%
BB&T Corp.		81,788		3,805,596
Citizens Financial Group, Inc.		15,485		503,262

				4,308,858

Beverages — 2.4%
Brown-Forman Corp., Class B		14,475		763,990
Keurig Dr Pepper, Inc.		10,781		301,545
Monster Beverage Corp.^(a)		68,459		3,736,492
PepsiCo, Inc.		118,644		14,539,822

				19,341,849

Biotechnology — 5.4%
AbbVie, Inc.		103,828		8,367,499
Amgen, Inc.		52,912		10,052,222
Biogen, Inc.^(a)		8,992		2,125,529
Celgene Corp.^(a)		41,916		3,954,355
Genomic Health, Inc.^(a)(b)		18,730		1,312,036
Gilead Sciences, Inc.		151,161		9,826,977
Incyte Corp.^(a)		16,239		1,396,716
Regeneron Pharmaceuticals, Inc.^(a)		7,050		2,894,871
Vertex Pharmaceuticals, Inc.^(a)		19,776		3,637,795

				43,568,000

Building Products — 0.5%
Allegion PLC		40,900		3,710,039


Capital Markets — 2.5%
Charles Schwab Corp.		263,285		11,258,067
Evercore, Inc., Class A		6,930		630,630
FactSet Research Systems, Inc.		13,346		3,313,411
Moelis & Co., Class A		43,269		1,800,423
TD Ameritrade Holding Corp.		65,156		3,257,148

				20,259,679

Chemicals — 0.6%
Air Products & Chemicals, Inc.		12,873		2,458,228
Cabot Corp.		1		42
Ecolab, Inc.		11,705		2,066,401

				4,524,671

Commercial Services & Supplies — 0.5%
Rollins, Inc.		31,835		1,324,973
Waste Management, Inc.		29,565		3,072,099

				4,397,072

Communications Equipment — 0.3%
Ciena Corp.^(a)		28,273		1,055,714
Motorola Solutions, Inc.		11,144		1,564,840

				2,620,554

Construction Materials — 0.1%
Vulcan Materials Co.		8,598		1,018,003


Consumer Finance — 0.9%
American Express Co.		48,089		5,256,128


Security	Shares		Value

Consumer Finance (continued)
Discover Financial Services		24,295	$	1,728,832

				6,984,960

Containers & Packaging — 0.4%
Westrock Co.		83,353		3,196,588


Diversified Consumer Services — 0.2%
H&R Block, Inc.		52,778		1,263,505


Diversified Financial Services — 0.2%
Berkshire Hathaway, Inc., Class B^(a)		8,486		1,704,753


Electrical Equipment — 1.4%
AMETEK, Inc.		13,161		1,091,968
Generac Holdings, Inc.^(a)		9,142		468,345
Rockwell Automation, Inc.		55,952		9,817,338

				11,377,651

Electronic Equipment, Instruments & Components — 1.2%
CDW Corp.		57,851		5,575,101
National Instruments Corp.		90,001		3,992,444

				9,567,545

Energy Equipment & Services — 0.2%
Halliburton Co.		57,207		1,676,165


Entertainment — 1.1%
Activision Blizzard, Inc.		8,265		376,305
Netflix, Inc.^(a)		18,211		6,493,314
Viacom, Inc., Class B		9,513		267,030
Walt Disney Co.		15,617		1,733,956
Zynga, Inc., Class A^(a)		39,444		210,237

				9,080,842

Equity Real Estate Investment Trusts (REITs) — 2.9%
Equity LifeStyle Properties, Inc.		78,384		8,959,291
First Industrial Realty Trust, Inc.		43,245		1,529,143
Outfront Media, Inc.		34,091		797,729
Park Hotels & Resorts, Inc.		24,406		758,538
Prologis, Inc.		72,495		5,216,015
Simon Property Group, Inc.		35,387		6,447,865

				23,708,581

Food & Staples Retailing — 0.7%
Costco Wholesale Corp.		21,776		5,272,841


Food Products — 0.8%
Hershey Co.		52,661		6,047,063
Lamb Weston Holdings, Inc.		6,141		460,207

				6,507,270

Health Care Equipment & Supplies — 1.9%
DexCom, Inc.^(a)		4,376		521,182
Globus Medical, Inc., Class A^(a)		3,202		158,211
IDEXX Laboratories, Inc.^(a)		5,124		1,145,726
Masimo Corp.^(a)		14,433		1,995,795
Stryker Corp.		59,341		11,721,034

				15,541,948

Health Care Providers & Services — 3.2%
AmerisourceBergen Corp.		20,226		1,608,372
Chemed Corp.		244		78,097
Humana, Inc.		12,922		3,437,252
McKesson Corp.		4,180		489,311
UnitedHealth Group, Inc.		79,331		19,615,383
WellCare Health Plans, Inc.^(a)		1,453		391,947

				25,620,362

Health Care Technology — 0.9%
Cerner Corp.^(a)		46,161		2,640,871


12		2 0 1 9 B��L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Large Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Health Care Technology (continued)
Veeva Systems, Inc., Class A^(a)		34,466	$	4,372,357

				7,013,228

Hotels, Restaurants & Leisure — 2.1%
Aramark		16,543		488,846
Carnival Corp.		62,012		3,145,249
Chipotle Mexican Grill, Inc.^(a)		1,322		939,030
Darden Restaurants, Inc.		29,467		3,579,356
Domino’s Pizza, Inc.		8,644		2,231,016
Extended Stay America, Inc.		113,306		2,033,843
Las Vegas Sands Corp.		61,434		3,745,017
Norwegian Cruise Line Holdings Ltd.^(a)		15,758		866,060
Royal Caribbean Cruises Ltd.		1,053		120,695

				17,149,112

Household Products — 0.2%
Church & Dwight Co., Inc.		24,568		1,749,979


Industrial Conglomerates — 0.9%
3M Co.		29,820		6,196,000
Honeywell International, Inc.		8,922		1,417,884

				7,613,884

Insurance — 1.0%
Allstate Corp.		3,841		361,745
Arthur J. Gallagher & Co.		10,176		794,746
Athene Holding Ltd., Class A^(a)		50,604		2,064,643
Travelers Cos., Inc.		33,852		4,643,140
Unum Group		13,598		460,020

				8,324,294

Interactive Media & Services — 7.8%
Alphabet, Inc., Class A^(a)		12,065		14,199,178
Alphabet, Inc., Class C^(a)		18,194		21,347,202
Facebook, Inc., Class A^(a)		138,688		23,117,903
Twitter, Inc.^(a)		88,026		2,894,295
Yelp, Inc.^(a)		40,905		1,411,222

				62,969,800

Internet & Direct Marketing Retail — 6.6%
Amazon.com, Inc.^(a)		29,850		53,155,387


IT Services — 10.0%
Accenture PLC, Class A		14,231		2,504,941
Amdocs Ltd.		27,468		1,486,293
Automatic Data Processing, Inc.		62,054		9,912,506
Booz Allen Hamilton Holding Corp.		73,296		4,261,429
Broadridge Financial Solutions, Inc.		13,835		1,434,551
EPAM Systems, Inc.^(a)		722		122,112
Fidelity National Information Services, Inc.		19,057		2,155,347
First Data Corp., Class A^(a)		32,450		852,461
GoDaddy, Inc., Class A^(a)		42,905		3,226,027
Mastercard, Inc., Class A		91,313		21,499,646
Paychex, Inc.		112,645		9,034,129
PayPal Holdings, Inc.^(a)		51,078		5,303,940
Square, Inc., Class A^(a)		21,576		1,616,474
Total System Services, Inc.		27,723		2,633,962
VeriSign, Inc.^(a)		40,331		7,322,496
Visa, Inc., Class A		48,891		7,636,285

				81,002,599

Machinery — 3.2%
Caterpillar, Inc.		2,219		300,652
Crane Co.		104,975		8,882,984
Illinois Tool Works, Inc.		6,684		959,355
Ingersoll-Rand PLC		53,496		5,774,893
PACCAR, Inc.		79,542		5,419,992
Snap-on, Inc.		27,867		4,361,743

				25,699,619

Media — 2.0%
AMC Networks, Inc., Class A^(a)		59,418		3,372,566


Security	Shares		Value

Media (continued)
CBS Corp., Class B, Non-Voting Shares		54,722	$	2,600,937
Interpublic Group of Cos., Inc.		303,208		6,370,400
Sinclair Broadcast Group, Inc., Class A		30,667		1,180,066
Sirius XM Holdings, Inc.		485,103		2,750,534

				16,274,503

Multiline Retail — 0.9%
Kohl’s Corp.		17,575		1,208,633
Target Corp.		78,027		6,262,447

				7,471,080

Personal Products — 0.5%
Estee Lauder Cos., Inc., Class A		12,829		2,123,841
Herbalife Nutrition Ltd.^(a)		1,506		79,803
Nu Skin Enterprises, Inc., Class A		31,367		1,501,225

				3,704,869

Pharmaceuticals — 2.5%
Bristol-Myers Squibb Co.		29,436		1,404,392
Johnson & Johnson		59,020		8,250,406
Merck & Co., Inc.		72,853		6,059,184
Zoetis, Inc.		45,061		4,536,291

				20,250,273

Professional Services — 1.4%
Insperity, Inc.		57,159		7,068,282
Robert Half International, Inc.		58,214		3,793,224

				10,861,506

Real Estate Management & Development — 0.1%
CBRE Group, Inc., Class A^(a)		21,855		1,080,730


Road & Rail — 1.3%
Landstar System, Inc.		68,916		7,538,721
Lyft, Inc., Class A^(a)		33,798		2,646,045
Schneider National, Inc., Class B		18,620		391,951

				10,576,717

Semiconductors & Semiconductor Equipment — 2.5%
Applied Materials, Inc.		27,714		1,099,137
Broadcom, Inc.		13,511		4,062,893
Cirrus Logic, Inc.^(a)		40,145		1,688,900
NVIDIA Corp.		7,186		1,290,318
Silicon Laboratories, Inc.^(a)(b)		9,987		807,549
Texas Instruments, Inc.		49,845		5,287,059
Xilinx, Inc.		44,569		5,650,904

				19,886,760

Software — 12.2%
ACI Worldwide, Inc.^(a)		29,933		983,898
Adobe, Inc.^(a)		27,204		7,249,594
Atlassian Corp. PLC, Class A^(a)		12,670		1,423,981
Autodesk, Inc.^(a)		1,421		221,420
Dropbox, Inc., Class A^(a)		72,870		1,588,566
Freedom Pay, Inc.^(a)(c)		43,051		—
Intuit, Inc.		22,467		5,873,098
LogMeIn, Inc.		14,559		1,166,176
Microsoft Corp.		354,534		41,813,740
New Relic, Inc.^(a)		9,923		979,400
Oracle Corp.		8,140		437,199
Palo Alto Networks, Inc.^(a)		8,524		2,070,309
Paylocity Holding Corp.^(a)		8,763		781,572
Red Hat, Inc.^(a)		4,003		731,348
RingCentral, Inc., Class A^(a)		29,180		3,145,604
salesforce.com, Inc.^(a)		97,924		15,508,224
ServiceNow, Inc.^(a)		16,654		4,105,044
Splunk, Inc.^(a)		21,390		2,665,194
Synopsys, Inc.^(a)		11,314		1,302,807
Tableau Software, Inc., Class A^(a)		37,799		4,811,057
Ultimate Software Group, Inc.^(a)		1,824		602,157


S C H E D U L E O F I N V E S T M E N T S			13

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Large Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Software (continued)
Workday, Inc., Class A^(a)		4,638	$	894,438

				98,354,826

Specialty Retail — 2.1%
Best Buy Co., Inc.		16,457		1,169,434
Dick’s Sporting Goods, Inc.		5,568		204,958
Home Depot, Inc.		72,729		13,955,968
Murphy USA, Inc.^(a)		13,135		1,124,619
TJX Cos., Inc.		3,863		205,550
Ulta Beauty, Inc.^(a)		480		167,390

				16,827,919

Technology Hardware, Storage & Peripherals — 7.4%
Apple Inc.		266,828		50,683,979
Dell Technologies, Inc., Class C^(a)		112,953		6,629,212
Pure Storage, Inc., Class A^(a)		88,243		1,922,815

				59,236,006

Textiles, Apparel & Luxury Goods — 2.0%
Lululemon Athletica, Inc.^(a)		23,796		3,899,451
NIKE, Inc., Class B		109,398		9,212,406
VF Corp.		34,261		2,977,624

				16,089,481

Thrifts & Mortgage Finance — 0.0%
Essent Group Ltd.^(a)		6,710		291,549


Security	Shares		Value

Tobacco — 0.2%
Altria Group, Inc.		22,021	$	1,264,666


Trading Companies & Distributors — 0.3%
United Rentals, Inc.^(a)		1,721		196,624
W.W. Grainger, Inc.		1,774		533,850
Watsco, Inc.		1,742		249,472
WESCO International, Inc.^(a)		24,552		1,301,502

				2,281,448

Total Long-Term Investments — 99.1% (Cost: $670,994,612)			798,877,237


Short-Term Securities — 1.1%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37%^(d)(f)		7,513,649		7,513,649
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(d)(e)(f)		1,702,737		1,703,078


Total Short-Term Securities — 1.1% (Cost: $9,216,687)			9,216,727


Total Investments — 100.2% (Cost: $680,211,299)			808,093,964

Liabilities in Excess of Other Assets — (0.2)%				(1,666,127	)


Net Assets — 100.0%			$806,427,837

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Annualized 7-day yield as of period end.

^(e)	Security was purchased with the cash collateral from loaned securities.

^(f)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:



Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)

BlackRock Liquidity Funds, T-Fund, Institutional Class		8,001,242		(487,593	)		7,513,649	$	7,513,649	$	81,890		$	—	$	—
SL Liquidity Series, LLC Money Market Series		180,360		1,522,377			1,702,737		1,703,078		11,751	^(b)		1,311		40

								$	9,216,727	$	93,641		$	1,311	$	40

^(a)

Includes net capital gain distributions, if applicable.

^(b)

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of

Contracts

Expiration

Date

Notional

Amount

(000)

Value/

Unrealized

Appreciation

(Depreciation)

Long Contracts

S&P 500 E-Mini Index

06/21/19

$8,655

$195,587


14		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Large Cap Growth Fund

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities was as follows:


Assets — Derivative Financial Instruments	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Futures contracts
Net unrealized appreciation^(a)	$	—	$	—	$	195,587	$	—	$	—	$	—	$	195,587

^(a)

Includes cumulative appreciation (depreciation) on futures contracts, if any, as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

For the six months ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Loss from:	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Futures contracts	$	—	$	—	$	(681,209	)	$	—	$	—	$	—	$	(681,209	)


Net Change in Unrealized Appreciation (Depreciation) on:
Futures contracts	$	—	$	—	$	176,148		$	—	$	—	$	—	$	176,148

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts: Average notional value of contracts — long		$	8,837,005

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments and derivative financial instruments. For information about the Fund’s policy regarding valuation of investments and derivative financial instruments, refer to the Notes to Financial Statements.

The following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments^(a)	$	798,877,237	$	—	$	—	$	798,877,237
Short-Term Securities		7,513,649		—		—		7,513,649

Subtotal	$	806,390,886	$	—	$	—	$	806,390,886

Investments Valued at NAV^(b)								1,703,078

Total Investments							$	808,093,964

Derivative Financial Instruments^(c) Assets:
Equity contracts	$	195,587	$	—	$	—	$	195,587

^(a)

See above Schedule of Investments for values in each industry.

^(b)

Certain investments of the Fund were fair valued using NAV per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(c)

Derivative financial instruments are futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

During the six months ended March 31, 2019, there were no transfers between levels.

See notes to financial statements.


S C H E D U L E O F I N V E S T M E N T S			15

Schedule of Investments (unaudited)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 98.6%

Aerospace & Defense — 0.4%
Axon Enterprise, Inc.^(a)		33,847	$	1,841,615
Moog, Inc., Class A		8,195		712,555

				2,554,170

Air Freight & Logistics — 0.3%
Echo Global Logistics, Inc.^(a)		28,476		705,635
Hub Group, Inc., Class A^(a)		31,076		1,269,455

				1,975,090

Airlines — 0.1%
Hawaiian Holdings, Inc.		30,042		788,603


Auto Components — 0.9%
Dana, Inc.		140,612		2,494,457
Dorman Products, Inc.^(a)		12,923		1,138,387
Fox Factory Holding Corp.^(a)(b)		26,357		1,842,091
Tenneco, Inc., Class A		18,835		417,384
Tower International, Inc.		21,066		443,018

				6,335,337

Banks — 3.1%
Bank of Commerce Holdings		4,699		49,574
Banner Corp.		6,436		348,638
Cadence BanCorp		227,481		4,219,773
Central Pacific Financial Corp.		180,504		5,205,735
Chemical Financial Corp.		3,761		154,803
First Financial Northwest, Inc.		7,677		120,913
Home BancShares, Inc.		152,141		2,673,117
Independent Bank Corp.		94		2,021
People’s Utah Bancorp		5,214		137,493
Republic First Bancorp, Inc.^(a)		48,038		252,200
Synovus Financial Corp.		76,346		2,623,249
TriState Capital Holdings, Inc.^(a)		227,408		4,645,945
Union Bankshares Corp.		4		129
United Community Banks, Inc.		22,171		552,723

				20,986,313

Beverages — 0.3%
Boston Beer Co., Inc., Class A^(a)		5,384		1,586,826
National Beverage Corp.		5,709		329,581

				1,916,407

Biotechnology — 12.3%
ACADIA Pharmaceuticals, Inc.^(a)		66,778		1,792,989
Acceleron Pharma, Inc.^(a)(b)		10,408		484,701
Acorda Therapeutics, Inc.^(a)		41,086		546,033
Adamas Pharmaceuticals, Inc.^(a)(b)		30,950		220,055
Aduro Biotech, Inc.^(a)		41,407		164,800
Agenus, Inc.^(a)(b)		284,639		845,378
Aimmune Therapeutics, Inc.^(a)(b)		45,830		1,024,301
Akebia Therapeutics, Inc.^(a)(b)		133,864		1,096,346
Alder Biopharmaceuticals, Inc.^(a)(b)		79,817		1,089,502
Allakos, Inc.^(a)		4,997		202,379
Allogene Therapeutics, Inc.^(a)(b)		16,523		477,680
Amicus Therapeutics, Inc.^(a)		76,787		1,044,303
AnaptysBio, Inc.^(a)		14,482		1,057,910
Apellis Pharmaceuticals, Inc.^(a)		36,988		721,266
Applied Genetic Technologies Corp.^(a)		3,042		12,746
Arcus Biosciences, Inc.^(a)		37,078		463,104
Ardelyx, Inc.^(a)		23,485		65,758
Arena Pharmaceuticals, Inc.^(a)(b)		15,141		678,771
Array BioPharma, Inc.^(a)		148,134		3,611,507
Arrowhead Pharmaceuticals, Inc.^(a)		64,193		1,177,942
Assembly Biosciences, Inc.^(a)		36,778		724,159
Atara Biotherapeutics, Inc.^(a)		37,572		1,493,487
Athersys, Inc.^(a)(b)		385,357		578,036
Audentes Therapeutics, Inc.^(a)		5,604		218,668
Biohaven Pharmaceutical Holding Co. Ltd.^(a)(b)		16,141		830,777
Blueprint Medicines Corp.^(a)		19,319		1,546,486
Calithera Biosciences, Inc.^(a)		103,301		696,249


Security	Shares		Value

Biotechnology (continued)
CareDx, Inc.^(a)		3,055	$	96,294
ChemoCentryx, Inc.^(a)		63,752		885,515
Clovis Oncology, Inc.^(a)		54,893		1,362,444
Coherus Biosciences, Inc.^(a)(b)		64,420		878,689
Conatus Pharmaceuticals, Inc.^(a)(b)		116,258		125,559
Corvus Pharmaceuticals, Inc.^(a)(b)		59,454		239,005
Crinetics Pharmaceuticals, Inc.^(a)		3,569		81,230
CytomX Therapeutics, Inc.^(a)		48,477		521,128
Deciphera Pharmaceuticals, Inc.^(a)		27,757		644,240
Denali Therapeutics, Inc.^(a)		32,134		746,151
Editas Medicine, Inc.^(a)(b)		59,099		1,444,971
Eiger BioPharmaceuticals, Inc.^(a)		15,707		219,584
Emergent BioSolutions, Inc.^(a)		41,424		2,092,740
Enanta Pharmaceuticals, Inc.^(a)(b)		8,070		770,846
EPIRUS Biopharmaceuticals, Inc.^(a)(c)		6,060		10
Esperion Therapeutics, Inc.^(a)(b)		4,005		160,801
Exelixis, Inc.^(a)(b)		17,051		405,814
Fate Therapeutics, Inc.^(a)		75,649		1,329,153
FibroGen, Inc.^(a)		44,368		2,411,401
Forty Seven, Inc.^(a)		32,718		528,723
Genomic Health, Inc.^(a)(b)		22,253		1,558,823
Global Blood Therapeutics, Inc.^(a)		31,401		1,662,055
Gossamer Bio, Inc.^(a)		9,155		198,389
Halozyme Therapeutics, Inc.^(a)		122,211		1,967,597
Heron Therapeutics, Inc.^(a)		62,529		1,528,209
ImmunoGen, Inc.^(a)		103,097		279,393
Immunomedics, Inc.^(a)(b)		51,157		982,726
Insmed, Inc.^(a)		29,038		844,135
Intellia Therapeutics, Inc.^(a)(b)		62,157		1,061,642
Intercept Pharmaceuticals, Inc.^(a)		18,621		2,082,945
Intrexon Corp.^(a)		8,752		46,036
Invitae Corp.^(a)(b)		74,941		1,755,118
Iovance Biotherapeutics, Inc.^(a)		14,205		135,090
Ironwood Pharmaceuticals, Inc.^(a)		135,494		1,833,234
Jounce Therapeutics, Inc.^(a)		13,626		84,481
KalVista Pharmaceuticals, Inc.^(a)		3,249		92,986
Karyopharm Therapeutics, Inc.^(a)		52,475		306,454
Kezar Life Sciences, Inc.^(a)		5,529		98,084
Kiniksa Pharmaceuticals Ltd., Class A^(a)		4,198		75,816
Ligand Pharmaceuticals, Inc.^(a)		18,776		2,360,331
MacroGenics, Inc.^(a)		25,129		451,819
Madrigal Pharmaceuticals, Inc.^(a)		4,293		537,741
MediciNova, Inc.^(a)		11,604		96,081
Mersana Therapeutics, Inc.^(a)		10,993		57,823
Miragen Therapeutics, Inc.^(a)		21,546		60,113
Mirati Therapeutics, Inc.^(a)		9,215		675,459
Momenta Pharmaceuticals, Inc.^(a)		20,366		295,918
Myriad Genetics, Inc.^(a)		38,167		1,267,144
Natera, Inc.^(a)		55,211		1,138,451
Neon Therapeutics, Inc.^(a)		5,070		32,752
Novavax, Inc.^(a)(b)		285,060		157,040
Nymox Pharmaceutical Corp.^(a)(b)		26,933		53,058
Ophthotech Corp.^(a)		25,704		36,243
Osiris Therapeutics, Inc.^(a)		5,591		106,229
Palatin Technologies, Inc.^(a)(b)		382,414		374,842
Pieris Pharmaceuticals, Inc.^(a)		40,969		137,246
Portola Pharmaceuticals, Inc.^(a)(b)		20,917		725,820
PTC Therapeutics, Inc.^(a)		16,560		623,318
Puma Biotechnology, Inc.^(a)(b)		34,006		1,319,093
Ra Pharmaceuticals, Inc.^(a)		9,924		222,298
Radius Health, Inc.^(a)		38,800		773,672
REGENXBIO, Inc.^(a)		18,785		1,076,568
Repligen Corp.^(a)(b)		15,802		933,582
Retrophin, Inc.^(a)(b)		44,619		1,009,728
Rhythm Pharmaceuticals, Inc.^(a)		17,916		491,078
Rigel Pharmaceuticals, Inc.^(a)(b)		199,322		512,258
Sangamo Therapeutics, Inc.^(a)(b)		102,119		974,215
Savara, Inc.^(a)		7,685		56,638
Seres Therapeutics, Inc.^(a)(b)		88,642		608,970
Spark Therapeutics, Inc.^(a)		24,217		2,757,832


16		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Biotechnology (continued)
Spectrum Pharmaceuticals, Inc.^(a)(b)		108,011	$	1,154,638
Stemline Therapeutics, Inc.^(a)		44,154		567,379
Surface Oncology, Inc.^(a)(b)		46,517		221,886
Syndax Pharmaceuticals, Inc.^(a)(b)		4,639		24,355
Tocagen, Inc.^(a)(b)		24,883		270,478
Ultragenyx Pharmaceutical, Inc.^(a)(b)		37,767		2,619,519
UNITY Biotechnology, Inc.^(a)		34,524		279,990
Unum Therapeutics, Inc.^(a)(b)		48,469		212,779
Vanda Pharmaceuticals, Inc.^(a)		49,270		906,568
Veracyte, Inc.^(a)		43,876		1,097,777
Vericel Corp.^(a)(b)		33,518		586,900
Viking Therapeutics, Inc.^(a)(b)		21,346		212,179
vTv Therapeutics, Inc., Class A^(a)		2		3
Xencor, Inc.^(a)		51,638		1,603,876

				84,084,531

Building Products — 2.1%
Builders FirstSource, Inc.^(a)		50,325		671,336
Continental Building Products, Inc.^(a)		55,162		1,367,466
CSW Industrials, Inc.^(a)		12,862		736,864
Insteel Industries, Inc.		9,205		192,569
NCI Building Systems, Inc.^(a)		34,540		212,766
PGT Innovations, Inc.^(a)		96,559		1,337,342
Trex Co., Inc.^(a)(b)		93,500		5,752,120
Universal Forest Products, Inc.		143,796		4,298,062

				14,568,525

Capital Markets — 0.4%
Moelis & Co., Class A		74,303		3,091,748


Chemicals — 1.3%
AdvanSix, Inc.^(a)		8,870		253,416
Innospec, Inc.		73,254		6,105,721
Intrepid Potash, Inc.^(a)		36,188		137,153
Marrone Bio Innovations, Inc.^(a)		67,243		102,882
PolyOne Corp.		84,976		2,490,647

				9,089,819

Commercial Services & Supplies — 1.8%
ARC Document Solutions, Inc.^(a)		212,462		473,790
Deluxe Corp.		18,256		798,152
Ennis, Inc.		20,955		435,026
Healthcare Services Group, Inc.		4,531		149,478
Interface, Inc.		60,976		934,152
Kimball International, Inc., Class B		8,272		116,966
McGrath RentCorp		78,272		4,427,847
Mobile Mini, Inc.		13,439		456,120
Tetra Tech, Inc.		72,290		4,307,761

				12,099,292

Communications Equipment — 0.7%
Aerohive Networks, Inc.^(a)		5,351		24,240
Calix, Inc.^(a)		174,245		1,341,687
Ciena Corp.^(a)		56,247		2,100,263
Extreme Networks, Inc.^(a)		27,291		204,410
Infinera Corp.^(a)(b)		289,359		1,255,818

				4,926,418

Construction & Engineering — 1.9%
Comfort Systems USA, Inc.		127,250		6,666,628
MasTec, Inc.^(a)(b)		126,512		6,085,227
MYR Group, Inc.^(a)		6,673		231,086

				12,982,941

Consumer Finance — 0.9%
Enova International, Inc.^(a)		83,264		1,900,084
FirstCash, Inc.		16,379		1,416,784
Green Dot Corp., Class A^(a)(b)		49,066		2,975,853
Regional Management Corp.^(a)		6,022		147,057

				6,439,778


Security	Shares		Value

Distributors — 0.2%
Core-Mark Holding Co., Inc.		31,446	$	1,167,590


Diversified Consumer Services — 1.5%
Chegg, Inc.^(a)(b)		156,061		5,949,045
Strategic Education, Inc.		31,991		4,200,738

				10,149,783

Diversified Telecommunication Services — 0.9%
Bandwidth, Inc., Class A^(a)		5,940		397,742
Cogent Communications Holdings, Inc.		88,759		4,815,176
Ooma, Inc.^(a)		82,386		1,090,791

				6,303,709

Electrical Equipment — 1.2%
Atkore International Group, Inc.^(a)		80,173		1,726,125
Encore Wire Corp.		13,414		767,549
Generac Holdings, Inc.^(a)		106,005		5,430,636

				7,924,310

Electronic Equipment, Instruments & Components — 2.1%
Anixter International, Inc.^(a)		31,324		1,757,590
Control4 Corp.^(a)		38,944		659,322
Fitbit, Inc., Class A^(a)		279,107		1,652,313
Insight Enterprises, Inc.^(a)		13,693		753,937
OSI Systems, Inc.^(a)(b)		54,162		4,744,591
PC Connection, Inc.		9,596		351,885
PCM, Inc.^(a)		9,745		356,959
Sanmina Corp.^(a)		15,366		443,309
ScanSource, Inc.^(a)		102,217		3,661,413
Tech Data Corp.^(a)		2,282		233,700

				14,615,019

Energy Equipment & Services — 0.8%
Aspen Aerogels, Inc.^(a)		30		77
Cactus, Inc., Class A^(a)		30,520		1,086,512
Liberty Oilfield Services, Inc., Class A		9,926		152,761
ProPetro Holding Corp.^(a)		130,320		2,937,413
Superior Energy Services, Inc.^(a)		215,368		1,005,768

				5,182,531

Entertainment — 0.5%
Glu Mobile, Inc.^(a)		16,773		183,497
Marcus Corp.		16,788		672,359
World Wrestling Entertainment, Inc., Class A^(b)		31,143		2,702,590

				3,558,446

Equity Real Estate Investment Trusts (REITs) — 3.1%
CareTrust REIT, Inc.		37,085		870,014
EastGroup Properties, Inc.		96,057		10,723,803
First Industrial Realty Trust, Inc.		18,152		641,855
Four Corners Property Trust, Inc.		84,660		2,505,936
Hersha Hospitality Trust		66,511		1,139,999
National Storage Affiliates Trust		55,832		1,591,770
RLJ Lodging Trust		89,717		1,576,328
Ryman Hospitality Properties, Inc.		30,231		2,486,197

				21,535,902

Food & Staples Retailing — 0.4%
BJ’s Wholesale Club Holdings, Inc.^(a)		36,567		1,001,936
Chefs’ Warehouse, Inc.^(a)		6,479		201,173
Natural Grocers by Vitamin Cottage, Inc.^(a)		4,914		58,722
Performance Food Group Co.^(a)		40,240		1,595,114

				2,856,945

Food Products — 0.8%
Calavo Growers, Inc.		20,437		1,713,642
Freshpet, Inc.^(a)		26,324		1,113,242
John B. Sanfilippo & Son, Inc.		34,713		2,494,823

				5,321,707


S C H E D U L E O F I N V E S T M E N T S			17

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Health Care Equipment & Supplies — 5.9%
Accuray, Inc.^(a)		173,434	$	827,280
AtriCure, Inc.^(a)(b)		47,406		1,270,007
Cardiovascular Systems, Inc.^(a)		60,627		2,343,840
CONMED Corp.		51,443		4,279,029
Globus Medical, Inc., Class A^(a)		101,386		5,009,482
Inogen, Inc.^(a)(b)		34,436		3,284,161
Integer Holdings Corp.^(a)		35,629		2,687,139
iRadimed Corp.^(a)		21,309		598,570
iRhythm Technologies, Inc.^(a)(b)		51,065		3,827,832
Masimo Corp.^(a)		27,359		3,783,202
Merit Medical Systems, Inc.^(a)(b)		64,783		4,005,533
Neogen Corp.^(a)		23,765		1,363,873
Nevro Corp.^(a)		13,728		858,137
Novocure Ltd.^(a)		61,739		2,973,968
Penumbra, Inc.^(a)		8,064		1,185,489
RTI Surgical Holdings, Inc.^(a)		256,049		1,538,854
SeaSpine Holdings Corp.^(a)		40,741		614,374
Tandem Diabetes Care, Inc.^(a)		2,824		179,324

				40,630,094

Health Care Providers & Services — 2.9%
AMN Healthcare Services, Inc.^(a)		22,980		1,082,128
Chemed Corp.		11,771		3,767,544
Ensign Group, Inc.		55,728		2,852,716
HealthEquity, Inc.^(a)(b)		42,812		3,167,232
National Research Corp.		25,184		972,102
PetIQ, Inc.^(a)(b)		11,706		367,685
Select Medical Holdings Corp.^(a)		87,700		1,235,693
Tenet Healthcare Corp.^(a)		31,351		904,163
Tivity Health, Inc.^(a)		4,047		71,065
U.S. Physical Therapy, Inc.		50,563		5,310,632

				19,730,960

Health Care Technology — 2.2%
Castlight Health, Inc., Class B^(a)		212,342		796,283
Evolent Health, Inc., Class A^(a)		11,689		147,048
HealthStream, Inc.^(a)		18,886		529,941
HMS Holdings Corp.^(a)		43,700		1,293,957
Medidata Solutions, Inc.^(a)(b)		88,996		6,518,067
Omnicell, Inc.^(a)		53,610		4,333,832
Teladoc Health, Inc.^(a)(b)		16,460		915,176
Vocera Communications, Inc.^(a)		21,498		679,982

				15,214,286

Hotels, Restaurants & Leisure — 5.0%
BJ’s Restaurants, Inc.		48,076		2,273,033
Bloomin’ Brands, Inc.		166,460		3,404,107
Boyd Gaming Corp.		117,230		3,207,413
Brinker International, Inc.		52,890		2,347,258
Cheesecake Factory, Inc.		41,840		2,046,813
Churchill Downs, Inc.		27,011		2,438,013
Cracker Barrel Old Country Store, Inc.		2,845		459,780
Eldorado Resorts, Inc.^(a)(b)		23,140		1,080,407
Penn National Gaming, Inc.^(a)		57,567		1,157,097
Planet Fitness, Inc., Class A^(a)		63,401		4,356,917
Red Rock Resorts, Inc., Class A		4,603		118,988
Ruth’s Hospitality Group, Inc.		59,839		1,531,280
SeaWorld Entertainment, Inc.^(a)		88,117		2,269,894
Texas Roadhouse, Inc.		113,382		7,051,226
Vail Resorts, Inc.		572		124,296
Wingstop, Inc.		1,837		139,667

				34,006,189

Household Durables — 1.5%
GoPro, Inc., Class A^(a)		112,945		734,143
Hooker Furniture Corp.		4,306		124,142
iRobot Corp.^(a)		20,307		2,389,931
La-Z-Boy, Inc.		15,079		497,456
LGI Homes, Inc.^(a)		2,335		140,660
M/I Homes, Inc.^(a)		31,976		851,201
MDC Holdings, Inc.		54,360		1,579,702


Security	Shares		Value

Household Durables (continued)
Meritage Homes Corp.^(a)		35,189	$	1,573,300
Roku, Inc.^(a)		20,313		1,310,392
ZAGG, Inc.^(a)		86,551		785,018

				9,985,945

Household Products — 0.0%
Central Garden & Pet Co.^(a)		6,847		175,009
Central Garden & Pet Co., Class A^(a)		4,227		98,278
WD-40 Co.		490		83,026

				356,313

Insurance — 0.7%
CNO Financial Group, Inc.		30,101		487,034
James River Group Holdings Ltd., Class L		7,395		296,392
Kinsale Capital Group, Inc.		56,873		3,899,782
Navigators Group, Inc.		1,362		95,163

				4,778,371

Interactive Media & Services — 1.7%
Care.com, Inc.^(a)		80,251		1,585,760
Cargurus, Inc.^(a)(b)		97,103		3,889,946
EverQuote, Inc., Class A^(a)(b)		20,888		155,407
QuinStreet, Inc.^(a)		93,704		1,254,697
RhythmOne PLC^(a)		2,850		5,985
TrueCar, Inc.^(a)		46,766		310,526
Yelp, Inc.^(a)(b)		129,867		4,480,411

				11,682,732

Internet & Direct Marketing Retail — 0.8%
1-800-Flowers.com, Inc., Class A^(a)		42,368		772,369
Etsy, Inc.^(a)		64,085		4,307,794
Leaf Group Ltd.^(a)		7,162		57,439
Quotient Technology, Inc.^(a)(b)		24,505		241,864

				5,379,466

IT Services — 1.2%
CSG Systems International, Inc.		84,612		3,579,088
Hackett Group, Inc.		65,714		1,038,281
I3 Verticals, Inc., Class A^(a)(b)		31,499		756,606
LiveRamp Holdings, Inc.^(a)		6,042		329,712
ManTech International Corp., Class A		11,471		619,663
NIC, Inc.		93,624		1,600,034
Science Applications International Corp.		2,326		178,986
Twilio, Inc., Class A^(a)		3,560		459,881

				8,562,251

Leisure Products — 0.4%
Malibu Boats, Inc., Class A^(a)		43,957		1,739,818
MasterCraft Boat Holdings, Inc.^(a)		58,078		1,310,820

				3,050,638

Life Sciences Tools & Services — 0.7%
Codexis, Inc.^(a)		3,860		79,246
Enzo Biochem, Inc.^(a)(b)		93,840		256,183
Fluidigm Corp.^(a)		37,011		491,876
Harvard Bioscience, Inc.^(a)		117,525		506,533
Medpace Holdings, Inc.^(a)		26,259		1,548,493
NanoString Technologies, Inc.^(a)		37,906		907,091
NeoGenomics, Inc.^(a)		57,891		1,184,450
Pacific Biosciences of California, Inc.^(a)		21,838		157,889

				5,131,761

Machinery — 3.0%
Albany International Corp., Class A		24,203		1,732,693
Global Brass & Copper Holdings, Inc.		36,194		1,246,521
Harsco Corp.^(a)		5,850		117,936
Meritor, Inc.^(a)		58,672		1,193,975
Miller Industries, Inc.		5,301		163,536
Omega Flex, Inc.		2,016		152,813
Proto Labs, Inc.^(a)		27,015		2,840,357
RBC Bearings, Inc.^(a)		8,458		1,075,604
Rexnord Corp.^(a)		105,851		2,661,094


18		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Machinery (continued)
TriMas Corp.^(a)		2,440	$	73,761
Watts Water Technologies, Inc., Class A		52,513		4,244,101
Woodward, Inc.		55,693		5,284,709

				20,787,100

Media — 0.6%
Clear Channel Outdoor Holdings, Inc., Class A^(a)		20,299		108,600
Entravision Communications Corp., Class A		210,090		680,692
MSG Networks, Inc., Class A^(a)		94,222		2,049,328
Sirius XM Holdings, Inc.		191,984		1,088,549

				3,927,169

Metals & Mining — 0.7%
Gold Resource Corp.		24,862		97,708
Kaiser Aluminum Corp.		37,021		3,877,209
Materion Corp.		4,477		255,458
Ryerson Holding Corp.^(a)		76,209		652,349

				4,882,724

Multiline Retail — 0.1%
Ollie’s Bargain Outlet Holdings, Inc.^(a)		5,172		441,327


Oil, Gas & Consumable Fuels — 0.8%
Carrizo Oil & Gas, Inc.^(a)(b)		39,527		492,902
CONSOL Energy, Inc.^(a)		11,444		391,614
CVR Energy, Inc.		15,313		630,896
Evolution Petroleum Corp.		221,997		1,498,480
Jagged Peak Energy, Inc.^(a)(b)		47,182		493,996
Matador Resources Co.^(a)		61,266		1,184,272
Oasis Petroleum, Inc.^(a)		24		145
Penn Virginia Corp.^(a)		7,911		348,875
W&T Offshore, Inc.^(a)		33,788		233,137

				5,274,317

Paper & Forest Products — 0.4%
Boise Cascade Co.		102,855		2,752,400


Personal Products — 0.6%
Natural Health Trends Corp.		24,711		320,255
USANA Health Sciences, Inc.^(a)		43,499		3,648,261

				3,968,516

Pharmaceuticals — 2.8%
Amphastar Pharmaceuticals, Inc.^(a)		9,989		204,075
Aquestive Therapeutics, Inc.^(a)(b)		17,262		119,280
Corcept Therapeutics, Inc.^(a)(b)		189,381		2,223,333
Horizon Pharma PLC^(a)		141,019		3,727,132
Innoviva, Inc.^(a)		126,723		1,777,924
Intersect ENT, Inc.^(a)		55,771		1,793,038
Intra-Cellular Therapies, Inc.^(a)		44,950		547,491
MyoKardia, Inc.^(a)(b)		19,792		1,028,986
Omeros Corp.^(a)		8,146		141,496
Pacira Pharmaceuticals, Inc.^(a)		34,590		1,316,495
Phibro Animal Health Corp., Class A		58,760		1,939,080
Reata Pharmaceuticals, Inc., Class A^(a)		2,443		208,803
Revance Therapeutics, Inc.^(a)		109,119		1,719,715
Supernus Pharmaceuticals, Inc.^(a)(b)		38,187		1,338,072
Theravance Biopharma, Inc.^(a)		19,299		437,508
Tricida, Inc.^(a)		3,276		126,519
WaVe Life Sciences Ltd.^(a)		6,141		238,578
Xeris Pharmaceuticals, Inc.^(a)		51,782		519,891

				19,407,416

Professional Services — 3.5%
ASGN, Inc.^(a)		23,599		1,498,301
CRA International, Inc.		46,419		2,346,016
Forrester Research, Inc.		19,702		952,592
Franklin Covey Co.^(a)		349		8,830
ICF International, Inc.		19,542		1,486,755
Insperity, Inc.		93,494		11,561,468


Security	Shares		Value

Professional Services (continued)
Kforce, Inc.		115,437	$	4,054,147
TriNet Group, Inc.^(a)		39,691		2,371,140

				24,279,249

Real Estate Management & Development — 0.7%
Marcus & Millichap, Inc.^(a)		123,932		5,047,750


Road & Rail — 0.7%
Covenant Transportation Group, Inc., Class A ^(a)		2,628		49,879
Marten Transport Ltd.		49,147		876,291
Universal Logistics Holdings, Inc.		82,584		1,625,253
Werner Enterprises, Inc.		57,466		1,962,464

				4,513,887

Semiconductors & Semiconductor Equipment — 3.8%
Amkor Technology, Inc.^(a)		315,460		2,694,028
Aquantia Corp.^(a)		65,848		596,583
Brooks Automation, Inc.		24,766		726,387
Cabot Microelectronics Corp.		28,357		3,174,850
Cirrus Logic, Inc.^(a)(b)		89,199		3,752,602
Diodes, Inc.^(a)		75,990		2,636,853
Impinj, Inc.^(a)		10,133		169,778
Inphi Corp.^(a)		56,420		2,467,811
Integrated Device Technology, Inc.^(a)		82,629		4,047,995
Nanometrics, Inc.^(a)		37,852		1,168,870
Semtech Corp.^(a)		12,038		612,855
Silicon Laboratories, Inc.^(a)		5,936		479,985
Synaptics, Inc.^(a)		89,510		3,558,022

				26,086,619

Software — 11.0%
A10 Networks, Inc.^(a)		211,065		1,496,451
ACI Worldwide, Inc.^(a)		96,174		3,161,239
Alteryx, Inc., Class A^(a)(b)		37,315		3,129,609
Amber Road, Inc.^(a)		9,048		78,446
Appfolio, Inc., Class A^(a)		4,826		383,184
Avalara, Inc.^(a)		15,376		857,827
Benefitfocus, Inc.^(a)		66,520		3,294,070
Blackline, Inc.^(a)		18,224		844,136
Bottomline Technologies DE, Inc.^(a)		7,874		394,409
Box, Inc., Class A^(a)		138,384		2,672,195
Carbon Black, Inc.^(a)		4,475		62,426
Cloudera, Inc.^(a)		263,114		2,878,467
Cornerstone OnDemand, Inc.^(a)		33,263		1,822,147
Coupa Software, Inc.^(a)		36,561		3,326,320
Ellie Mae, Inc.^(a)		5,514		544,177
Envestnet, Inc.^(a)(b)		37,169		2,430,481
Five9, Inc.^(a)(b)		28,430		1,501,957
HubSpot, Inc.^(a)		12,135		2,016,958
Instructure, Inc.^(a)		14,088		663,827
LivePerson, Inc.^(a)		38,513		1,117,647
MobileIron, Inc.^(a)		57,908		316,757
New Relic, Inc.^(a)		56,849		5,610,996
Paylocity Holding Corp.^(a)		65,662		5,856,394
PROS Holdings, Inc.^(a)		1,612		68,091
Q2 Holdings, Inc.^(a)		22,295		1,544,152
QAD, Inc., Class A		8,999		387,587
Qualys, Inc.^(a)		17,256		1,427,761
Rapid7, Inc.^(a)		13,369		676,605
RingCentral, Inc., Class A^(a)		50,651		5,460,178
Rubicon Project, Inc.^(a)		37,851		230,134
SPS Commerce, Inc.^(a)		22,757		2,413,607
Tenable Holdings, Inc.^(a)		80,435		2,546,572
Trade Desk, Inc., Class A^(a)		18,329		3,628,225
Upland Software, Inc.^(a)		6,868		290,928
Workiva, Inc.^(a)		77,074		3,907,652
Yext, Inc.^(a)		93,522		2,044,391
Zendesk, Inc.^(a)		50,330		4,278,050
Zix Corp.^(a)		59,960		412,525


S C H E D U L E O F I N V E S T M E N T S			19

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Software (continued)
Zscaler, Inc.^(a)		21,881	$	1,552,019

				75,328,597

Specialty Retail — 3.1%
American Eagle Outfitters, Inc.		135,296		2,999,512
America’s Car-Mart, Inc.^(a)		13,023		1,189,521
Asbury Automotive Group, Inc.^(a)		76,264		5,289,671
Barnes & Noble, Inc.		147,153		799,041
Bed Bath & Beyond, Inc.		27,484		466,953
Five Below, Inc.^(a)		56,495		7,019,504
Haverty Furniture Cos., Inc.		12		263
Hudson Ltd., Class A^(a)		20,383		280,266
Lithia Motors, Inc., Class A		9,950		922,862
MarineMax, Inc.^(a)		48,769		934,414
Murphy USA, Inc.^(a)		3,826		327,582
RH^(a)		2,503		257,684
Sonic Automotive, Inc., Class A		49,640		735,168
Tilly’s, Inc., Class A		8,290		92,268

				21,314,709

Technology Hardware, Storage & Peripherals — 0.4%
Cray, Inc.^(a)		16,439		428,236
Pure Storage, Inc., Class A^(a)		101,628		2,214,474

				2,642,710

Textiles, Apparel & Luxury Goods — 1.2%
Crocs, Inc.^(a)		91,795		2,363,721
Deckers Outdoor Corp.^(a)		11,995		1,763,145
Oxford Industries, Inc.		11,446		861,426
Steven Madden Ltd.		37,210		1,259,186
Wolverine World Wide, Inc.		48,964		1,749,484

				7,996,962

Thrifts & Mortgage Finance — 1.1%
Essent Group Ltd.^(a)		92,841		4,033,941
Federal Agricultural Mortgage Corp., Class C		16,841		1,219,794
Meridian Bancorp, Inc.		10,477		164,384
Riverview Bancorp, Inc.		24,022		175,601
United Community Financial Corp.		24,474		228,832
Washington Federal, Inc.		58,294		1,684,114

				7,506,666

Tobacco — 0.7%
Vector Group Ltd.		426,001		4,596,551


Trading Companies & Distributors — 2.1%
Applied Industrial Technologies, Inc.		139,426		8,291,664
BMC Stock Holdings, Inc.^(a)		23,899		422,295
DXP Enterprises, Inc.^(a)		18,456		718,308
H&E Equipment Services, Inc.		55,513		1,393,931
Herc Holdings, Inc.^(a)		16,897		658,645
Rush Enterprises, Inc., Class A		41,230		1,723,826
SiteOne Landscape Supply, Inc.^(a)		22,981		1,313,364
Titan Machinery, Inc.^(a)(b)		7,838		121,959

				14,643,992

Water Utilities — 0.1%
Cadiz, Inc.^(a)(b)		36,758		355,817
SJW Group		2,568		158,548

				514,365

Wireless Telecommunication Services — 0.2%
Boingo Wireless, Inc.^(a)		49,203		1,145,446
Shenandoah Telecommunications Co.		3,229		143,238

				1,288,684

Total Common Stocks — 98.6% (Cost: $599,375,929)			676,165,630


Preferred Stocks — 0.6%

Household Durables — 0.0%
AliphCom:
Series 6 (Acquired 6/03/14, cost $0)^(a)(c)(d)(e)		8,264		—


Security	Shares		Value

Household Durables (continued)
Series 8 (Acquired 8/31/15, cost $1,174,984)^(a)(c)(d)(e)		192,156	$	2

				2


Software — 0.6%
Illumio, Inc., Series C (Acquired 3/10/15, cost $1,000,317)^(a)(c)(e)		311,155		1,359,747
Palantir Technologies, Inc., Series I (Acquired 2/06/14, cost $2,499,998)^(a)(c)(e)		407,830		2,589,720

				3,949,467


Total Preferred Stocks — 0.6% (Cost: $4,675,299)			3,949,469


Rights — 0.0%

Metals & Mining — 0.0%
Pan American Silver Corp. — CVR^(a)(c)		57,348		12,043


Total Rights — 0.0% (Cost: $—)			12,043


Total Long-Term Investments — 99.2% (Cost: $604,051,228)			680,127,142


Short-Term Securities — 5.8%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(f)(g)		6,744,328		6,744,328
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(f)(g)(g)		33,194,051		33,200,690


Total Short-Term Securities — 5.8% (Cost: $39,938,531)			39,945,018


Total Investments — 105.0% (Cost: $643,989,759)			720,072,160
Liabilities in Excess of Other Assets — (5.0)%				(33,979,972	)


Net Assets — 100.0%			$686,092,188


20		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Issuer filed for bankruptcy and/or is in default.

^(e)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $3,949,469, representing 0.6% of its net assets as of period end, and an original cost of $4,675,299.

^(f)	Annualized 7-day yield as of period end.

^(g)	Security was purchased with the cash collateral from loaned securities.

^(g)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		7,684,764		(940,436	)		6,744,328	$	6,744,328	$	63,550		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		48,928,861		(15,734,810	)		33,194,051		33,200,690		80,989	^(b)		1,425		(1,651	)

								$	39,945,018	$	144,539		$	1,425	$	(1,651	)

^(a)

Includes net capital gain distributions, if applicable.

^(b)


Portfolio Abbreviation

CVR		Contingent Value Rights

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of

Contracts

Expiration
Date

Notional
Amount
(000)

Value/
Unrealized
Appreciation
(Depreciation)

Long Contracts

Russell 2000 E-Mini Index

06/21/19

7,179

3,465

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities was as follows:


Assets — Derivative Financial Instruments	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Futures contracts
Net unrealized appreciation^(a)	$	—	$	—	$	3,465	$	—	$	—	$	—	$	3,465

^(a)

For the six months ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Loss from:	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Futures contracts	$	—	$	—	$	(728,926	)	$	—	$	—	$	—	$	(728,926	)


Net Change in Unrealized Appreciation (Depreciation) on:
Futures contracts	$	—	$	—	$	118,215		$	—	$	—	$	—	$	118,215


S C H E D U L E O F I N V E S T M E N T S			21

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Advantage Small Cap Growth Fund

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts:
Average notional value of contracts — long	$	6,590,860

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

The following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks^(a)	$	676,165,630	$	—	$	—	$	676,165,630
Preferred Stocks^(a)		—		—		3,949,469		3,949,469
Rights^(a)		—		—		12,043		12,043
Short-Term Securities		6,744,328		—		—		6,744,328

Subtotal	$	682,909,958	$	—	$	3,961,512	$	686,871,470

Investments Valued at NAV^(b)								33,200,690

Total Investments							$	720,072,160

Derivative Financial Instruments^(c)
Assets:
Equity contracts	$	3,465	$	—	$	—	$	3,465

^(a)

See above Schedule of Investments for values in each industry.

^(b)

Certain investments of the Fund were fair valued using NAV per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(c)

Derivative financial instruments are futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

During the six months ended March 31, 2019, there were no transfers between levels.

See notes to financial statements.


22		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited)

March 31, 2019

BlackRock Mid-Cap Growth Equity Portfolio

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 97.3%

Aerospace & Defense — 3.3%
HEICO Corp.		628,955	$	59,668,961
Teledyne Technologies, Inc.^(a)		194,114		46,006,959

				105,675,920

Automobiles — 1.7%
Ferrari NV		406,266		54,358,391


Banks — 1.5%
First Republic Bank		185,869		18,672,400
SVB Financial Group^(a)		141,132		31,382,112

				50,054,512

Capital Markets — 4.3%
Cboe Global Markets, Inc.		363,506		34,693,013
MarketAxess Holdings, Inc.		110,168		27,110,141
MSCI, Inc.		384,421		76,438,272

				138,241,426

Chemicals — 0.4%
RPM International, Inc.		223,409		12,966,658


Commercial Services & Supplies — 4.1%
Copart, Inc.^(a)(b)		1,246,385		75,518,467
Waste Connections, Inc.		642,121		56,885,499

				132,403,966

Communications Equipment — 1.4%
Motorola Solutions, Inc.		313,875		44,074,327


Diversified Consumer Services — 2.0%
Bright Horizons Family Solutions, Inc.^(a)		503,753		64,032,044


Electronic Equipment, Instruments & Components — 1.5%
Keysight Technologies, Inc.^(a)		564,263		49,203,734


Entertainment — 6.4%
Live Nation Entertainment, Inc.^(a)		1,095,430		69,603,622
Madison Square Garden Co., Class A^(a)		196,285		57,537,022
Netflix, Inc.^(a)		93,063		33,182,543
Take-Two Interactive Software, Inc.^(a)		305,296		28,810,784
Ubisoft Entertainment SA^(a)		225,267		20,087,773

				209,221,744

Equity Real Estate Investment Trusts (REITs) — 3.1%
CoreSite Realty Corp.		235,768		25,231,891
SBA Communications Corp.^(a)		375,356		74,943,579

				100,175,470

Food Products — 1.8%
Lamb Weston Holdings, Inc.		781,810		58,588,841


Health Care Equipment & Supplies — 12.4%
Align Technology, Inc.^(a)		292,703		83,224,244
Cooper Cos., Inc.		87,351		25,870,746
IDEXX Laboratories, Inc.^(a)		291,226		65,118,134
Masimo Corp.^(a)		440,906		60,968,482
STERIS PLC		434,338		55,608,294
Teleflex, Inc.		201,591		60,912,737
West Pharmaceutical Services, Inc.		441,567		48,660,683

				400,363,320

Health Care Technology — 0.7%
Teladoc Health, Inc.^(a)(b)		393,669		21,887,996


Hotels, Restaurants & Leisure — 3.2%
Domino’s Pizza, Inc.		157,961		40,769,734
Vail Resorts, Inc.		295,657		64,246,266

				105,016,000

Interactive Media & Services — 5.1%
ANGI Homeservices, Inc., Class A^(a)(b)		3,792,998		58,563,889
IAC/InterActiveCorp^(a)		448,161		94,163,108


Security	Shares		Value

Interactive Media & Services (continued)
Match Group, Inc.		245,784	$	13,913,832

				166,640,829

Internet & Direct Marketing Retail — 1.6%
MercadoLibre, Inc.^(a)		103,193		52,394,182


IT Services — 12.6%
Adyen NV^(a)(c)		32,519		25,506,477
Gartner, Inc.^(a)		439,210		66,619,373
Global Payments, Inc.		390,225		53,273,517
GoDaddy, Inc., Class A^(a)		893,850		67,208,582
InterXion Holding NV^(a)		813,867		54,309,345
Jack Henry & Associates, Inc.		269,632		37,408,744
Okta, Inc.^(a)		677,721		56,067,858
Wix.com Ltd.^(a)(b)		389,916		47,113,550

				407,507,446

Life Sciences Tools & Services — 1.3%
PerkinElmer, Inc.		456,011		43,941,220


Machinery — 1.6%
IDEX Corp.		344,134		52,218,893


Media — 2.1%
GCI Liberty, Inc., Class A^(a)		566,424		31,498,839
New York Times Co., Class A		1,079,781		35,470,806

				66,969,645

Pharmaceuticals — 0.9%
Catalent, Inc.^(a)		765,261		31,061,944


Professional Services — 6.2%
CoStar Group, Inc.^(a)		169,263		78,947,648
TransUnion		974,269		65,120,140
Verisk Analytics, Inc.		419,249		55,760,117

				199,827,905

Semiconductors & Semiconductor Equipment — 5.6%
Cree, Inc.^(a)(b)		862,846		49,372,048
Monolithic Power Systems, Inc.		370,819		50,242,266
Xilinx, Inc.		634,989		80,510,255

				180,124,569

Software — 11.1%
ANSYS, Inc.^(a)		320,450		58,549,420
Coupa Software, Inc.^(a)(b)		508,256		46,241,131
Fair Isaac Corp.^(a)(b)		315,431		85,680,523
Q2 Holdings, Inc.^(a)(b)		260,802		18,063,147
RealPage, Inc.^(a)		817,455		49,611,344
Synopsys, Inc.^(a)		394,756		45,456,153
Tyler Technologies, Inc.^(a)(b)		272,130		55,623,372

				359,225,090

Textiles, Apparel & Luxury Goods — 1.4%
Canada Goose Holdings, Inc.^(a)(b)		972,919		46,719,570


Total Common Stocks — 97.3% (Cost: $2,568,838,352)				3,152,895,642


S C H E D U L E O F I N V E S T M E N T S			23

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Mid-Cap Growth Equity Portfolio

(Percentages shown are based on Net Assets)


Security	Shares		Value

Preferred Stocks — 1.5%

Internet & Catalog Retail — 0.5%
Postmates, Inc. (Acquired 1/08/19, cost $16,580,003) ^(a)(d)(e)	USD	2,077,929	$	16,602,653


Software — 0.6%
Palantir Technologies, Inc., Series I (Acquired 2/07/14, cost $2,811,905) ^(a)(d)(e)		458,712		2,912,821
Uber Technologies, Inc., Series D (Acquired 6/06/14, cost $5,000,911) ^(a)(d)(e)		322,368		16,563,268

				19,476,089


Technology Hardware, Storage & Peripherals — 0.4%
Peloton Interactive, Inc. (Acquired 8/29/18, cost $11,165,755) ^(a)(d)(e)		773,241		13,292,013


Total Preferred Stocks — 1.5% (Cost: $35,558,574)				49,370,755


Total Long-Term Investments — 98.8% (Cost: $2,604,396,926)				3,202,266,397


Security	Shares		Value

Short-Term Securities — 4.0%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(f)(h)		51,651,514	$	51,651,514
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(f)(g)(h)		77,648,892		77,664,422


Total Short-Term Securities — 4.0% (Cost: $129,296,582)				129,315,936


Total Investments — 102.8% (Cost: $2,733,693,508)				3,331,582,333

Liabilities in Excess of Other Assets — (2.8)%				(92,300,396	)


Net Assets — 100.0%			$	3,239,281,937

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

^(d)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(e)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $49,370,755, representing 1.5% of its net assets as of period end, and an original cost of $35,558,574.

^(f)	Annualized 7-day yield as of period end.

^(g)	Security was purchased with the cash collateral from loaned securities.

^(h)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		18,889,907		32,761,607			51,651,514	$	51,651,514	$	360,818		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		78,886,779		(1,237,887	)		77,648,892		77,664,422		130,190	^(b)		9,110		15,414

								$	129,315,936	$	491,008		$	9,110	$	15,414

^(a)

Includes net capital gain distributions, if applicable.

^(b)


24		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Mid-Cap Growth Equity Portfolio

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Aerospace & Defense	$	105,675,920	$	—	$	—	$	105,675,920
Automobiles		54,358,391		—		—		54,358,391
Banks		50,054,512		—		—		50,054,512
Capital Markets		138,241,426		—		—		138,241,426
Chemicals		12,966,658		—		—		12,966,658
Commercial Services & Supplies		132,403,966		—		—		132,403,966
Communications Equipment		44,074,327		—		—		44,074,327
Diversified Consumer Services		64,032,044		—		—		64,032,044
Electronic Equipment, Instruments & Components		49,203,734		—		—		49,203,734
Entertainment		189,133,971		20,087,773		—		209,221,744
Equity Real Estate Investment Trusts (REITs)		100,175,470		—		—		100,175,470
Food Products		58,588,841		—		—		58,588,841
Health Care Equipment & Supplies		400,363,320		—		—		400,363,320
Health Care Technology		21,887,996		—		—		21,887,996
Hotels, Restaurants & Leisure		105,016,000		—		—		105,016,000
Interactive Media & Services		166,640,829		—		—		166,640,829
Internet & Direct Marketing Retail		52,394,182		—		—		52,394,182
IT Services		382,000,969		25,506,477		—		407,507,446
Life Sciences Tools & Services		43,941,220		—		—		43,941,220
Machinery		52,218,893		—		—		52,218,893
Media		66,969,645		—		—		66,969,645
Pharmaceuticals		31,061,944		—		—		31,061,944
Professional Services		199,827,905		—		—		199,827,905
Semiconductors & Semiconductor Equipment		180,124,569		—		—		180,124,569
Software		359,225,090		—		—		359,225,090
Textiles, Apparel & Luxury Goods		46,719,570		—		—		46,719,570
Preferred Stocks:
Internet & Catalog Retail		—		—		16,602,653		16,602,653
Software		—		—		19,476,089		19,476,089
Technology Hardware, Storage & Peripherals		—		—		13,292,013		13,292,013
Short-Term Securities		51,651,514		—		—		51,651,514

Subtotal	$	3,158,952,906	$	45,594,250	$	49,370,755	$	3,253,917,911

Investments Valued at NAV^(a)								77,664,422

Total Investments							$	3,331,582,333

^(a)

Certain investments of the Fund were fair valued using NAV per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

During the six months ended March 31, 2019, there were no transfers between Level 1 and Level 2.


S C H E D U L E O F I N V E S T M E N T S			25

Schedule of Investments (unaudited) (continued)

March 31, 2019

BlackRock Mid-Cap Growth Equity Portfolio

A reconciliation of Level 3 investments is presented when the Fund had a significant amount of Level 3 investments at the beginning and/or end of the period in relation to net assets. The following table is a reconciliation of Level 3 investments for which significant unobservable inputs were used in determining fair value:


	Preferred Stocks
Assets:
Opening Balance, as of September 30, 2018	$	28,136,201
Transfers into Level 3		—
Transfers out of Level 3		—
Accrued discounts/premiums		—
Net realized gain (loss)		—
Net change in unrealized appreciation (depreciation)^(a)(b)		4,654,551
Purchases		16,580,003
Sales		—

Closing Balance, as of March 31, 2019	$	49,370,755

Net change in unrealized appreciation (depreciation) on investments still held at March 31, 2019^(b)	$	4,654,551

^(a)

Included in the related net change in unrealized appreciation (depreciation) in the Statements of Operations.

^(b)

Any difference between net change in unrealized appreciation (depreciation) and net change in unrealized appreciation (depreciation) on investments still held at March 31, 2019, is generally due to investments no longer held or categorized as Level 3 at period end.

The following table summarizes the valuation approaches used and unobservable inputs utilized by the BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) to determine the value of certain of the Fund’s Level 3 investments as of period end.

Value

Valuation Approach

Unobservable
Inputs

Range of
Unobservable Inputs
Utilized

Weighted

Average of

Unobservable

Inputs

Assets:

Preferred Stocks

49,370,755

Market

Revenue Multiple^(a)

4.88x - 16.75x

6.66x

Time to Exit^(b)

0.4 years

—

Discount Rate^(b)

20%

—

^(a)

Increase in unobservable input may result in a significant increase to value, while a decrease in unobservable input may result in a significant decrease to value.

^(b)

Decrease in unobservable input may result in a significant increase to value, while an increase in unobservable input may result in a significant decrease to value.

See notes to financial statements.


26		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Assets and Liabilities (unaudited)

March 31, 2019


	BlackRock Advantage Large Cap Growth Fund		BlackRock Advantage Small Cap Growth Fund		BlackRock Mid-Cap Growth Equity Portfolio

ASSETS
Investments at value — unaffiliated^(a)(b)	$	798,877,237	$	680,127,142	$	3,202,266,397
Investments at value — affiliated^(c)		9,216,727		39,945,018		129,315,936
Cash pledged for futures contracts		358,000		345,000		—
Foreign currency at value^(d)		81,409		—		1,764
Receivables:
Investments sold		11,418,010		4,916,209		—
Securities lending income — affiliated		593		20,688		18,807
Capital shares sold		255,061		528,366		18,472,014
Dividends — affiliated		13,064		12,999		47,160
Dividends — unaffiliated		403,207		296,515		1,106,937
From the Manager		75,548		45,292		152,774
Variation margin on futures contracts		49,310		18,383		—
Prepaid expenses		61,978		104,406		218,828

Total assets		820,810,144		726,360,018		3,351,600,617


LIABILITIES
Cash collateral on securities loaned at value		1,701,726		33,188,959		77,641,425
Payables:
Investments purchased		10,966,110		5,087,970		25,591,251
Administration fees		26,348		22,708		93,965
Capital shares redeemed		814,244		522,800		5,834,407
Investment advisory fees		294,942		198,602		1,742,503
Trustees’ and Officer’s fees		6,263		8,778		17,282
Other accrued expenses		416,943		1,167,691		1,066,404
Other affiliates		17		1,790		339
Service and distribution fees		155,714		68,532		331,104

Total liabilities		14,382,307		40,267,830		112,318,680

NET ASSETS	$	806,427,837	$	686,092,188	$	3,239,281,937


NET ASSETS CONSIST OF
Paid-in capital	$	692,815,287	$	615,158,139	$	2,660,976,562
Accumulated earnings		113,612,550		70,934,049		578,305,375

NET ASSETS	$	806,427,837	$	686,092,188	$	3,239,281,937


^(a)Investments at cost — unaffiliated	$	670,994,612	$	604,051,228	$	2,604,396,926
^(b)Securities loaned at value	$	1,690,161	$	32,751,972	$	77,037,095
^(c)Investments at cost — affiliated	$	9,216,687	$	39,938,531	$	129,296,582
^(d)Foreign currency at cost	$	84,298	$	—	$	1,928


F I N A N C I A L S T A T E M E N T S			27

Statements of Assets and Liabilities (unaudited) (continued)

March 31, 2019


	BlackRock Advantage Large Cap Growth Fund		BlackRock Advantage Small Cap Growth Fund		BlackRock Mid-Cap Growth Equity Portfolio

NET ASSET VALUE
Institutional
Net assets	$	76,882,585	$	433,491,193	$	1,704,859,228

Shares outstanding^(a)		4,887,763		24,115,212		63,559,361

Net asset value	$	15.73	$	17.98	$	26.82


Service
Net assets	$	186,251	$	12,304,036	$	44,812,454

Shares outstanding^(a)		12,049		839,009		1,846,010

Net asset value	$	15.46	$	14.66	$	24.28


Investor A
Net assets	$	709,132,865	$	196,931,489	$	961,616,766

Shares outstanding^(a)		47,240,952		15,177,660		41,449,378

Net asset value	$	15.01	$	12.98	$	23.20


Investor C
Net assets	$	18,028,995	$	22,428,574	$	166,698,590

Shares outstanding^(a)		1,408,321		3,950,736		9,229,747

Net asset value	$	12.80	$	5.68	$	18.06


Class K
Net assets	$	974,666	$	1,998,742	$	330,659,928

Shares outstanding^(a)		61,973		111,200		12,305,242

Net asset value	$	15.73	$	17.97	$	26.87


Class R
Net assets	$	1,222,475	$	18,938,154	$	30,634,971

Shares outstanding^(a)		78,286		1,459,944		1,342,327

Net asset value	$	15.62	$	12.97	$	22.82

^(a)Unlimited number of shares authorized, $0.001 par value.

See notes to financial statements.


28		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Operations (unaudited)

Six Months Ended March 31, 2019


	BlackRock Advantage Large Cap Growth Fund			BlackRock Advantage Small Cap Growth Fund			BlackRock Mid-Cap Growth Equity Portfolio

INVESTMENT INCOME
Dividends — unaffiliated	$	5,731,940		$	2,692,887		$	6,572,779	^(a)
Dividends — affiliated		81,890			63,550			360,818
Securities lending income — affiliated — net		11,751			80,989			130,190
Other income		3,505			3,107			—
Foreign taxes withheld		—			(58	)		(26,927	)

Total investment income		5,829,086			2,840,475			7,036,860


EXPENSES
Investment advisory		2,140,018			1,478,883			8,085,759
Service and distribution — class specific		943,208			422,288			1,809,527
Transfer agent — class specific		709,182			600,633			1,508,426
Administration		156,341			137,621			461,551
Administration — class specific		75,105			65,743			238,509
Professional		70,366			44,877			32,926
Registration		44,302			54,280			119,408
Accounting services		38,759			36,138			84,681
Custodian		33,031			76,783			14,964
Printing		32,543			27,861			25,604
Offering		16,686			18,288			—
Board realignment and consolidation		12,955			23,378			31,497
Trustees and Officer		10,178			9,052			11,995
Recoupment of past waived and/or reimbursed fees — class specific		3			—			—
Miscellaneous		15,822			11,371			16,636

Total expenses		4,298,499			3,007,196			12,441,483
Less:
Fees waived and/or reimbursed by the Manager		(431,683	)		(439,459	)		(43,337	)
Administration fees waived — class specific		(75,100	)		(65,743	)		(231,400	)
Transfer agent fees waived and/or reimbursed — class specific		(521,856	)		(435,702	)		(843,265	)

Total expenses after fees waived and/or reimbursed		3,269,860			2,066,292			11,323,481

Net investment income (loss)		2,559,226			774,183			(4,286,621	)


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		(10,108,043	)		5,924,283			(8,493,498	)
Investments — affiliated		1,311			1,425			9,110
Futures contracts		(681,209	)		(728,926	)		—
Foreign currency transactions		—			—			48,777

		(10,787,941	)		5,196,782			(8,435,611	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		(26,705,691	)		(67,047,169	)		99,002,588
Investments — affiliated		40			(1,651	)		15,414
Futures contracts		176,148			118,215			—
Foreign currency translations		(2,851	)		—			(16	)

		(26,532,354	)		(66,930,605	)		99,017,986

Net realized and unrealized gain (loss)		(37,320,295	)		(61,733,823	)		90,582,375

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(34,761,069	)	$	(60,959,640	)	$	86,295,754

^(a)	Includes non-recurring dividends in the amount of $1,582,598.

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S			29

Statements of Changes in Net Assets


	BlackRock Advantage Large Cap Growth Fund						BlackRock Advantage Small Cap Growth Fund						BlackRock Mid-Cap Growth Equity Portfolio
	Six Months Ended 03/31/19 (unaudited)			Year Ended 09/30/18			Six Months Ended 03/31/19 (unaudited)			Year Ended 09/30/18			Six Months Ended 03/31/19 (unaudited)			Year Ended 09/30/18
INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	2,559,226		$	4,324,280		$	774,183		$	1,385,582		$	(4,286,621	)	$	(10,040,486	)
Net realized gain (loss)		(10,787,941	)		62,748,523			5,196,782			140,092,939			(8,435,611	)		107,012,679
Net change in unrealized appreciation (depreciation)		(26,532,354	)		103,074,108			(66,930,605	)		7,225,988			99,017,986			277,165,090

Net increase (decrease) in net assets resulting from operations		(34,761,069	)		170,146,911			(60,959,640	)		148,704,509			86,295,754			374,137,283


DISTRIBUTIONS TO SHAREHOLDERS^(a)(b)
Institutional		(5,518,754	)		(4,040,287	)		(74,458,038	)		(54,176,723	)		(46,726,775	)		(10,878,492	)
Service		(11,470	)		(11,593	)		(2,791,795	)		(1,109,598	)		(1,401,342	)		(588,451	)
Investor A		(54,769,508	)		(40,782,554	)		(44,990,538	)		(18,414,772	)		(34,767,549	)		(19,108,122	)
Investor B		—			(23,111	)		—			—			—			(5,707	)
Investor C		(1,425,491	)		(3,038,950	)		(9,282,270	)		(3,695,483	)		(7,179,094	)		(3,228,373	)
Class K		(44,757	)		—			(350,175	)		—			(6,780,414	)		(258,191	)
Class R		(108,589	)		(102,816	)		(4,253,264	)		—			(1,021,014	)		(406,455	)

Decrease in net assets resulting from distributions to shareholders		(61,878,569	)		(47,999,311	)		(136,126,080	)		(77,396,576	)		(97,876,188	)		(34,473,791	)


CAPITAL SHARE TRANSACTIONS
Net increase (decrease) in net assets derived from capital share transactions		45,849,947			297,413,538			80,658,024			(30,619,022	)		1,026,401,847			980,397,582


NET ASSETS^(b)
Total increase (decrease) in net assets		(50,789,691	)		419,561,138			(116,427,696	)		40,688,911			1,014,821,413			1,320,061,074
Beginning of period		857,217,528			437,656,390			802,519,884			761,830,973			2,224,460,524			904,399,450

End of period	$	806,427,837		$	857,217,528		$	686,092,188		$	802,519,884		$	3,239,281,937		$	2,224,460,524

^(a)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(b)	Prior year distribution character information and undistributed (distributions in excess of) net investment income has been modified or removed to conform with current year Regulation S-X presentation changes. Refer to Note 12 for this prior year information.

See notes to financial statements.


30		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund

	Institutional
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017^(a)			2016^(a)			2015^(a)			2014^(a)

Net asset value, beginning of period	$	17.89		$	15.20		$	12.32		$	12.07		$	14.51		$	14.04

Net investment income^(b)		0.07			0.13			0.12			0.10			0.06			0.29
Net realized and unrealized gain (loss)		(0.92	)		3.52			2.87			1.06			(0.25	)		0.53

Net increase (decrease) from investment operations		(0.85	)		3.65			2.99			1.16			(0.19	)		0.82


Distributions^(c)
From net investment income		(0.13	)		(0.08	)		(0.11	)		(0.07	)		(0.41	)		(0.21	)
From net realized gain		(1.18	)		(0.88	)		—			(0.84	)		(1.84	)		(0.14	)

Total distributions		(1.31	)		(0.96	)		(0.11	)		(0.91	)		(2.25	)		(0.35	)


Net asset value, end of period	$	15.73		$	17.89		$	15.20		$	12.32		$	12.07		$	14.51


Total Return^(d)
Based on net asset value		(4.21	)%^(e)		25.31	%		24.43	%		9.75	%		(2.15	)%		5.76	%


Ratios to Average Net Assets
Total expenses^(f)		0.88	%^(g)		0.86	%		1.10	%		1.14	%		1.11	%		1.09	%

Total expenses after fees waived and/or reimbursed^(f)		0.62	%^(g)		0.62	%		0.84	%		0.92	%		0.92	%		0.96	%

Net investment income^(f)		0.94	%^(g)		0.83	%		0.91	%		0.86	%		0.46	%		1.99	%


Supplemental Data
Net assets, end of period (000)	$	76,883		$	74,886		$	36,574		$	37,417		$	40,870		$	53,274

Portfolio turnover rate		78	%		162	%		130	%		36	%		156	%		102	%

^(a)	Consolidated Financial Highlights.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016		2015			2014
Investments in underlying funds		—		—		—		—		0.01	%		0.01	%

^(g)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			31

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)

	Service
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017^(a)			2016^(a)			2015^(a)			2014^(a)

Net asset value, beginning of period	$	17.57		$	14.95		$	12.12		$	11.86		$	14.29		$	13.81

Net investment income^(b)		0.05			0.09			0.08			0.06			0.01			0.23
Net realized and unrealized gain (loss)		(0.90	)		3.46			2.82			1.05			(0.24	)		0.54

Net increase (decrease) from investment operations		(0.85	)		3.55			2.90			1.11			(0.23	)		0.77


Distributions^(c)
From net investment income		(0.08	)		(0.05	)		(0.07	)		(0.01	)		(0.36	)		(0.15	)
From net realized gain		(1.18	)		(0.88	)		—			(0.84	)		(1.84	)		(0.14	)

Total distributions		(1.26	)		(0.93	)		(0.07	)		(0.85	)		(2.20	)		(0.29	)


Net asset value, end of period	$	15.46		$	17.57		$	14.95		$	12.12		$	11.86		$	14.29


Total Return^(d)
Based on net asset value		(4.30	)%^(e)		24.96	%		24.03	%		9.44	%		(2.49	)%		5.45	%


Ratios to Average Net Assets
Total expenses^(f)		1.00	%^(g)(h)		1.03	%		1.24	%		1.26	%^(g)		1.33	%^(g)		1.30	%^(g)

Total expenses after fees waived and/or reimbursed^(f)		0.87	%^(h)		0.87	%		1.11	%		1.24	%		1.23	%		1.27	%

Net investment income^(f)		0.71	%^(h)		0.55	%		0.59	%		0.54	%		0.10	%		1.60	%


Supplemental Data
Net assets, end of period (000)	$	186		$	160		$	189		$	119		$	108		$	211

Portfolio turnover rate		78	%		162	%		130	%		36	%		156	%		102	%

^(a)	Consolidated Financial Highlights.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016		2015			2014
Investments in underlying funds		—		—		—		—		0.01	%		0.01	%

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018		2017		2016			2015			2014
Expense ratios		1.00	%		N/A		N/A		1.21	%		1.30	%		1.30	%

^(h)	Annualized.

See notes to financial statements.


32		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)

	Investor A
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017^(a)			2016^(a)			2015^(a)			2014^(a)

Net asset value, beginning of period	$	17.11		$	14.59		$	11.83		$	11.61		$	14.04		$	13.59

Net investment income^(b)		0.05			0.09			0.08			0.06			0.02			0.22
Net realized and unrealized gain (loss)		(0.88	)		3.37			2.75			1.02			(0.24	)		0.54

Net increase (decrease) from investment operations		(0.83	)		3.46			2.83			1.08			(0.22	)		0.76


Distributions^(c)
From net investment income		(0.09	)		(0.06	)		(0.07	)		(0.02	)		(0.37	)		(0.17	)
From net realized gain		(1.18	)		(0.88	)		—			(0.84	)		(1.84	)		(0.14	)

Total distributions		(1.27	)		(0.94	)		(0.07	)		(0.86	)		(2.21	)		(0.31	)


Net asset value, end of period	$	15.01		$	17.11		$	14.59		$	11.83		$	11.61		$	14.04


Total Return^(d)
Based on net asset value		(4.31	)%^(e)		24.98	%		24.03	%		9.39	%		(2.46	)%		5.46	%


Ratios to Average Net Assets
Total expenses^(f)		1.15	%^(g)		1.12	%		1.35	%		1.42	%		1.41	%		1.40	%

Total expenses after fees waived and/or reimbursed^(f)		0.87	%^(g)		0.87	%		1.13	%		1.24	%		1.24	%		1.27	%

Net investment income^(f)		0.69	%^(g)		0.58	%		0.60	%		0.54	%		0.14	%		1.55	%


Supplemental Data
Net assets, end of period (000)	$	709,133		$	730,996		$	351,398		$	323,297		$	355,844		$	443,630

Portfolio turnover rate		78	%		162	%		130	%		36	%		156	%		102	%

^(a)	Consolidated Financial Highlights.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016		2015			2014
Investments in underlying funds		—		—		—		—		0.01	%		0.01	%

^(g)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			33

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)

	Investor C
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017^(a)			2016^(a)			2015^(a)			2014^(a)

Net asset value, beginning of period	$	14.55		$	12.53		$	10.19		$	10.16		$	12.57		$	12.20

Net investment income (loss)^(b)		(0.01	)		(0.03	)		(0.02	)		(0.02	)		(0.07	)		0.10
Net realized and unrealized gain (loss)		(0.74	)		2.89			2.36			0.89			(0.20	)		0.48

Net increase (decrease) from investment operations		(0.75	)		2.86			2.34			0.87			(0.27	)		0.58


Distributions^(c)
From net investment income		—			—			—			—			(0.30	)		(0.07	)
From net realized gain		(1.00	)		(0.84	)		—			(0.84	)		(1.84	)		(0.14	)

Total distributions		(1.00	)		(0.84	)		—			(0.84	)		(2.14	)		(0.21	)


Net asset value, end of period	$	12.80		$	14.55		$	12.53		$	10.19		$	10.16		$	12.57


Total Return^(d)
Based on net asset value		(4.68	)%^(e)		24.09	%		22.96	%		8.63	%		(3.26	)%		4.67	%


Ratios to Average Net Assets
Total expenses^(f)		1.88	%^(g)		1.87	%		2.12	%		2.17	%		2.15	%		2.14	%

Total expenses after fees waived and/or reimbursed^(f)		1.62	%^(g)		1.62	%		1.91	%		2.01	%		2.01	%		2.04	%

Net investment income (loss)^(f)		(0.17	)%^(g)		(0.19	)%		(0.16	)%		(0.23	)%		(0.63	)%		0.78	%


Supplemental Data
Net assets, end of period (000)	$	18,029		$	48,702		$	46,804		$	63,586		$	72,966		$	90,904

Portfolio turnover rate		78	%		162	%		130	%		36	%		156	%		102	%

^(a)	Consolidated Financial Highlights.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016		2015			2014
Investments in underlying funds		—		—		—		—		0.01	%		0.01	%

^(g)	Annualized.

See notes to financial statements.


34		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)

	Class K
	Six Months Ended 03/31/19 (unaudited)			Period from 01/25/2018^(a) to 09/30/2018

Net asset value, beginning of period	$	17.89		$	16.37

Net investment income^(b)		0.07			0.11
Net realized and unrealized gain (loss)		(0.92	)		1.41

Net increase (decrease) from investment operations		(0.85	)		1.52


Distributions
From net investment income		(0.13	)		—
From net realized gain		(1.18	)		—

Total distributions		(1.31	)		—


Net asset value, end of period	$	15.73		$	17.89


Total Return^(c)
Based on net asset value^(d)		(4.16	)%		9.29	%


Ratios to Average Net Assets
Total expenses^(e)		0.71	%		0.72	%

Total expenses after fees waived and/or reimbursed^(e)		0.57	%		0.57	%

Net investment income^(e)		0.99	%		0.93	%


Supplemental Data
Net assets, end of period (000)	$	975		$	609

Portfolio turnover rate		78	%		162	%^(f)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			35

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)

	Class R
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017^(a)			2016^(a)			2015^(a)			2014^(a)

Net asset value, beginning of period	$	17.69		$	15.01		$	12.17		$	11.94		$	14.41		$	13.94

Net investment income (loss)^(b)		0.03			0.05			0.04			0.02			(0.03	)		0.19
Net realized and unrealized gain (loss)		(0.91	)		3.49			2.84			1.05			(0.25	)		0.53

Net increase (decrease) from investment operations		(0.88	)		3.54			2.88			1.07			(0.28	)		0.72


Distributions^(c)
From net investment income		(0.01	)		—			(0.04	)		—			(0.35	)		(0.11	)
From net realized gain		(1.18	)		(0.86	)		—			(0.84	)		(1.84	)		(0.14	)

Total distributions		(1.19	)		(0.86	)		(0.04	)		(0.84	)		(2.19	)		(0.25	)


Net asset value, end of period	$	15.62		$	17.69		$	15.01		$	12.17		$	11.94		$	14.41


Total Return^(d)
Based on net asset value		(4.43	)%^(e)		24.68	%		23.68	%		9.04	%		(2.86	)%		5.05	%


Ratios to Average Net Assets
Total expenses^(f)		1.40	%^(g)		1.40	%		1.66	%		1.74	%		1.69	%		1.68	%^(h)

Total expenses after fees waived and/or reimbursed^(f)		1.12	%^(g)		1.12	%		1.45	%		1.60	%		1.60	%		1.63	%

Net investment income (loss)^(f)		0.42	%^(g)		0.30	%		0.28	%		0.20	%		(0.23	)%		1.30	%


Supplemental Data
Net assets, end of period (000)	$	1,222		$	1,864		$	2,332		$	1,875		$	1,138		$	1,446

Portfolio turnover rate		78	%		162	%		130	%		36	%		156	%		102	%

^(a)	Consolidated Financial Highlights.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Excludes expenses incurred indirectly as a result of investments in underlying funds as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018		2017		2016		2015			2014
Investments in underlying funds		—		—		—		—		0.01	%		0.01	%

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2014, the ratio would have been 1.67%.

See notes to financial statements.


36		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund

	Institutional
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	23.65		$	21.37		$	17.94		$	17.82		$	22.28		$	29.86

Net investment income (loss)^(a)		0.03			0.07			0.07			0.03			0.02			(0.06	)
Net realized and unrealized gain (loss)		(2.02	)		4.48			3.37			1.11			0.49			2.58

Net increase (decrease) from investment operations		(1.99	)		4.55			3.44			1.14			0.51			2.52


Distributions^(b)
From net investment income		(0.05	)		(0.09	)		(0.01	)		—			—			—
From net realized gain		(3.63	)		(2.18	)		—			(1.02	)		(4.97	)		(10.10	)

Total distributions		(3.68	)		(2.27	)		(0.01	)		(1.02	)		(4.97	)		(10.10	)


Net asset value, end of period	$	17.98		$	23.65		$	21.37		$	17.94		$	17.82		$	22.28


Total Return^(c)
Based on net asset value		(6.95	)%^(d)		23.62	%		19.18	%		6.81	%		2.35	%		8.90	%


Ratios to Average Net Assets
Total expenses		0.78	%^(e)		0.82	%		0.77	%		0.86	%		0.82	%		0.87	%^(f)

Total expenses after fees waived and/or reimbursed		0.50	%^(e)		0.50	%		0.56	%		0.86	%		0.82	%		0.87	%

Net investment income (loss)		0.37	%^(e)		0.32	%		0.34	%		0.20	%		0.12	%		(0.24	)%


Supplemental Data
Net assets, end of period (000)	$	433,491		$	502,400		$	533,904		$	490,215		$	503,423		$	454,928

Portfolio turnover rate		46	%		129	%		100	%		103	%		137	%		132	%

^(a)	Based on average shares outstanding.

^(b) Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c) Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			37

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Service
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	20.07		$	18.46		$	15.53		$	15.55		$	20.05		$	27.81

Net investment income (loss)^(a)		0.01			0.01			0.01			(0.01	)		(0.03	)		(0.12	)
Net realized and unrealized gain (loss)		(1.77	)		3.81			2.92			0.97			0.43			2.40

Net increase (decrease) from investment operations		(1.76	)		3.82			2.93			0.96			0.40			2.28


Distributions^(b)
From net investment income		(0.02	)		(0.03	)		—			—			—			—
From net realized gain		(3.63	)		(2.18	)		—			(0.98	)		(4.90	)		(10.04	)

Total distributions		(3.65	)		(2.21	)		—			(0.98	)		(4.90	)		(10.04	)


Net asset value, end of period	$	14.66		$	20.07		$	18.46		$	15.53		$	15.55		$	20.05


Total Return^(c)
Based on net asset value		(7.11	)%^(d)		23.27	%		18.87	%		6.57	%		2.00	%		8.62	%


Ratios to Average Net Assets
Total expenses		0.98	%^(e)		1.02	%		1.04	%		1.13	%^(f)		1.12	%		1.12	%

Total expenses after fees waived and/or reimbursed		0.75	%^(e)		0.75	%		0.82	%		1.13	%		1.12	%		1.12	%

Net investment income (loss)		0.11	%^(e)		0.07	%		0.07	%		(0.07	)%		(0.17	)%		(0.53	)%


Supplemental Data
Net assets, end of period (000)	$	12,304		$	15,257		$	9,545		$	12,054		$	19,596		$	23,621

Portfolio turnover rate		46	%		129	%		100	%		103	%		137	%		132	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

See notes to financial statements.


38		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Investor A
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	18.25		$	16.97		$	14.28		$	14.38		$	18.91		$	26.75

Net investment income (loss)^(a)		0.01			0.01			0.01			(0.01	)		(0.03	)		(0.12	)
Net realized and unrealized gain (loss)		(1.64	)		3.47			2.68			0.88			0.41			2.31

Net increase (decrease) from investment operations		(1.63	)		3.48			2.69			0.87			0.38			2.19


Distributions^(b)
From net investment income		(0.01	)		(0.02	)		—			—			—			—
From net realized gain		(3.63	)		(2.18	)		—			(0.97	)		(4.91	)		(10.03	)

Total distributions		(3.64	)		(2.20	)		—			(0.97	)		(4.91	)		(10.03	)


Net asset value, end of period	$	12.98		$	18.25		$	16.97		$	14.28		$	14.38		$	18.91


Total Return^(c)
Based on net asset value		(7.05	)%^(d)		23.27	%		18.84	%		6.57	%		2.01	%		8.60	%


Ratios to Average Net Assets
Total expenses		1.03	%^(e)		1.11	%		1.07	%		1.14	%		1.13	%		1.15	%

Total expenses after fees waived and/or reimbursed		0.75	%^(e)		0.75	%		0.82	%		1.14	%		1.13	%		1.15	%

Net investment income (loss)		0.12	%^(e)		0.06	%		0.07	%		(0.09	)%		(0.17	)%		(0.56	)%


Supplemental Data
Net assets, end of period (000)	$	196,931		$	223,619		$	198,777		$	250,357		$	255,692		$	282,684

Portfolio turnover rate		46	%		129	%		100	%		103	%		137	%		132	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			39

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Investor C
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	10.34		$	10.48		$	8.88		$	9.37		$	13.99		$	22.23

Net investment loss^(a)		(0.02	)		(0.07	)		(0.07	)		(0.08	)		(0.10	)		(0.21	)
Net realized and unrealized gain (loss)		(1.07	)		1.98			1.67			0.56			0.30			1.89

Net increase (decrease) from investment operations		(1.09	)		1.91			1.60			0.48			0.20			1.68

Distributions from net realized gain^(b)		(3.57	)		(2.05	)		—			(0.97	)		(4.82	)		(9.92	)


Net asset value, end of period	$	5.68		$	10.34		$	10.48		$	8.88		$	9.37		$	13.99


Total Return^(c)
Based on net asset value		(7.45	)%^(d)		22.36	%		18.02	%		5.72	%		1.19	%		7.73	%


Ratios to Average Net Assets
Total expenses		1.81	%^(e)		1.93	%		1.85	%		1.95	%		1.91	%		1.93	%

Total expenses after fees waived and/or reimbursed		1.50	%^(e)		1.50	%		1.57	%		1.95	%		1.91	%		1.93	%

Net investment loss		(0.67	)%^(e)		(0.69	)%		(0.69	)%		(0.90	)%		(0.96	)%		(1.33	)%


Supplemental Data
Net assets, end of period (000)	$	22,429		$	35,847		$	19,605		$	23,689		$	28,109		$	32,598

Portfolio turnover rate		46	%		129	%		100	%		103	%		137	%		132	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

See notes to financial statements.


40		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Class K
	Six Months Ended 03/31/19 (unaudited)			Period from 01/25/2018^(a) to 09/30/2018

Net asset value, beginning of period	$	23.65		$	20.82

Net investment income^(b)		0.04			0.05
Net realized and unrealized gain (loss)		(2.03	)		2.78

Net increase (decrease) from investment operations		(1.99	)		2.83


Distributions
From net investment income		(0.06	)		—
From net realized gain		(3.63	)		—

Total distributions		(3.69	)		—


Net asset value, end of period	$	17.97		$	23.65


Total Return^(c)
Based on net asset value^(d)		(6.96	)%		13.59	%


Ratios to Average Net Assets
Total expenses^(e)		0.62	%		0.67	%^(f)

Total expenses after fees waived and/or reimbursed^(e)		0.45	%		0.45	%

Net investment income^(e)		0.42	%		0.30	%


Supplemental Data
Net assets, end of period (000)	$	1,999		$	2,221

Portfolio turnover rate		46	%		129	%^(g)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Offering, board realignment and consolidation and reorganization costs were not annualized in the calculation of the expense ratio. If these expenses were annualized, the total expenses would have been 0.68%.

^(g)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			41

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Class R
	Six Months Ended 03/31/19 (unaudited)			Period from 03/02/2018^(a) to 09/30/2018

Net asset value, beginning of period	$	18.22		$	15.55

Net investment loss^(b)		(0.01	)		(0.02	)
Net realized and unrealized gain (loss)		(1.63	)		2.69

Net increase (decrease) from investment operations		(1.64	)		2.67

Distributions from net realized gain		(3.61	)		—


Net asset value, end of period	$	12.97		$	18.22


Total Return^(c)
Based on net asset value^(d)		(7.20	)%		17.17	%


Ratios to Average Net Assets
Total expenses^(e)		1.31	%		1.38	%^(f)

Total expenses after fees waived and/or reimbursed^(e)		1.00	%		1.00	%

Net investment loss^(e)		(0.14	)%		(0.20	)%


Supplemental Data
Net assets, end of period (000)	$	18,938		$	23,175

Portfolio turnover rate		46	%		129	%^(g)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Offering, board realignment and consolidation and reorganization costs were not annualized in the calculation of the expense ratio. If these expenses were annualized, the total expenses would have been 1.39%.

^(g)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


42		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio

	Institutional
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	27.87		$	22.10		$	17.87		$	16.42		$	17.67		$	18.22

Net investment loss^(a)		(0.03	)^(b)		(0.11	)		(0.05	)^(c)		(0.12	)		(0.11	)		(0.12	)
Net realized and unrealized gain		0.03			6.63			4.28			2.00			0.77			2.49

Net increase (decrease) from investment operations		(0.00	)^(d)		6.52			4.23			1.88			0.66			2.37

Distributions from net realized gain^(e)		(1.05	)		(0.75	)		—			(0.43	)		(1.91	)		(2.92	)


Net asset value, end of period	$	26.82		$	27.87		$	22.10		$	17.87		$	16.42		$	17.67


Total Return^(f)
Based on net asset value		0.46	%^(g)		30.34	%		23.67	%		11.60	%		4.37	%		14.70	%


Ratios to Average Net Assets
Total expenses⁽ⁱ⁾		0.87	%^(h)		0.93	%		1.08	%		1.11	%		1.06	%		1.11	%

Total expenses after fees waived and/or reimbursed		0.80	%^(h)		0.86	%		1.08	%		1.08	%		1.05	%		1.10	%

Net investment loss		(0.21	)%^(b)(h)		(0.45	)%		(0.25	)%^(c)		(0.71	)%		(0.61	)%		(0.68	)%


Supplemental Data
Net assets, end of period (000)	$	1,704,859		$	1,063,328		$	278,701		$	99,759		$	84,605		$	33,448

Portfolio turnover rate		22	%		43	%		59	%		81	%		95	%		123	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(d)	Amount is greater than $(0.005) per share.

^(e)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(f)	Where applicable, assumes the reinvestment of distributions.

^(g)	Aggregate total return.

^(h)	Annualized.

⁽ⁱ⁾	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018			2017			2016			2015			2014
Expense ratios		N/A		0.93	%		1.07	%		1.10	%		1.06	%		1.08	%

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			43

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio (continued)

	Service
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
12/30/99	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	25.30		$	20.18		$	16.35		$	15.00		$	16.34		$	17.05

Net investment loss^(a)		(0.05	)^(b)		(0.17	)		(0.12	)^(c)		(0.13	)		(0.16	)		(0.19	)
Net realized and unrealized gain		0.02			6.04			3.95			1.82			0.71			2.31

Net increase (decrease) from investment operations		(0.03	)		5.87			3.83			1.69			0.55			2.12

Distributions from net realized gain^(d)		(0.99	)		(0.75	)		—			(0.34	)		(1.89	)		(2.83	)


Net asset value, end of period	$	24.28		$	25.30		$	20.18		$	16.35		$	15.00		$	16.34


Total Return^(e)
Based on net asset value		0.37	%^(f)		30.03	%		23.43	%		11.39	%		3.94	%		14.11	%


Ratios to Average Net Assets
Total expenses		1.18	%^(g)		1.25	%^(h)		1.29	%		1.26	%^(h)		1.50	%^(h)		1.58	%^(h)

Total expenses after fees waived and/or reimbursed		1.05	%^(g)		1.12	%		1.29	%		1.25	%		1.48	%		1.58	%

Net investment loss		(0.46	)%^(b)(g)		(0.73	)%		(0.67	)%^(c)		(0.88	)%		(1.00	)%		(1.17	)%


Supplemental Data
Net assets, end of period (000)	$	44,812		$	33,768		$	12,718		$	1,343		$	1,384		$	3,838

Portfolio turnover rate		22	%		43	%		59	%		81	%		95	%		123	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, assumes the reinvestment of distributions.

^(f)	Aggregate total return.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018			2017		2016			2015			2014
Expense ratios		N/A		1.25	%		N/A		1.24	%		1.42	%		1.33	%

See notes to financial statements.


44		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio (continued)

	Investor A
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	24.22		$	19.30		$	15.66		$	14.43		$	15.78		$	16.56

Net investment loss^(a)		(0.05	)^(b)		(0.18	)		(0.10	)^(c)		(0.15	)		(0.14	)		(0.16	)
Net realized and unrealized gain		0.01			5.79			3.74			1.76			0.67			2.24

Net increase (decrease) from investment operations		(0.04	)		5.61			3.64			1.61			0.53			2.08

Distributions from net realized gain^(d)		(0.98	)		(0.69	)		—			(0.38	)		(1.88	)		(2.86	)


Net asset value, end of period	$	23.20		$	24.22		$	19.30		$	15.66		$	14.43		$	15.78


Total Return^(e)
Based on net asset value		0.33	%^(f)		29.98	%		23.24	%		11.29	%		4.01	%		14.38	%


Ratios to Average Net Assets
Total expenses		1.18	%^(g)		1.29	%^(h)		1.41	%^(h)		1.45	%		1.43	%^(h)		1.48	%

Total expenses after fees waived and/or reimbursed		1.05	%^(g)		1.19	%		1.39	%		1.39	%		1.39	%		1.39	%

Net investment loss		(0.46	)%^(b)(g)		(0.82	)%		(0.59	)%^(c)		(1.02	)%		(0.89	)%		(1.01	)%


Supplemental Data
Net assets, end of period (000)	$	961,617		$	801,263		$	525,736		$	394,544		$	350,962		$	315,762

Portfolio turnover rate		22	%		43	%		59	%		81	%		95	%		123	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(f)	Aggregate total return.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018			2017			2016		2015			2014
Expense ratios		N/A		1.26	%		1.39	%		N/A		1.43	%		N/A

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			45

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio (continued)

	Investor C
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	19.04		$	15.36		$	12.55		$	11.68		$	13.16		$	14.28

Net investment loss^(a)		(0.10	)^(b)		(0.26	)		(0.18	)^(c)		(0.20	)		(0.21	)		(0.23	)
Net realized and unrealized gain (loss)		(0.01	)		4.57			2.99			1.41			0.55			1.88

Net increase (decrease) from investment operations		(0.11	)		4.31			2.81			1.21			0.34			1.65

Distributions from net realized gain^(d)		(0.87	)		(0.63	)		—			(0.34	)		(1.82	)		(2.77	)


Net asset value, end of period	$	18.06		$	19.04		$	15.36		$	12.55		$	11.68		$	13.16


Total Return^(e)
Based on net asset value		(0.03	)%^(f)		29.05	%		22.39	%		10.48	%		3.23	%		13.42	%


Ratios to Average Net Assets
Total expenses^(h)		1.87	%^(g)		1.94	%		2.11	%		2.14	%		2.16	%		2.17	%

Total expenses after fees waived and/or reimbursed		1.80	%^(g)		1.88	%		2.10	%		2.12	%		2.16	%		2.16	%

Net investment loss		(1.21	)%^(b)(g)		(1.49	)%		(1.30	)%^(c)		(1.75	)%		(1.67	)%		(1.77	)%


Supplemental Data
Net assets, end of period (000)	$	166,699		$	164,083		$	72,814		$	52,723		$	44,719		$	31,257

Portfolio turnover rate		22	%		43	%		59	%		81	%		95	%		123	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(f)	Aggregate total return.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018			2017			2016			2015			2014
Expense ratios		N/A		1.94	%		2.10	%		2.13	%		2.12	%		2.16	%

See notes to financial statements.


46		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio (continued)

	Class K
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,						Period from 03/28/2016^(a) to 09/30/2016
	Six Months Ended 03/31/19 (unaudited)			2018			2017			Period from 03/28/2016^(a) to 09/30/2016

Net asset value, beginning of period	$	27.93		$	22.14		$	17.88		$	15.57

Net investment loss^(b)		(0.02	)^(c)		(0.07	)		(0.03	)^(d)		(0.05	)
Net realized and unrealized gain		0.02			6.62			4.29			2.36

Net increase from investment operations		0.00	^(e)		6.55			4.26			2.31

Distributions from net realized gain^(f)		(1.06	)		(0.76	)		—			—


Net asset value, end of period	$	26.87		$	27.93		$	22.14		$	17.88


Total Return^(g)
Based on net asset value		0.48	%^(h)		30.46	%		23.83	%		14.84	%^(h)


Ratios to Average Net Assets
Total expenses		0.76	%⁽ⁱ⁾		0.80	%^(j)		0.95	%		0.98	%⁽ⁱ⁾

Total expenses after fees waived and/or reimbursed		0.75	%⁽ⁱ⁾		0.76	%		0.95	%		0.97	%⁽ⁱ⁾

Net investment loss		(0.17	)%^(c)(i)		(0.29	)%		(0.17	)%^(d)		(0.59	)%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	330,660		$	139,138		$	4,103		$	230

Portfolio turnover rate		22	%		43	%		59	%		81	%^(k)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(d)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(e)	Amount is less than $0.005 per share.

^(f)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(g)	Where applicable, assumes the reinvestment of distributions.

^(h)	Aggregate total return.

⁽ⁱ⁾	Annualized.

^(j)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(k)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			47

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Mid-Cap Growth Equity Portfolio (continued)

	Class R
	Six Months Ended 03/31/19 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	23.83		$	19.02		$	15.47		$	14.27		$	15.63		$	16.44

Net investment loss^(a)		(0.07	)^(b)		(0.22	)		(0.14	)^(c)		(0.18	)		(0.18	)		(0.20	)
Net realized and unrealized gain		0.01			5.69			3.69			1.72			0.68			2.22

Net increase (decrease) from investment operations		(0.06	)		5.47			3.55			1.54			0.50			2.02

Distributions from net realized gain^(d)		(0.95	)		(0.66	)		—			(0.34	)		(1.86	)		(2.83	)


Net asset value, end of period	$	22.82		$	23.83		$	19.02		$	15.47		$	14.27		$	15.63


Total Return^(e)
Based on net asset value		0.22	%^(f)		29.63	%		22.95	%		10.94	%		3.79	%		14.03	%


Ratios to Average Net Assets
Total expenses		1.48	%^(g)		1.59	%^(h)		1.76	%		1.78	%		1.73	%		1.74	%^(h)

Total expenses after fees waived and/or reimbursed		1.30	%^(g)		1.43	%		1.65	%		1.65	%		1.65	%		1.65	%

Net investment loss		(0.71	)%^(b)(g)		(1.05	)%		(0.86	)%^(c)		(1.28	)%		(1.15	)%		(1.26	)%


Supplemental Data
Net assets, end of period (000)	$	30,635		$	22,880		$	10,177		$	7,646		$	7,495		$	7,704

Portfolio turnover rate		22	%		43	%		59	%		81	%		95	%		123	%

^(a)	Based on average shares outstanding.

^(b)	Net investment income per share and the ratio of net investment income to average net assets includes $0.01 per share and 0.07%, respectively, resulting from a special dividend.

^(c)	Net investment income per share and the ratio of net investment income to average net assets includes $0.06 per share and 0.35%, respectively, resulting from a special dividend.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, assumes the reinvestment of distributions.

^(f)	Aggregate total return.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the ratios were as follows:


	Six Months Ended 03/31/19 (unaudited)		Year Ended September 30,
	Six Months Ended 03/31/19 (unaudited)		2018			2017		2016		2015		2014
Expense ratios		N/A		1.58	%		N/A		N/A		N/A		1.74	%

See notes to financial statements.


48		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited)

1.	*ORGANIZATION*

BlackRock Funds^SM (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized as a Massachusetts business trust. The following, each of which is a series of the Trust, are referred to herein collectively as the “Funds” or individually as a “Fund”:


Fund Name	Herein Referred To As	Diversification Classification
BlackRock Advantage Large Cap Growth Fund	Advantage Large Cap Growth	Diversified
BlackRock Advantage Small Cap Growth Fund	Advantage Small Cap Growth	Diversified
BlackRock Mid-Cap Growth Equity Portfolio	Mid-Cap Growth Equity	Diversified

Each Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions, except that certain classes bear expenses related to the shareholder servicing and distribution of such shares. Institutional, Service and Class K Shares are sold without a sales charge and only to certain eligible investors. Investor A Shares are generally sold with an initial sales charge, and may be subject to a contingent deferred sales charge (“CDSC”) for certain redemptions where no initial sales charge was paid at the time of purchase. Investor C Shares may be subject to a CDSC. However, the CDSC does not apply to redemptions by certain employer-sponsored retirement plans or to redemptions of shares acquired through the reinvestment of dividends and capital gains by existing shareholders. Class R Shares are sold without a sales charge and only to certain employer-sponsored retirement plans. Service, Investor A, Investor C and Class R Shares bear certain expenses related to shareholder servicing of such shares, and Investor C and Class R Shares also bear certain expenses related to the distribution of such shares. Investor A and Investor C Shares are generally available through financial intermediaries. Effective November 8, 2018, the Funds adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and, thereafter, investors will be subject to lower ongoing fees. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures (except that Investor C shareholders may vote on material changes to the Investor A distribution and service plan).


Share Class	Initial Sales Charge	CDSC			Conversion Privilege
Institutional, Service, Class K and Class R Shares	No		No		None
Investor A Shares	Yes		No	^(a)	None
Investor C Shares	No		Yes		To Investor A Shares after approximately 10 years

^(a)

Investor A Shares may be subject to a CDSC for certain redemptions where no initial sales charge was paid at the time of purchase.

The Funds, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, are included in a complex of equity, multi-asset, index and money market funds referred to as the BlackRock Multi-Asset Complex.

Reorganization:The Board of Trustees of the Trust (the “Board”), the Boards of BlackRock Series, Inc. and BlackRock Master LLC and the shareholders of BlackRock Small Cap Growth Fund II ( a series of BlackRock Series, Inc.) (the ‘‘Target Fund’’) approved the in-kind liquidation of BlackRock Master Small Cap Growth Portfolio (a series of BlackRock Master LLC) into the Target Fund, followed by the reorganization of the Target Fund into Advantage Small Cap Growth. As a result, Advantage Small Cap Growth acquired substantially all of the assets and assumed certain stated liabilities of the Target Fund in exchange for an equal aggregate value of Advantage Small Cap Growth shares.

Each shareholder of the Target Fund received shares of Advantage Small Cap Growth with the same class designation and an aggregate net asset value (“NAV”) of such shareholder’s Target Fund shares, as determined at the close of business on March 2, 2018.

The reorganization was accomplished by a tax-free exchange of shares of Advantage Small Cap Growth in the following amounts and at the following conversion ratios:


Target Fund’s Share Class	Shares Prior to Reorganization	Conversion Ratio		Advantage Small Cap Growth’s Share Class		Shares of Advantage Small Cap Growth
Institutional	3,867,557		0.69634503		Institutional	2,693,154
Investor A	4,713,399		0.83917948		Investor A	3,955,388
Investor C	1,423,695		1.12273161		Investor C	1,598,427
Class R	1,681,044		0.75084988		Class R	1,262,212

The Target Fund’s net assets and composition of net assets on March 2, 2018, the valuation date of the reorganization, was as follows:


Net Assets	Paid-in Capital	Accumulated Net Realized Loss	Net Unrealized Appreciation
$149,432,449	$127,508,082	$(696,134)	$22,620,501

For financial reporting purposes, assets received and shares issued by Advantage Small Cap Growth were recorded at fair value. However, the cost basis of the investments received from the Target Fund was carried forward to align ongoing reporting of Advantage Small Cap Growth’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.


N O T E S T O F I N A N C I A L S T A T E M E N T S			49

Notes to Financial Statements (unaudited) (continued)

The net assets of Advantage Small Cap Growth before the acquisition were $520,081,873. The aggregate net assets of Advantage Small Cap Growth immediately after the acquisition amounted to $669,514,322. The Target Fund’s fair value and cost of investments prior to the reorganization was as follows:


	Fair Value of Investments	Cost of Investments
Target Fund	$148,513,365	$125,892,864

The purpose of this transaction was to combine three funds managed by the Manager with the same or substantially similar (but not identical) investment objectives, investment policies, strategies, risks and restrictions. The reorganization was a tax-free event and was effective on March 5, 2018.

Assuming the acquisitions had been completed on October 1, 2017, the beginning of the fiscal reporting period of Advantage Small Cap Growth, the pro forma results of operations for the year ended September 30, 2018, are as follows:

•

Net investment income: $1,586,829

•

Net realized and change in unrealized gain/loss on investments: $140,556,889

•

Net increase in net assets resulting from operations: $142,143,718

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the Target Fund that have been included in Advantage Small Cap Growth’s Statement of Operations since March 5, 2018.

Reorganization costs incurred by Advantage Small Cap Growth in connection with the reorganization were expensed by Advantage Small Cap Growth. The Manager reimbursed the Fund $88,500.

2.	*SIGNIFICANT ACCOUNTING POLICIES*

Investment Transactions and Income Recognition:For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date. Dividends from foreign securities where the ex-dividend date may have passed are subsequently recorded when the Funds are informed of the ex-dividend date. Under the applicable foreign tax laws, a withholding tax at various rates may be imposed on capital gains, dividends and interest. Upon notification from issuers, a portion of the dividend income received from a real estate investment trust may be redesignated as a reduction of cost of the related investment and/or realized gain. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Segregation and Collateralization:In cases where a Fund enters into certain investments (e.g., futures contracts) that would be treated as “senior securities” for 1940 Act purposes, a Fund may segregate or designate on its books and records cash or liquid assets having a market value at least equal to the amount of its future obligations under such investments. Doing so allows the investment to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, the Funds may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments or obligations.

Distributions:Distributions paid by the Funds are recorded on the ex-dividend date. The character and timing of distributions are determined in accordance with U.S.federal income tax regulations, which may differ from U.S. GAAP.

Offering Costs:Offering costs are amortized over a 12-month period beginning with the commencement of operations of a class of shares.


50		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

Recent Accounting Standards: In August 2018, the Financial Accounting Standards Board issued Accounting Standards Update 2018-13 “Changes to the Disclosure Requirements for Fair Value Measurement” which modifies disclosure requirements for fair value measurements. The guidance is effective for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. Management continues to evaluate the impact of this guidance to the Funds.

3.	*INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS*

Investment Valuation Policies:The Funds’ investments are valued at fair value (also referred to as “market value” within the financial statements) as of the close of trading on the NYSE (generally 4:00 p.m., Eastern time) (or if the reporting date falls on a day the NYSE is closed, investments are valued at fair value as of the period end). U.S. GAAP defines fair value as the price the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Funds determine the fair values of their financial instruments using various independent dealers or pricing services under policies approved by the Board. The BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) is the committee formed by management to develop global pricing policies and procedures and to oversee the pricing function for all financial instruments.

Fair Value Inputs and Methodologies:The following methods and inputs are used to establish the fair value of each Fund’s assets and liabilities:

•

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the NYSE. Occasionally, events affecting the values of such instruments may occur between the foreign market close and the close of trading on the NYSE that may not be reflected in the computation of the Funds’ net assets. Each business day, the Funds use a pricing service to assist with the valuation of certain foreign exchange-traded equity securities and foreign exchange-traded and over-the-counter (“OTC”) options (the “Systematic Fair Value Price”). Using current market factors, the Systematic Fair Value Price is designed to value such foreign securities and foreign options at fair value as of the close of trading on the NYSE, which follows the close of the local markets.

•

Investments in open-end U.S. mutual funds are valued at NAV each business day.

•

Futures contracts traded on exchanges are valued at their last sale price.

If events (e.g., a company announcement, market volatility or a natural disaster) occur that are expected to materially affect the value of such investments, or in the event that the application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, or its delegate, in accordance with a policy approved by the Board as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Global Valuation Committee will include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Global Valuation Committee, or its delegate, seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Global Valuation Committee, or its delegate, deems relevant and consistent with the principles of fair value measurement.


N O T E S T O F I N A N C I A L S T A T E M E N T S			51

Notes to Financial Statements (unaudited) (continued)


	Standard Inputs Generally Considered By Third Party Pricing Services
Market approach	(i)	recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers;
	(ii)	recapitalizations and other transactions across the capital structure; and
	(iii)	market multiples of comparable issuers.
Income approach	(i)	future cash flows discounted to present and adjusted as appropriate for liquidity, credit and/or market risks;
	(ii)	quoted prices for similar investments or assets in active markets; and
	(iii)	other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates.
Cost approach	(i)	audited or unaudited financial statements, investor communications and financial or operational metrics issued by the Private Company;
	(ii)	changes in the valuation of relevant indices or publicly traded companies comparable to the Private Company;
	(iii)	relevant news and other public sources; and
	(iv)	known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

•

Level 1 — Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that each Fund has the ability to access

•

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Global Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by Private Companies or funds. There may not be a secondary market, and/or there are a limited number of investors. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Global Valuation Committee in the absence of market information.

As of March 31, 2019, certain investments of the Funds were valued using NAV per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

4.	*SECURITIES AND OTHER INVESTMENTS*

Preferred Stocks:Preferred stock has a preference over common stock in liquidation (and generally in receiving dividends as well), but is subordinated to the liabilities of the issuer in all respects. As a general rule, the market value of preferred stock with a fixed dividend rate and no conversion element varies inversely with interest rates and perceived credit risk, while the market price of convertible preferred stock generally also reflects some element of conversion value. Because preferred stock is junior to debt securities and other obligations of the issuer, deterioration in the credit quality of the issuer will cause greater changes in the value of a preferred stock than in a more senior debt security with similar stated yield characteristics. Unlike interest payments on debt securities, preferred stock dividends are payable only if declared by the issuer’s board of directors. Preferred stock also may be subject to optional or mandatory redemption provisions.

Securities Lending:Certain Funds may lend their securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and


52		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

maintains with the Funds collateral consisting of cash, an irrevocable letter of credit issued by a bank, or securities issued or guaranteed by the U.S. Government. The initial collateral received by each Fund is required to have a value of at least 102% of the current value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current market value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund, or excess collateral returned by the Fund, on the next business day. During the term of the loan, the Funds are entitled to all distributions made on or in respect of the loaned securities, but do not receive interest income on securities received as collateral. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

The market value of any securities on loan, all of which were classified as common stocks in the Funds’ Schedules of Investments, and the value of any related collateral are shown separately in the Statements of Assets and Liabilities as a component of investments at value — unaffiliated, and collateral on securities loaned at value, respectively. As of period end, any securities on loan were collateralized by cash and/or U.S. Government obligations. Cash collateral invested by the securities lending agent, BlackRock Investment Management, LLC (“BIM”), if any, is disclosed in the Schedules of Investments.

Securities lending transactions are entered into by the Funds under Master Securities Lending Agreements (each, an “MSLA”), which provide the right, in the event of default (including bankruptcy or insolvency), for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, the Funds, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell or re-pledge the loaned securities, and a Fund can reinvest cash collateral received in connection with loaned securities. Upon an event of default, the parties’ obligations to return the securities or collateral to the other party are extinguished, and the parties can resell or re-pledge the loaned securities or the collateral received in connection with the loaned securities in order to satisfy the defaulting party’s net payment obligation for all transactions under the MSLA. The defaulting party remains liable for any deficiency.

As of period end, the following tables are a summary of the Funds’ securities lending agreements by counterparty which are subject to offset under an MSLA:


Advantage Large Cap Growth
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount
Citigroup Global Markets, Inc.	$	1,215,998	$	(1,215,998	)	$	—
State Street Bank & Trust Co.		474,163		(474,163	)		—

	$	1,690,161	$	(1,690,161	)	$	—


Advantage Small Cap Growth
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount
Citigroup Global Markets, Inc.	$	16,682,953	$	(16,682,953	)	$	—
Credit Suisse Securities (USA) LLC		3,648,697		(3,648,697	)		—
Deutsche Bank Securities, Inc.		1,439,019		(1,439,019	)		—
Goldman Sachs & Co.		739,938		(739,938	)		—
Jefferies LLC		117,400		(117,400	)		—
JP Morgan Securities LLC		5,174,041		(5,174,041	)		—
National Financial Services LLC		4,002,994		(4,002,994	)		—
SG Americas Securities LLC		4,364		(4,364	)		—
State Street Bank & Trust Co.		942,566		(942,566	)		—

	$	32,751,972	$	(32,751,972	)	$	—


Mid-Cap Growth Equity
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount^(b)
Citigroup Global Markets, Inc.	$	10,127,374	$	(10,127,374	)	$	—
Credit Suisse Securities (USA) LLC		11,731,652		(11,731,652	)		—
Goldman Sachs & Co.		6,448,822		(6,356,033	)		92,789
Jefferies LLC		117,344		(117,344	)		—
JP Morgan Securities LLC		4,401,556		(4,399,095	)		2,461
Morgan Stanley & Co. LLC		28,947,943		(28,947,943	)		—
National Financial Services LLC		4,064,360		(4,020,500	)		43,860
State Street Bank & Trust Co.		11,198,044		(11,198,044	)		—

	$	77,037,095	$	(76,897,985	)	$	139,110

^(a)

Cash collateral with a value of $1,701,726, $33,188,959 and $77,641,425 has been received in connection with securities lending agreements for Advantage Large Cap Growth, Mid-Cap Growth Equity and Advantage Small Cap Growth, respectively. Collateral received in excess of the value of securities loaned from the individual counterparty, if any, is not shown for financial reporting purposes in the tables above.

^(b)


N O T E S T O F I N A N C I A L S T A T E M E N T S			53

Notes to Financial Statements (unaudited) (continued)

5.	*DERIVATIVE FINANCIAL INSTRUMENTS*

Futures Contracts:Futures contracts are purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or foreign currencies (foreign currency exchange rate risk).

Futures contracts are agreements between the Funds and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Funds are required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statements of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedules of Investments and cash deposited, if any, is shown as cash pledged for futures contracts in the Statements of Assets and Liabilities. Pursuant to the contract, the Funds agree to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statements of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest, foreign currency exchange rates or underlying assets.

6.	*INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES*

For such services, each Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of each Fund’s net assets:


							Investment Advisory Fees
Average Daily Net Assets	Advantage Large Cap Growth			Advantage Small Cap Growth			Mid-Cap Growth Equity
First $1 Billion		0.570	%		0.450	%		0.700	%
$1 Billion — $3 Billion		0.540			0.420			0.660
$3 Billion — $5 Billion		0.510			0.410			0.630
$5 Billion — $10 Billion		0.500			0.390			0.610
Greater than $10 Billion		0.480			0.380			0.600

Service and Distribution Fees:The Trust, on behalf of the Funds, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule 12b-1 under the 1940 Act, each Fund pays BRIL 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 relevant share class of each Fund as follows:


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

BRIL and broker-dealers, pursuant to sub-agreements with BRIL, provide shareholder servicing and distribution services to the Funds. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to shareholders.

For the six months ended March 31, 2019, the following table shows the class specific service and distribution fees borne directly by each share class of each Fund:


	Service		Investor A		Investor C		Class R		Total
Advantage Large Cap Growth	$	183	$	822,254	$	117,137	$	3,634	$	943,208
Advantage Small Cap Growth		16,570		237,945		120,964		46,809		422,288
Mid-Cap Growth Equity		43,307		980,524		724,112		61,584		1,809,527


54		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)


Average Daily Net Assets	Administration Fee
First $500 Million		0.0425	%
$500 Million — $1 Billion		0.0400
$1 Billion — $2 Billion		0.0375
$2 Billion — $4 Billion		0.0350
$4 Billion — $13 Billion		0.0325
Greater than $13 Billion		0.0300

For the six months ended March 31, 2019, the following table shows the class specific administration fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage Large Cap Growth	$	6,872	$	15	$	65,659	$	2,354	$	60	$	145	$	75,105
Advantage Small Cap Growth		40,821		1,329		19,101		2,429		190		1,873		65,743
Mid-Cap Growth Equity		121,158		3,452		78,175		14,439		18,830		2,455		238,509

Transfer Agent:Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Funds with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the six months ended March 31, 2019, the Funds paid the following amounts to affiliates of BlackRock in return for these services, which are included in transfer agent — class specific in the Statements of Operations:


	Institutional		Investor A		Total
Advantage Large Cap Growth	$	—	$	52	$	52
Advantage Small Cap Growth		1,480		3,763		5,243
Mid-Cap Growth Equity		242		785		1,027


	Institutional		Investor A		Investor C		Class K		Class R		Total
Advantage Large Cap Growth	$	1,039	$	40,526	$	1,559	$	—	$	10	$	43,134
Advantage Small Cap Growth		985		6,284		1,766		—		7		9,042
Mid-Cap Growth Equity		2,227		68,988		3,842		192		257		75,506

For the six months ended March 31, 2019, the following table shows the class specific transfer agent fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage Large Cap Growth	$	59,686	$	34	$	628,246	$	19,800	$	22	$	1,394	$	709,182
Advantage Small Cap Growth		375,085		8,959		170,834		25,743		186		19,826		600,633
Mid-Cap Growth Equity		704,548		29,480		667,522		76,601		3,626		26,649		1,508,426

Other Fees:For the six months ended March 31, 2019, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of each Fund’s Investor A Shares as follows:


Advantage Large Cap Growth	$	2,498
Advantage Small Cap Growth		4,657
Mid-Cap Growth Equity		54,937

For the six months ended March 31, 2019, affiliates received CDSCs as follows:


	Investor A		Investor C
Advantage Large Cap Growth	$	—	$	1,380
Advantage Small Cap Growth		292		435
Mid-Cap Growth Equity		8,568		13,993


N O T E S T O F I N A N C I A L S T A T E M E N T S			55

Notes to Financial Statements (unaudited) (continued)

Expense Limitations, Waivers, Reimbursements, and Recoupments:With respect to each Fund, the Manager voluntarily agreed to waive its investment advisory fees by the amount of investment advisory fees each Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”). The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitation described below will be reduced by the amount of the affiliated money market fund waiver. These amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts waived were as follows:


Advantage Large Cap Growth	$	2,604
Advantage Small Cap Growth		2,026
Mid-Cap Growth Equity		11,360

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of each Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through January 31, 2020. These contractual agreements may be terminated upon 90 days’ notice by a majority of the trustees who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), or by a vote of a majority of the outstanding voting securities of a Fund. For the six months ended March 31, 2019, there were no fees waived and/or reimbursed by the Manager pursuant to this arrangement.

With respect to each Fund, the Manager contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses, and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of each Fund’s business (“expense limitation”). The expense limitations as a percentage of average daily net assets are as follows:


	Advantage Large Cap Growth		Advantage Small Cap Growth		Mid-Cap Growth Equity
	Contractual^(a)		Contractual^(b)		Contractual^(b)
Institutional		0.62%		0.50%		0.80	%
Service		0.87		0.75		1.05
Investor A		0.87		0.75		1.05
Investor C		1.62		1.50		1.80
Class K		0.57		0.45		0.75
Class R		1.12^(c)		1.00		1.30

^(a)

The Manager has agreed not to reduce or discontinue these contractual expense limitations through January 31, 2020 or January 31, 2029 with respect to Class R Shares, unless approved by the Board, including a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund.

^(b)

The Manager has agreed not to reduce or discontinue these contractual expense limitations through January 31, 2020, unless approved by the Board, including a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund.

^(c)

On February 1 of each year, the waiver agreement will renew automatically for an additional one year so that the agreement will have a perpetual ten-year term.

For the six months ended March 31, 2019, the amounts included in fees waived and/or reimbursed by the Manager in the Statements of Operations were as follows:


Advantage Large Cap Growth	$	416,124
Advantage Small Cap Growth		414,055
Mid-Cap Growth Equity		480

These amounts waived and/or reimbursed are included in administration fees waived — class specific and transfer agent fees waived and/or reimbursed — class specific, respectively, in the Statements of Operations. For the six months ended March 31, 2019, class specific expense waivers and/or reimbursements are as follows:


Administration Fees Waived	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage Large Cap Growth	$	6,872	$	10	$	65,659	$	2,354	$	60	$	145	$	75,100
Advantage Small Cap Growth		40,821		1,329		19,101		2,429		190		1,873		65,743
Mid-Cap Growth Equity		121,158		3,452		78,175		14,439		11,721		2,455		231,400

Transfer Agent Fees Waived and/or Reimbursed	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage Large Cap Growth	$	42,428	$	5	$	465,001	$	13,372	$	22	$	1,028	$	521,856
Advantage Small Cap Growth		273,079		5,603		122,470		19,242		186		15,122		435,702
Mid-Cap Growth Equity		336,933		19,174		433,559		33,726		293		19,580		843,265


56		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

With respect to the contractual expense limitations, if during a Fund’s fiscal year the operating expenses of a share class, that at any time during the prior two fiscal years received a waiver and/or reimbursement from the Manager, are less than the current expense limitation for that share class, the Manager is entitled to be reimbursed by such share class up to the lesser of: (a) the amount of fees waived and/or expenses reimbursed during those prior two fiscal years under the agreement and (b) an amount not to exceed either the current expense limitation of that share class or the expense limitation of the share class in effect at the time that the share class received the applicable waiver and/or reimbursement, provided that:

(1)

each Fund, of which the share class is a part, has more than $50 million in assets for the fiscal year, and

(2)

the Manager or an affiliate continues to serve as a Fund’s investment adviser or administrator.

For the six months ended March 31, 2019, the Manager recouped the following fund level and class specific waivers and/or reimbursements previously recorded by the Fund:


	Institutional		Service		Investor C		Investor C		Class K		Class R		Total
Large Cap Growth Equity		$—		$3		$—		$—		$—		$—		$3

On March 31, 2019, the fund level and class specific waivers and/or reimbursements subject to possible future recoupment under the expense limitation agreement are as follows:


	Expiring September 30,
	2019		2020		2021
Advantage Large Cap Growth
Fund Level	$	279,221	$	718,605	$	416,124
Institutional		76,078		92,795		49,300
Service		85		125		15
Investor A		538,512		1,035,400		530,660
Investor C		83,866		71,784		15,726
Class K		—		82		82
Class R		3,297		3,790		1,173
Advantage Small Cap Growth
Fund Level		442,467		838,627		414,055
Institutional		774,512		833,174		313,900
Service		16,209		12,224		6,932
Investor A		380,309		406,681		141,571
Investor C		46,398		78,145		21,671
Class K		—		617		376
Class R		—		26,794		16,995
Mid-Cap Growth Equity
Fund Level		—		49,873		480
Institutional		—		362,118		458,091
Service		—		28,246		22,626
Investor A		85,403		637,698		511,734
Investor C		—		59,885		48,165
Class K		—		14,267		12,014
Class R		8,909		22,044		22,035

Securities Lending:The U.S. Securities and Exchange Commission (“SEC”) has issued an exemptive order which permits BIM, an affiliate of the Manager, to serve as securities lending agent for the Funds, subject to applicable conditions. As securities lending agent, BIM bears all operational costs directly related to securities lending. The Funds are responsible for expenses in connection with the investment of cash collateral received for securities on loan (the “collateral investment expenses”). The cash collateral is invested in a private investment company managed by the Manager or its affiliates. However, BIM has agreed to cap the collateral investment expenses of the private investment company to an annual rate of 0.04%. The investment adviser to the private investment company will not charge any advisory fees with respect to shares purchased by the Funds. The private investment company in which the cash collateral has been invested may, under certain circumstances, impose a liquidity fee of up to 2% of the value withdrawn or temporarily restrict withdrawals for up to 10 business days during a 90 day period, in the event that the private investment company’s weekly liquid assets fall below certain thresholds.


N O T E S T O F I N A N C I A L S T A T E M E N T S			57

Notes to Financial Statements (unaudited) (continued)

Pursuant to the current securities lending agreement, each Fund retains 73.5% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the Multi-Asset Complex in a calendar year exceeds a specified threshold, each Fund, pursuant to the securities lending agreement, will retain for the remainder of the calendar year securities lending income in an amount equal to 80% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

Prior to January 1, 2019, each Fund was subject to a different securities lending fee arrangement.


Advantage Large Cap Growth	$	4,117
Advantage Small Cap Growth		28,019
Mid-Cap Growth Equity		42,047

Trustees and Officers:Certain trustees and/or officers of the Trust are trustees and/or officers of BlackRock or its affiliates. The Funds reimburse the Manager for a portion of the compensation paid to the Funds’ Chief Compliance Officer, which is included in Trustees and Officer in the Statements of Operations.

7.	*PURCHASES AND SALES*

For the six months ended March 31, 2019, purchases and sales of investments, excluding short-term securities, were as follows:


	Advantage Large Cap Growth		Advantage Small Cap Growth		Mid-Cap Growth Equity
Purchases		$600,817,970		$310,886,989		$1,469,911,525
Sales		614,415,098		365,396,393		555,149,966

8.	*INCOME TAX INFORMATION*

As of March 31, 2019, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:


	Advantage Large Cap Growth			Advantage Small Cap Growth			Mid-Cap Growth Equity
Tax cost	$	683,976,746		$	648,959,607		$	2,738,866,325

Gross unrealized appreciation	$	132,965,718		$	113,040,958		$	623,777,248
Gross unrealized depreciation		(8,652,913	)		(41,924,940	)		(31,061,240	)

Net unrealized appreciation	$	124,312,805		$	71,116,018		$	592,716,008

9.	*BANK BORROWINGS*

The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.25 billion credit agreement with a group of lenders. Under this agreement, the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) one-month LIBOR (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum or (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed. The agreement expires in April 2019 unless extended or renewed. Participating Funds paid an upfront commitment fee of 0.02% on the total commitment amounts, in addition to administration, legal and arrangement fees, which are included in miscellaneous expenses in the Statements of Operations. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the six months ended March 31, 2019, the Funds did not borrow under the credit agreement.


58		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

10.

PRINCIPAL RISKS

Valuation Risk:The market values of equities, such as common stocks and preferred securities or equity related investments, such as futures and options, may decline due to general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. A Fund may invest in illiquid investments. An illiquid investment is any investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. A Fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause each Fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of a Fund may lose value, regardless of the individual results of the securities and other instruments in which a Fund invests.

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

With exchange-traded futures, there is less counterparty credit risk to the Funds since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, a Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Funds.

Concentration Risk:As of period end, Advantage Large Cap Growth and Mid-Cap Growth Equity invested a significant portion of their assets in securities in the information technology sector and Advantage Small Cap Growth invested a significant portion of its assets in securities in the healthcare sector. Changes in economic conditions affecting such sectors would have a greater impact on the Funds and could affect the value, income and/or liquidity of positions in such securities.


N O T E S T O F I N A N C I A L S T A T E M E N T S			59

Notes to Financial Statements (unaudited) (continued)

11.

CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:



	Six Months Ended 03/31/19						Year Ended 09/30/18
Advantage Large Cap Growth	Shares			Amount			Shares			Amount

Institutional
Shares sold		849,121		$	12,707,596			3,601,409		$	56,894,145
Shares issued in reinvestment of distributions		368,194			5,382,985			255,779			3,811,099
Shares redeemed		(516,088	)		(8,063,922	)		(2,077,371	)		(33,173,476	)

Net increase		701,227		$	10,026,659			1,779,817		$	27,531,768


Service
Shares sold		4,610		$	65,000			1,442		$	22,529
Shares issued in reinvestment of distributions		797			11,470			790			11,594
Shares redeemed		(2,467	)		(33,742	)		(5,764	)		(92,467	)

Net increase (decrease)		2,940		$	42,728			(3,532	)	$	(58,344	)


Investor A
Shares issued from conversion^(a)								25,487		$	372,621
Shares sold and automatic conversion of shares		4,982,141		$	72,451,030			25,326,040			382,314,969
Shares issued in reinvestment of distributions		3,864,428			53,947,453			2,812,294			40,187,674
Shares redeemed		(4,321,380	)		(64,334,717	)		(9,532,359	)		(146,966,634	)

Net increase		4,525,189		$	62,063,766			18,631,462		$	275,908,630


Investor B
Shares issued in reinvestment of distributions								1,864		$	23,163
Shares converted^(a)								(29,387	)		(372,621	)
Shares redeemed and automatic conversion of shares								(769	)		(10,047	)

Net decrease								(28,292	)	$	(359,505	)


Investor C
Shares sold		78,933		$	959,046			226,432		$	2,397,773
Shares issued in reinvestment of distributions		118,047			1,408,299			200,984			3,019,063
Shares redeemed		(2,135,517	)		(28,649,459	)		(814,678	)		(10,761,745	)

Net decrease		(1,938,537	)	$	(26,282,114	)		(387,262	)	$	(5,344,909	)


								Period from 01/25/18^(b)to 09/30/18
Class K
Shares sold		25,965		$	399,000			34,044		$	555,945
Shares issued in reinvestment of distributions		1,964			28,695			—			—

Net increase		27,929		$	427,695			34,044		$	555,945


								Year Ended 09/30/18
Class R
Shares sold		9,904		$	149,433			24,765		$	398,186
Shares issued in reinvestment of distributions		7,473			108,590			6,947			102,816
Shares redeemed		(44,488	)		(686,810	)		(81,737	)		(1,321,049	)

Net decrease		(27,111	)	$	(428,787	)		(50,025	)	$	(820,047	)

Total Net Increase		3,291,637		$	45,849,947			19,976,212		$	297,413,538

^(a)

On December 27, 2017, the Fund’s Investor B Shares converted into Investor A Shares.

^(b)

Commencement of operations.


60		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)



	Six Months Ended 03/31/19						Year Ended 09/30/18
Advantage Small Cap Growth	Shares			Amount			Shares			Amount

Institutional
Shares issued in the reorganization^(a)		—		$	—			2,693,154		$	54,175,322
Shares sold		3,940,456			70,337,044			7,459,845			159,591,602
Shares issued in reinvestment of distributions		4,092,957			67,370,099			2,686,146			52,138,094
Shares redeemed		(5,160,787	)		(93,933,334	)		(16,578,752	)		(339,426,024	)

Net increase (decrease)		2,872,626		$	43,773,809			(3,739,607	)	$	(73,521,006	)


Service
Shares sold		139,149		$	2,051,121			507,817		$	9,064,845
Shares issued in reinvestment of distributions		207,723			2,791,794			67,208			1,109,597
Shares redeemed		(267,929	)		(4,007,372	)		(331,998	)		(5,711,164	)

Net increase		78,943		$	835,543			243,027		$	4,463,278


Investor A
Shares issued in the reorganization^(a)		—		$	—			3,955,388		$	61,496,207
Shares sold		2,170,611			29,904,819			2,782,360			47,352,230
Shares issued in reinvestment of distributions		3,700,056			43,993,503			1,214,293			18,226,535
Shares redeemed		(2,945,508	)		(38,549,452	)		(7,414,658	)		(124,130,577	)

Net increase		2,925,159		$	35,348,870			537,383		$	2,944,395


Investor C
Shares issued in the reorganization^(a)		—		$	—			1,598,427		$	14,136,701
Shares sold		339,117			2,045,475			398,594			3,853,849
Shares issued in reinvestment of distributions		1,742,820			9,097,526			427,457			3,654,759
Shares redeemed		(1,599,130	)		(12,417,087	)		(828,059	)		(7,832,496	)

Net increase (decrease)		482,807		$	(1,274,086	)		1,596,419		$	13,812,813


								Period from 01/25/18^(b)to 09/30/18
Class K
Shares sold		17,860		$	334,828			101,265		$	2,100,912
Shares issued in reinvestment of distributions		19,118			314,676			—			—
Shares redeemed		(19,661	)		(358,747	)		(7,382	)		(165,454	)

Net increase		17,317		$	290,757			93,883		$	1,935,458


								Period from 03/02/18^(b)to 09/30/18
Class R
Shares issued in the reorganization^(a)		—		$	—			1,262,212		$	19,624,219
Shares sold		219,819			2,997,851			319,633			5,418,768
Shares issued in reinvestment of distributions		357,385			4,252,884			—			—
Shares redeemed		(388,918	)		(5,567,604	)		(310,187	)		(5,296,947	)

Net increase		188,286		$	1,683,131			1,271,658		$	19,746,040

Total Net Increase (Decrease)		6,565,138		$	80,658,024			2,763		$	(30,619,022	)

^(a)

See Note 1 regarding the reorganization.

^(b)

Commencement of operations.


N O T E S T O F I N A N C I A L S T A T E M E N T S			61

Notes to Financial Statements (unaudited) (continued)



	Six Months Ended 03/31/19						Year Ended 09/30/18
Mid-Cap Growth Equity	Shares			Amount			Shares			Amount

Institutional
Shares sold		35,960,919		$	887,770,907			31,599,757		$	793,697,302
Shares issued in reinvestment of distributions		1,898,609			45,281,831			475,089			10,565,979
Shares redeemed		(12,449,368	)		(299,726,376	)		(6,536,298	)		(162,975,834	)

Net increase		25,410,160		$	633,326,362			25,538,548		$	641,287,447


Service
Shares sold		687,948		$	14,947,048			914,203		$	20,382,806
Shares issued in reinvestment of distributions		64,877			1,401,341			29,088			588,451
Shares redeemed		(241,286	)		(5,265,107	)		(239,035	)		(5,358,089	)

Net increase		511,539		$	11,083,282			704,256		$	15,613,168


Investor A
Shares issued from conversion^(a)		—		$	—			7,908		$	155,723
Shares sold and automatic conversion of shares		13,079,095			279,014,954			10,722,312			232,664,964
Shares issued in reinvestment of distributions		1,655,927			34,178,259			967,678			18,743,908
Shares redeemed		(6,368,613	)		(131,806,583	)		(5,852,082	)		(125,006,657	)

Net increase		8,366,409		$	181,386,630			5,845,816		$	126,557,938


Investor B
Shares issued in reinvestment of distributions								369		$	5,708
Shares converted^(a)								(9,900	)		(155,723	)
Shares redeemed and automatic conversion of shares								(106	)		(1,686	)

Net decrease								(9,637	)	$	(151,701	)


Investor C
Shares sold		2,666,331		$	44,479,121			4,581,287		$	78,834,775
Shares issued in reinvestment of distributions		443,988			7,151,409			209,966			3,214,573
Shares redeemed		(2,498,156	)		(41,660,108	)		(914,709	)		(15,671,858	)

Net increase		612,163		$	9,970,422			3,876,544		$	66,377,490


Class K
Shares sold		8,430,485		$	209,171,877			5,188,963		$	131,749,703
Shares issued in reinvestment of distributions		227,587			5,437,051			11,156			248,432
Shares redeemed		(1,334,751	)		(31,876,316	)		(403,546	)		(10,564,657	)

Net increase		7,323,321		$	182,732,612			4,796,573		$	121,433,478


Class R
Shares sold		571,894		$	11,976,703			640,978		$	13,936,491
Shares issued in reinvestment of distributions		50,247			1,021,014			21,280			406,455
Shares redeemed		(239,822	)		(5,095,178	)		(237,240	)		(5,063,184	)

Net increase		382,319		$	7,902,539			425,018		$	9,279,762

Total Net Increase		42,605,911		$	1,026,401,847			41,177,118		$	980,397,582

^(a)

On December 27, 2017, the Fund’s Investor B Shares converted into Investor A Shares.


62		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

As of March 31, 2019, shares owned by BlackRock Financial Management, Inc., an affiliate of the Funds, were as follows:


Shares	Advantage Large Cap Growth		Advantage Small Cap Growth
Class K		12,217		9,606

12.

REGULATION S-X AMENDMENTS

On August 17, 2018, the SEC adopted amendments to certain disclosure requirements in Securities Act Release No. 33-10532, Disclosure Update and Simplification. The Funds have adopted the amendments pertinent to Regulation S-X in this shareholder report. The amendments impacted certain disclosure presentation on the Statements of Assets and Liabilities, Statements of Changes in Net Assets and Notes to the Financial Statements.

Prior year distribution information and undistributed (distributions in excess of) net investment income in the Statements of Changes in Net Assets has been modified to conform to the current year presentation in accordance with the Regulation S-X changes.

Distributions for the year ended September 30, 2018 were classified as follows:


	Share Class	Net Investment Income		Net Realized Gain
Advantage Large Cap Growth	Institutional	$	353,658	$	3,686,629
	Service		598		10,995
	Investor A		2,565,760		38,216,794
	Investor B		—		23,111
	Investor C		—		3,038,950
	Class R		—		102,816
Advantage Small Cap Growth	Institutional		2,200,554		51,976,169
	Service		15,763		1,093,835
	Investor A		133,790		18,280,982
	Investor C		—		3,695,483
Mid-Cap Growth Equity	Institutional		—		10,878,492
	Service		—		588,451
	Investor A		—		19,108,122
	Investor B		—		5,707
	Investor C		—		3,228,373
	Class K		—		258,191
	Class R		—		406,455

Undistributed (distributions in excess of) net investment income as of September 30, 2018 is as follows:


	Undistributed (Distributions in Excess of) Net Investment Income
Advantage Large Cap Growth		$ 3,168,694
Advantage Small Cap Growth		752,156
Mid-Cap Growth Equity		(4,853,683)

13.

SUBSEQUENT EVENTS

Management’s evaluation of the impact of all subsequent events on the Funds’ financial statements was completed through the date the financial statements were issued and the following item was noted:

Effective April 18, 2019, the credit agreement was extended until April 2020 under the same terms.


N O T E S T O F I N A N C I A L S T A T E M E N T S			63

Trustee and Officer Information

Mark Stalnecker, Chair of the Board and Trustee

Bruce R. Bond, Trustee

Susan J. Carter, Trustee

Collette Chilton, Trustee

Neil A. Cotty, Trustee

Lena G. Goldberg, Trustee

Robert M. Hernandez, Trustee

Henry R. Keizer, Trustee

Cynthia A. Montgomery, Trustee

Donald C. Opatrny, Trustee

Joseph P. Platt, Trustee

Kenneth L. Urish, Trustee

Claire A. Walton, Trustee

Robert Fairbairn, Trustee

John M. Perlowski, Trustee, President and Chief Executive Officer

Thomas Callahan, Vice President

Jennifer McGovern, Vice President

Neal J. Andrews, Chief Financial Officer

Jay M. Fife, Treasurer

Charles Park, Chief Compliance Officer

John MacKessy, Anti-Money Laundering Compliance Officer

Benjamin Archibald, Secretary

At a special meeting of shareholders held on November 21, 2018, the Fund’s shareholders elected Trustees who took office on January 1, 2019. The newly elected Trustees include ten former Trustees and five individuals who served as directors/trustees of the funds in the BlackRock Equity-Bond Complex. Information regarding the individuals who began serving as Trustees effective January 1, 2019 can be found in the proxy statement for the special meeting of shareholders, which is available on the SEC’s EDGAR Database at http://www.sec.gov.


Investment Adviser and Administrator		Distributor
BlackRock Advisors, LLC		BlackRock Investments, LLC
Wilmington, DE 19809		New York, NY 10022

Accounting Agent and Transfer Agent		Legal Counsel
BNY Mellon Investment Servicing (US) Inc.		Sidley Austin LLP
Wilmington, DE 19809		New York, NY 10019

Custodian		Address of the Trust
The Bank of New York Mellon		100 Bellevue Parkway
New York, NY 10286		Wilmington, DE 19809

Independent Registered Public Accounting Firm
Deloitte & Touche LLP
Boston, MA 02116


64		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Additional Information

Proxy Results

Shareholders approved the Trustees* of BlackRock Funds^SM with voting results as follows:


	Votes For		Votes Withheld
Bruce R. Bond		1,194,453,855		13,902,348
Susan J. Carter		1,196,552,121		11,804,082
Collette Chilton		1,196,528,363		11,827,840
Neil A. Cotty		1,196,166,120		12,190,083
Robert Fairbairn		1,193,957,290		14,398,913
Lena G. Goldberg		1,196,028,565		12,327,638
Robert M. Hernandez		1,194,378,100		13,978,103
Henry R. Keizer		1,195,228,758		13,127,445
Cynthia A. Montgomery		1,196,372,720		11,983,483
Donald C. Opatrny		1,195,869,847		12,486,356
John M. Perlowski		1,193,999,184		14,357,019
Joseph P. Platt		1,195,764,828		12,591,375
Mark Stalnecker		1,195,994,960		12,361,243
Kenneth L. Urish		1,195,716,210		12,639,993
Claire A. Walton		1,196,904,200		11,452,003

Denotes Trust-wide proposal and voting results.

The above Trustees, referred to as the BlackRock Multi-Asset Board, have also been elected to serve as trustees for other BlackRock-advised equity, multi-asset, index and money market funds.

General Information

Householding

Availability of Quarterly Schedule of Investments

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 441-7762; (2) athttp://www.blackrock.com; and (3) on the SEC’s website at http://www.sec.gov.

Availability of Proxy Voting Record

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

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income and tax-exempt investing. Visithttp://www.blackrock.comfor more information.

Shareholder Privileges

Account Information

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


A D D I T I O N A L I N F O R M A T I O N			65

Additional Information (continued)

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 balance is at least $10,000.

Retirement Plans

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

BlackRock Privacy Principles

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

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.


66		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds unless preceded or accompanied by the Funds’ 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.

LOGO


Eq-Midcap-3/19-SAR

MARCH 31, 2019


SEMI-ANNUAL REPORT (UNAUDITED)

BlackRock Funds^SM

▶

BlackRock Advantage International Fund

▶

BlackRock Health Sciences Opportunities Portfolio

▶

BlackRock High Equity Income Fund

▶

BlackRock International Dividend Fund

▶

BlackRock Technology Opportunities Fund


		Not FDIC Insured§ May Lose Value§ No Bank Guarantee

The Markets in Review

Dear Shareholder,

Sincerely,

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC


Total Returns as of March 31, 2019
	6-month			12-month
U.S. large cap equities (S&P 500^® Index)		(1.72)	%		9.50	%
U.S. small cap equities (Russell 2000^® Index)		(8.56)			2.05
International equities (MSCI Europe, Australasia, Far East Index)		(3.81)			(3.71	)
Emerging market equities (MSCI Emerging Markets Index)		1.71			(7.41	)
3-month Treasury bills (ICE BofAML 3-Month U.S. Treasury Bill Index)		1.17			2.12
U.S. Treasury securities (ICE BofAML 10-Year U.S. Treasury Index)		7.08			5.59
U.S. investment grade bonds (Bloomberg Barclays U.S. Aggregate Bond Index)		4.63			4.48
Tax-exempt municipal bonds (S&P Municipal Bond Index)		4.32			5.12
U.S. high yield bonds (Bloomberg Barclays U.S. Corporate High Yield 2% Issuer Capped Index)		2.39			5.93
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.


2		T H I S P A G E I S N O T P A R T O F Y O U R F U N D R E P O R T

Table of Contents


	Page
The Markets in Review		2
Semi-Annual Report:
Fund Summaries		4
About Fund Performance		14
Disclosure of Expenses		15
Derivative Financial Instruments		15
Financial Statements:
Schedules of Investments		16
Statements of Assets and Liabilities		41
Statements of Operations		43
Statements of Changes in Net Assets		44
Financial Highlights		46
Notes to Financial Statements		71
Trustee and Officer Information		90
Additional Information		91
Glossary of Terms Used in this Report		93

LOGO


			3


Fund Summary as of March 31, 2019		BlackRock Advantage International Fund

Investment Objective

BlackRock Advantage International Fund’s (the “Fund”)investment objective is to provide long-term capital appreciation.

On May 17, 2018, the Board of Trustees of BlackRock Funds^SM (the “Trust”) and, on May 23, 2018, the Board of Trustees of State Farm Mutual Fund Trust each approved a reorganization of the State Farm International Equity Fund (the “Target Fund”), with and into the Fund. At a special shareholder meeting on September 14, 2018, the shareholders of the Target Fund approved the reorganization, which was completed on November 19, 2018.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund underperformed its benchmark, the MSCI EAFE^® Index.

What factors influenced performance?

The Fund’s macro-thematic insights were the main detractor from the Fund’s relative performance during the period, with country and industry selection suffering the most during the heightened levels of market uncertainty at the end of 2018. Despite the market’s recovery during the first quarter of 2019, contrarian exposure to Europe detracted over the reporting period, as investor concerns about global growth and trade had a particularly negative impact on the region. At the industry level, the Fund’s value- and quality-inspired underweight positions in risky European banks and overweight position to higher-quality Japanese stocks proved to be too defensive during the market’s recovery toward the end of the period, as investors continued to chase returns and ignore company fundamentals.

The Fund’s stock selection sentiment composite was the strongest contributor to performance during the period. Among the top contributors were quality-based nontraditional sentiment measures using advanced machine-learning techniques to predict stock returns by looking at key characteristics of individual stocks, as well as machine-reading insights that seek to determine sentiment from observing top company executives. Thematic insights that look to take advantage of historical similarities across market environments were also strong contributors, given the distortion in typical risk factors stemming from liquidity concerns during the period. Strong performance from nontraditional value wagers against retail mutual fund flows, as well as from faster-moving mean-reversion insights, helped to partially offset losses in other value-based insights. At the signal level, a quality-based insight that measures bottom-up employee sentiment also contributed to performance.

Describe recent portfolio activity.

During the period, the Fund maintained a balanced allocation of risk across all major drivers of return. However, there were new stock selection insights that were added. These included a quality-inspired insight that favors founder-led companies that have historically shown an ability to outperform their peers, as well as a relative value-based signal favoring stocks that are spending heavily on research and development.

Describe portfolio positioning at period end.

The Fund maintained a cautious stance following the sharp rebound in equity markets driven by increasingly dovish comments by the Fed and an easing of global trade tensions. From a geopolitical standpoint, the lack of new tariffs and indications of constructive talks between the United States and China have increased hopes for successful negotiations of a trade deal, further buoying equity markets.

Relative to the MSCI EAFE^® Index, the Fund ended the period with a contrarian preference for European stock exposure and overweight positions in higher-growth names in the information technology sector. However, the Fund also maintained its emphasis on maintaining balanced allocations of risk across geographies, sectors, and stock selection insights, including an overemphasis of more stable dividend growth stocks in the consumer staples sector.


4		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Advantage International Fund

Performance Summary for the Period Ended March 31, 2019


		Average Annual Total Returns^(a),(b)
		1 Year		5 Years		10 Years
	6-Month Total Returns	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge
Institutional	(4.21)%	(5.33)%	N/A	3.26%	N/A	9.77%	N/A
Investor A	(4.30)��	(5.54)	(10.50)%	3.00	1.90%	9.51	8.92%
Investor C	(4.70)	(6.27)	(7.20)	2.19	2.19	8.70	8.70
Class K	(4.22)	(5.28)	N/A	3.27	N/A	9.78	N/A
Class R	(4.45)	(5.80)	N/A	2.66	N/A	9.09	N/A
MSCI EAFE^® Index^(c)	(3.81)	(3.71)	N/A	2.33	N/A	8.96	N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 14 for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain share classes.

^(b)

Under normal circumstances, the Fund seeks to invest at least 80% of its net assets plus the amount of any borrowings for investment purposes in non-U.S. equity securities and equity-like instruments of companies that are components of, or have characteristics similar to, the companies included in the MSCI EAFE^® Index and derivatives that are tied economically to securities of the MSCI EAFE^® Index. The Fund’s total returns prior to June 12, 2017, are the returns of the Fund when it followed different investment strategies under the name BlackRock Global Opportunities Portfolio.

^(c)

The MSCI EAFE^® Index is an index designed to represent the performance of large- and mid-cap securities across 21 developed markets in Europe, Australasia and the Far East, excluding the U.S. and Canada. As of December 31, 2018, it had 920 constituents and covered approximately 85% of the free float-adjusted market capitalization in each country.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$957.90		$3.09		$1,000.00		$1,021.50		$3.19		0.64	%
Investor A		1,000.00		957.00		4.29		1,000.00		1,020.27		4.43		0.89
Investor C		1,000.00		953.00		7.91		1,000.00		1,016.55		8.17		1.64
Class K		1,000.00		957.80		2.85		1,000.00		1,021.75		2.94		0.59
Class R		1,000.00		955.50		5.50		1,000.00		1,019.03		5.68		1.14

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half-year divided by 365.

See

“Disclosure of Expenses” on page 15 for further information on how expenses were calculated.

Portfolio Information

TEN LARGEST HOLDINGS


Security	Percent of Net Assets
Nestle SA, Registered Shares		2	%
Roche Holding AG		2
Novartis AG, Registered Shares		2
Diageo PLC		1
L’Oreal SA		1
SL Liquidity Series, LLC, Money Market Series, 2.67%^(a)		1
SAP SE		1
Mitsubishi UFJ Financial Group, Inc.		1
HSBC Holdings PLC		1
BHP Billiton Ltd.		1

^(a)

Security was purchased with the cash collateral from loaned securities.

GEOGRAPHIC ALLOCATION


Country	Percent of Net Assets
Japan		22	%
United Kingdom		13
France		10
Switzerland		9
Australia		8
Germany		7
Netherlands		6
Spain		3
Hong Kong		3
United States		3
Italy		3
Sweden		2
Denmark		2
Finland		2
Norway		2
Belgium		1
Singapore		1
Other^(a)		1
Other Assets Less Liabilities		2

^(a)

Includes holdings within countries that are 1% or less of net assets. Please refer to the Schedule of Investments for such countries.


F U N D S U M M A R Y			5


Fund Summary as of March 31, 2019		BlackRock Health Sciences Opportunities Portfolio

Investment Objective

BlackRock Health Sciences Opportunities Portfolio’s (the “Fund”)investment objective is to provide long-term growth of capital.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund outperformed its benchmark, the Russell 3000^® Health Care Index.

What factors influenced performance?

Stock selection in the medical devices & supplies, biotechnology and pharmaceuticals sub-sectors was the primary driver of the Fund’s outperformance. Conversely, weak stock selection in the health care providers & supplies sub-sector detracted.

An underweight position in the biotechnology firm AbbVie, Inc. was the largest contributor to relative performance. The company reported weak financial results and missed analyst earnings expectations, primarily due to higher-than-expected competition for its main product, Humira, in Europe.

Abbott Laboratories, a medical devices & supplies company that displayed resilience in the market sell-off of late 2018, was another notable positive contributor. A zero weighting in the medical devices & supplies company Align Technology, Inc., which reported weak earnings for the third quarter of 2018 and reduced its guidance for the remainder of the year, also contributed.

At the individual stock level, the Fund’s lack of a position in the medical devices company Danaher Corp. was the largest detractor from relative performance. The stock rallied after the company announced its acquisition of General Electric’s biopharmaceutical business.

An underweight in Johnson & Johnson, which rebounded from the December 2018 sell-off caused by revelations about possible carcinogens in its baby powder, also detracted. An underweight in Merck & Co., Inc. was another notable detractor, as the company reported positive clinical trial data for a key drug.

Describe recent portfolio activity.

The Fund made a meaningful increase to its weighting in the medical devices & supplies sub-sector, and it reduced its positions in the biotechnology, health care providers & services and pharmaceuticals sub-sectors.

Describe portfolio positioning at period end.

The investment adviser believes the health care sector continues to feature longer-term, secular growth drivers, including innovations in medical technology and the aging global population. Medical devices & supplies was the leading overweight versus the benchmark, while the pharmaceuticals industry was the largest underweight.

Portfolio Information

TEN LARGEST HOLDINGS


Security	Percent of Net Assets
UnitedHealth Group, Inc.		7	%
Abbott Laboratories		6
Pfizer, Inc.		5
Merck & Co., Inc.		4
Boston Scientific Corp.		4
Thermo Fisher Scientific, Inc.		3
Stryker Corp.		3
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37%		3
Medtronic PLC		3
Eli Lilly & Co.		3

INDUSTRY ALLOCATION


Industry	Percent of Net Assets
Health Care Equipment & Supplies		32	%
Pharmaceuticals		25
Health Care Providers & Services		17
Biotechnology		16
Life Sciences Tools & Services		7
Health Care Technology		1
Short-Term Securities		5
Liabilities in Excess of Other Assets		(3	)

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.


6		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Health Sciences Opportunities Portfolio

Performance Summary for the Period Ended March 31, 2019


				Average Annual Total Returns^(a)(b)
				1 Year						5 Years						10 Years
	6-Month Total Returns			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge
Institutional		(2.18	)%		17.76	%		N/A			13.61	%		N/A			18.00	%		N/A
Service		(2.33	)		17.41			N/A			13.29			N/A			17.65			N/A
Investor A		(2.31	)		17.45			11.28	%		13.30			12.08	%		17.65			17.02	%
Investor C		(2.65	)		16.59			15.59			12.49			12.49			16.81			16.81
Class K		(2.13	)		17.88			N/A			13.54			N/A			17.78			N/A
Class R		(2.47	)		17.05			N/A			12.95			N/A			17.30			N/A
Russell 3000^® Health Care Index^(c)		(2.98	)		15.14			N/A			11.65			N/A			17.03			N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 14 for a detailed description of share classes, including any related sales charges and fees and how performance was calculated for certain share classes.

^(b)

Under normal market conditions, the Fund invests at least 80% of its total assets in equity securities, primarily common stock, of companies in health sciences and related industries.

^(c)

An unmanaged index that features companies involved in medical services or health care in the Russell 3000^® Index, which includes the largest 3,000 U.S. companies as determined by total market capitalization.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual									Hypothetical^(b)
	Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Beginning Account Value (10/01/18)			Ending Account Value (03/31/19)			Expenses Paid During the Period^(a)			Annualized Expense Ratio
Institutional		$	1,000.00		$	978.20		$	4.09		$	1,000.00		$	1,020.53		$	4.17		0.84	%
Service			1,000.00			976.70			5.60			1,000.00			1,019.00			5.72		1.15
Investor A			1,000.00			976.90			5.47			1,000.00			1,019.12			5.59		1.12
Investor C			1,000.00			973.50			8.99			1,000.00			1,015.55			9.18		1.85
Class K			1,000.00			978.70			3.64			1,000.00			1,020.98			3.72		0.75
Class R			1,000.00			975.30			7.02			1,000.00			1,017.55			7.17		1.44

^(a)

For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown). The fees and expenses of the underlying funds in which the Fund invests are not included in the Fund’s annualized expense ratio.

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half-year divided by 365.

See

“Disclosure of Expenses” on page 15 for further information on how expenses were calculated.


F U N D S U M M A R Y			7


Fund Summary as of March 31, 2019		BlackRock High Equity Income Fund

Investment Objective

BlackRock High Equity Income Fund’s (the “Fund”)investment objective is to seek high current income with consideration for capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund underperformed its benchmark, the Russell 1000^® Value Index.

What factors influenced performance?

The Fund’s stock selection decisions in the utilities sector was the largest detractor from relative performance. Within the sector, selection among electric utilities accounted for nearly all of the Fund’s relative underperformance. Additionally, stock selection in the information technology (“IT”) sector detracted from relative returns, with the majority of underperformance coming from the software & services and semiconductors & semiconductor equipment industry groups. The Fund’s underweight exposure to real estate was also a detractor from relative performance, as was stock selection in the consumer discretionary and industrials sectors.

The combination of stock selection and allocation decisions in the energy sector was the largest contributor to the Fund’s performance. Notably, stock selection with the oil, gas & consumable fuels industry group added to performance, as did the Fund’s underweight position to energy equipment & services companies. Also, stock selection in the communication services sector was a contributor to relative performance, with decisions in the diversified telecommunication services industry group having the greatest impact. Among financials, the Fund’s underweight exposure to the diversified financial services group added to relative performance. Finally, the Fund’s use of equity-linked notes benefited performance amid volatility in the fourth quarter of 2018.

Describe recent portfolio activity.

During the period, the Fund increased its exposure to the consumer staples and communication services sectors. The Fund reduced its exposure to the consumer discretionary and IT sectors.

Describe portfolio positioning at period end.

The Fund ended the period with its largest absolute allocations in the financials, health care, and energy sectors. Relative to the benchmark, the Fund’s largest overweight positions were in energy, financials and communication services, while the largest relative underweights were in the real estate, consumer discretionary and industrials sectors.

Portfolio Information

TEN LARGEST HOLDINGS


Security	Percent of Net Assets
Wells Fargo & Co.		4	%
Williams Cos., Inc.		4
Pfizer, Inc.		4
BP PLC		3
JPMorgan Chase & Co.		3
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37%		3
FirstEnergy Corp.		3
Verizon Communications, Inc.		3
MetLife, Inc.		2
Citigroup, Inc.		2

SECTOR ALLOCATION


Sector	Percent of Net Assets
Financials		25	%
Health Care		16
Energy		15
Information Technology		9
Communication Services		9
Consumer Staples		8
Utilities		7
Industrials		5
Consumer Discretionary		2
Materials		2
Real Estate		2
Short-Term Securities		3
Liabilities in Excess of Other Assets		(3	)


8		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock High Equity Income Fund

Performance Summary for the Period Ended March 31, 2019


		Average Annual Total Returns^(a)(b)
		1 Year		5 Years		10 Years
	6-Month Total Returns	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge	w/o sales charge	w/sales charge
Institutional	(1.96)%	4.69%	N/A	6.89%	N/A	14.11%	N/A
Service	(2.10)	4.38	N/A	6.54	N/A	13.66	N/A
Investor A	(2.14)	4.36	(1.12)%	6.53	5.39%	13.65	13.03%
Investor C	(2.48)	3.58	2.68	5.74	5.74	12.80	12.80
Russell 1000^® Value Index^(c)	(1.19)	5.67	N/A	7.72	N/A	14.52	N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 14 for a detailed description of share classes, including any related sales charges and fees.

^(b)

Under normal circumstances, the Fund will invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in equity securities and equity-related instruments, including equity-linked notes. The Fund may invest in securities of companies with any market capitalization, but will generally focus on large cap securities. The Fund’s total returns prior to June 12, 2017, are the returns of the Fund when it followed different investment strategies under the name BlackRock U.S. Opportunities Portfolio.

^(c)

An unmanaged index that is a subset of the Russell 1000^® Index and consists of those Russell 1000^® securities with lower price-to-book ratios and lower expected growth values.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$980.40		$4.16		$1,000.00		$1,020.46		$4.24		0.85	%
Service		1,000.00		979.00		5.37		1,000.00		1,019.23		5.48		1.10
Investor A		1,000.00		978.60		5.37		1,000.00		1,019.23		5.48		1.10
Investor C		1,000.00		975.20		9.03		1,000.00		1,015.51		9.22		1.85

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half-year divided by 365.

See “Disclosure of Expenses” on page 15 for further information on how expenses were calculated.


F U N D S U M M A R Y			9


Fund Summary as of March 31, 2019		BlackRock International Dividend Fund

Investment Objective

BlackRock International Dividend Fund’s (the “Fund”)investment objective is to seek long-term total return and current income.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund outperformed its benchmark, the MSCI All Country World Index (“ACWI”) ex-U.S.

What factors influenced performance?

Stock selection within the consumer staples sector was the largest contributor to the Fund’s relative performance during the period. Stock selection within health care also contributed to performance.

The largest detractor from relative performance was stock selection within the information technology sector. Stock selection within energy also detracted from the Fund’s relative performance.

Describe recent portfolio activity.

During the period, the Fund reduced exposure to consumer services but increased exposure to stocks in the industrials and consumer discretionary sectors. From a geographical perspective, the Fund increased its exposure to the United Kingdom while decreasing exposure to Belgium and Switzerland.

Describe portfolio positioning at period end.

The Fund focuses on high-quality dividend-paying companies and at period end looked very different from its benchmark, the MSCI ACWI ex-U.S., in terms of portfolio positioning. The Fund ended the period with its largest absolute exposure to the consumer staples and health care sectors. However, the Fund continued to have no exposure to utilities, real estate, or energy. From a regional perspective, the Fund’s most significant exposure was to U.K.-listed stocks.

Portfolio Information

TEN LARGEST HOLDINGS


Security	Percent of Net Assets
TELUS Corp.		5	%
Rogers Communications, Inc., Class B		5
Amcor Ltd.		5
Imperial Brands PLC		5
British American Tobacco PLC		4
Deutsche Post AG, Registered Shares		4
Nestle SA, Registered Shares		4
Novartis AG, Registered Shares		4
GlaxoSmithKline PLC		4
Unilever PLC		4

GEOGRAPHIC ALLOCATION


Country	Percent of Net Assets
United Kingdom		26	%
Switzerland		11
Canada		10
Australia		9
Netherlands		5
Singapore		5
United States		5
France		5
Germany		4
Finland		4
China		3
Taiwan		3
Denmark		3
India		2
Sweden		2
Japan		2
Other Assets Less Liabilities		1


10		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock International Dividend Fund

Performance Summary for the Period Ended March 31, 2019


				Average Annual Total Returns^(a)(b)
				1 Year						5 Years						10 Years
	6-Month Total Returns			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge
Institutional		2.50	%		2.50	%		N/A			0.57	%		N/A			8.09	%		N/A
Service		2.38			2.25			N/A			0.28			N/A			7.71			N/A
Investor A		2.31			2.19			(3.18	)%		0.27			(0.81	)%		7.78			7.20	%
Investor C		1.97			1.48			0.52			(0.47	)		(0.47	)		6.97			6.97
Class K		2.49			2.52			N/A			0.58			N/A			8.09			N/A
MSCI ACWI ex-U.S.^(c)		(2.33	)		(4.22	)		N/A			2.57			N/A			8.85			N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 14 for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain share classes.

^(b)

Under normal circumstances, the Fund will invest at least 80% of its net assets plus the amount of any borrowings for investment purposes in dividend-paying equity securities issued by foreign companies of any market capitalization and derivatives that have similar economic characteristics to such securities. The Fund’s total returns prior to June 12, 2017, are the returns of the Fund when it followed different investment strategies under the name BlackRock International Opportunities Portfolio.

^(c)

A free float-adjusted market capitalization weighted index designed to measure the combined equity market performance of developed and emerging market countries, excluding the United States.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$1,025.00		$4.21		$1,000.00		$1,020.50		$4.20		0.84	%
Service		1,000.00		1,023.80		5.45		1,000.00		1,019.27		5.44		1.09
Investor A		1,000.00		1,023.10		5.45		1,000.00		1,019.27		5.44		1.09
Investor C		1,000.00		1,019.70		9.19		1,000.00		1,015.56		9.17		1.84
Class K		1,000.00		1,024.90		3.95		1,000.00		1,020.75		3.94		0.79

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half-year divided by 365.

See “Disclosure of Expenses” on page 15 for further information on how expenses were calculated.


F U N D S U M M A R Y			11


Fund Summary as of March 31, 2019		BlackRock Technology Opportunities Fund

Investment Objective

BlackRock Technology Opportunities Fund’s (the “Fund”)investment objective is to provide long-term capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the six-month period ended March 31, 2019, the Fund outperfomed its benchmark, the MSCI All-Country World Information Technology Index.

What factors influenced performance?

Sub-sector allocation decisions contributed to the large majority of the Fund’s relative outperformance. In particular, stock selection within the software industry and an underweight allocation to the technology hardware & equipment industry group were significant contributors.

Among individual positions, the largest contributor to performance was the Fund’s underweight position in iPhone manufacturer Apple Inc., whose stock declined after the company reduced guidance, citing weaker margin and slowing demand for its products in the Chinese market. Rising interest rates in the United States led to currency fluctuations that also had a downward impact on Apple’s substantial foreign revenue. The second-largest contributor was the Fund’s out-of-benchmark position in enterprise software company Twilio Inc., which saw strong user and revenue growth that exceeded analysts’ expectations. Finally, an out-of-benchmark position in enterprise software company MongoDB Inc. was the third-largest contributor to the Fund’s performance, as it reported a 71% year-over-year increase in revenue during the fourth quarter of 2018 due to strong sales of its Atlas database platform.

Conversely, weak stock selection in the internet services & infrastructure industry was the most noteworthy detractor from the Fund’s relative performance. The largest individual detractor was the Fund’s out-of-benchmark position in Amazon.com Inc., whose stock declined following reports of weaker growth during the third quarter of 2018 than analysts had expected. This decline came despite continued strong growth for the company’s Amazon Web Services cloud computing platform.

The Fund’s overweight position in financial technology company Wirecard AG was the second-largest individual detractor from relative performance during the period. Reports of alleged fraudulent activity in Singapore were primarily responsible for the stock’s weakness. Also, an out-of-benchmark position in mail services company Stamps.com Inc. detracted from performance, as the company severed its long-standing exclusive contract with the U.S. Postal Service.

Describe recent portfolio activity.

During the period, the Fund increased its exposure to software & services stocks, with a particular emphasis on those companies involved in 5G data testing. The Fund reduced its exposure to the more cyclical companies within the semiconductor industry.

Describe portfolio positioning at period end.

At the end of the period, the Fund had the largest sub-sector exposure in software and the internet services & infrastructure industry, as the investment adviser believes that these areas will benefit from secure tailwinds from innovation and the transition to cloud computing. The Fund’s exposure to the software industry focused on companies offering enterprise software solutions, cloud computing services, and software-as-a-service platforms. The Fund also retained a substantial investment in the 5G supply chain, as this emerging technology remains poised to disrupt the communication services sector.

In general, the Fund’s investment process continued to aim to provide a balance of legacy technology companies that can continually innovate and new disruptive companies displacing those that fail to innovate. Approximately 40% of the portfolio consisted of core legacy companies, with 60% allocated to opportunistic, higher-growth companies.


12		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of March 31, 2019 (continued)		BlackRock Technology Opportunities Fund

Performance Summary for the Period Ended March 31, 2019


				Average Annual Total Returns^(a)(b)
				1 Year						5 Years						10 Years
	6-Month Total Returns			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge			w/o sales charge			w/sales charge
Institutional		0.01	%		15.21	%		N/A			19.44	%		N/A			20.24	%		N/A
Service		(0.13	)		14.89			N/A			19.16			N/A			19.96			N/A
Investor A		(0.13	)		14.91			8.87	%		19.10			17.82	%		19.85			19.21	%
Investor C		(0.47	)		14.05			13.05			18.17			18.17			18.85			18.85
Class R		(0.23	)		14.61			N/A			18.79			N/A			19.53			N/A
MSCI All-Country World Information Technology Index^(c)		(1.53	)		8.46			N/A			15.69			N/A			17.64			N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” on page 14 for a detailed description of share classes, including any related sales charges and fees.

^(b)

Under normal market conditions, the Fund invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in equity securities issued by U.S. and non- U.S. technology companies in all market capitalization ranges, selected for their rapid and sustainable growth potential from the development, advancement and use of technology. The Fund’s total returns prior to December 30, 2017, are the returns of the Fund when it followed different investment strategies under the name BlackRock Science & Technology Opportunities Portfolio.

^(c)

An index that measures the performance of the technology sector in developed and emerging equity markets.

N/A — Not applicable as share class and index do not have a sales charge.

Past performance is not indicative of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual						Hypothetical^(b)
	Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Beginning Account Value (10/01/18)		Ending Account Value (03/31/19)		Expenses Paid During the Period^(a)		Annualized Expense Ratio
Institutional		$1,000.00		$1,000.10		$4.52		$1,000.00		$1,020.13		$4.57		0.92	%
Service		1,000.00		998.70		5.75		1,000.00		1,018.90		5.81		1.17
Investor A		1,000.00		998.70		5.76		1,000.00		1,018.89		5.82		1.17
Investor C		1,000.00		995.30		9.43		1,000.00		1,015.20		9.53		1.92
Class R		1,000.00		997.70		6.98		1,000.00		1,017.67		7.05		1.42

^(a)

^(b)

Hypothetical 5% annual return before expenses is calculated by prorating the number of days in the most recent fiscal half year divided by 365.

See “Disclosure of Expenses” on page 15 for further information on how expenses were calculated.

Portfolio Information

TEN LARGEST HOLDINGS


Security		Percent of Net Assets
SL Liquidity Series, LLC, Money Market Series, 2.67%^(a)		6%
Microsoft Corp.		4
Tencent Holdings Ltd.		4
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37%		4
Alphabet, Inc., Class A		4
Alibaba Group Holding Ltd. — ADR		4
Amazon.com, Inc.		3
Apple Inc.		3
Twilio, Inc., Class A		3
salesforce.com, Inc.		2

^(a)

Security was purchased with the cash collateral from loaned securities

INDUSTRY ALLOCATION


Industry		Percent of Net Assets
Software		28%
IT Services		17
Semiconductors & Semiconductor Equipment		12
Interactive Media & Services		12
Internet & Direct Marketing Retail		12
Technology Hardware, Storage & Peripherals		3
Entertainment		3
Electronic Equipment, Instruments & Components		2
Diversified Telecommunication Services		1
Health Care Technology		1
Diversified Consumer Services		1
Road & Rail		1
Communications Equipment		1
Equity Real Estate Investment Trusts (REITs)		1
Multiline Retail		1
Household Durables		1
Other^(a)		—
Short-Term Securities		9
Liabilities in Excess of Other Assets		(6)

^(a)

Includes holdings within industries that are 1% or less of net assets. Please refer to the Schedule of Investments for such industries.

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.


F U N D S U M M A R Y			13

About Fund Performance

Institutional and Class K Shares(Class K Shares are available only for BlackRock Advantage International Fund, BlackRock Health Sciences Opportunities Portfolio and BlackRock International Dividend Fund) are not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors. BlackRock Advantage International Fund’s and BlackRock International Dividend Fund’s Class K Shares performance shown prior to the Class K January 25, 2018 inception date is that of Institutional Shares. BlackRock Health Sciences Opportunities Portfolio’s Class K Shares performance shown prior to the Class K June 8, 2016 inception date is that of Investor A Shares. The performance of each Fund’s Class K Shares performance would be substantially similar to Investor A Shares or Institutional Shares, as applicable, because Class K shares, Institutional Shares and Investor A Shares invest in the same portfolio of securities and performance would only differ to the extent that Class K Shares and Investor A Shares or Institutional Shares, as applicable, have different expenses. The actual returns of Class K Shares would have been higher than those of Investor A Shares or Institutional Shares, as applicable, because Class K Shares have lower expenses than Investor A Shares and Institutional Shares.

Service Shares(for all Funds except BlackRock Advantage International Fund) are not subject to any sales charge. These shares are subject to a service fee of 0.25% per year (but no distribution fee) and are only available to certain eligible investors.

Investor C Sharesare subject to a 1.00% CDSC if redeemed within one year of purchase. In addition, these shares are subject to a distribution fee of 0.75% per year and a service fee of 0.25% per year. These shares are generally available through financial intermediaries. Effective November 8, 2018, the Fund adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and, thereafter, investors will be subject to lower ongoing fees.

Class R Shares(for BlackRock Advantage International Fund, BlackRock Health Science Opportunities Portfolio and BlackRock Technology Opportunities Fund) are not subject to any sales charge. These shares are subject to a distribution fee of 0.25% per year and a service fee of 0.25% per year. These shares are available only to certain employer-sponsored retirement plans. Prior to BlackRock Advantage International Fund’s Class R Shares inception date of September 12, 2011, performance shown is that of Institutional Shares (which have no distribution or service fees) and was restated to reflect Class R Share fees. Prior to BlackRock Health Sciences Opportunities Portfolio’s Class R Shares inception date of September 12, 2011, performance shown is that of Investor A Shares and was restated to reflect Class R Share fees.

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

BlackRock Advisors, LLC (the “Manager”), each Fund’s investment adviser, has contractually agreed to waive and/or reimburse a portion of certain Funds’ expenses. Without such waiver and/or reimbursement, the Funds’ performance would have been lower. The Manager is under no obligation to continue waiving and/or reimbursing its fees after the applicable termination date of such agreement and such voluntary waiver and/or reimbursement may be reduced or discontinued at any time. See Note 6 of the Notes to Financial Statements for additional information on waivers and/or reimbursements.


14		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S


Disclosure of Expenses

Shareholders of the Funds may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including investment advisory fees, administration fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses and other fund expenses. The expense examples on the previous pages (which are based on a hypothetical investment of $1,000 invested on October 1, 2018 and held through March 31, 2019) are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.

Derivative Financial Instruments


F U N D S U M M A R Y			15

Schedule of Investments

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 96.1%

Australia — 8.2%
Adelaide Brighton Ltd.		121,545	$	388,688
AGL Energy Ltd.		15,151		234,201
Altium Ltd.		7,285		167,867
Amcor Ltd.		25,443		278,382
Ansell Ltd.		70,405		1,272,015
Aristocrat Leisure Ltd.		119,152		2,078,096
Australia & New Zealand Banking Group Ltd.		74,856		1,384,413
Beach Energy Ltd.		42,638		62,219
BHP Billiton Ltd.		293,756		8,029,343
BHP Group PLC		107,398		2,591,201
Boral Ltd.		32,828		107,148
CIMIC Group Ltd.		48,199		1,655,602
Coca-Cola Amatil Ltd.		53,197		326,951
Cochlear Ltd.		2,061		254,126
Commonwealth Bank of Australia		41,836		2,099,923
Computershare Ltd.		118,289		1,437,952
Crown Resorts Ltd.		58,326		477,006
CSL Ltd.		25,918		3,596,188
CSR Ltd.		451,511		1,066,332
Domino’s Pizza Enterprises Ltd.		4,691		144,651
Downer EDI Ltd.		8,210		44,884
DuluxGroup Ltd.		155,370		817,316
Ensogo Ltd.^(a)(b)		122,284		1
Flight Centre Travel Group Ltd.		26,508		791,883
Fortescue Metals Group Ltd.		131,313		664,595
Harvey Norman Holdings Ltd.		169,121		482,920
Iluka Resources Ltd.		113,212		725,108
Independence Group NL		5,350		18,505
Macquarie Group Ltd.		60,724		5,592,445
Magellan Financial Group Ltd.		1,716		44,505
Medibank Pvt. Ltd.		306,824		602,256
Metcash Ltd.		56,557		106,562
National Australia Bank Ltd.		387,158		6,956,533
Orica Ltd.		8,194		102,631
Platinum Asset Management Ltd.		19,321		63,095
Qantas Airways Ltd.		638,663		2,569,943
Ramsay Health Care Ltd.		423		19,343
REA Group Ltd.		14,525		771,365
Rio Tinto Ltd.		41,668		2,901,835
Rio Tinto PLC		23,912		1,389,846
Santos Ltd.		198,645		961,794
Scentre Group		282,966		826,005
SEEK Ltd.		69,223		863,568
Sonic Healthcare Ltd.		7,689		134,192
St Barbara Ltd.		61,982		148,316
Stockland		137,292		375,531
Sydney Airport		510,932		2,697,131
Telstra Corp. Ltd.		426,267		1,005,166
Treasury Wine Estates Ltd.		17,386		184,556
Vicinity Centres		19,961		36,855
Wesfarmers Ltd.		102,328		2,519,824
Westpac Banking Corp.		186,325		3,434,614
Woodside Petroleum Ltd.		36,154		887,583

				66,393,010

Austria — 0.4%
Erste Group Bank AG		34,837		1,280,393
Telekom Austria AG		4,835		35,172
Vienna Insurance Group AG Wiener Versicherung Gruppe		25,163		646,392
Wienerberger AG		72,432		1,538,450

				3,500,407

Belgium — 1.2%
Groupe Bruxelles Lambert SA		2,243		218,066
Solvay SA		28,693		3,106,482
UCB SA		76,729		6,591,231

				9,915,779


Security	Shares		Value

Denmark — 1.9%
Carlsberg A/S, Class B		50,424	$	6,305,431
Coloplast A/S, Class B		377		41,384
Demant A/S^(a)		10,357		306,533
DSV A/S		2,417		200,012
Genmab A/S^(a)		3,500		607,312
GN Store Nord A/S		32,033		1,487,692
H Lundbeck A/S		28,084		1,217,864
ISS A/S		1,132		34,477
Novo Nordisk A/S, Class B		60,440		3,158,919
Royal Unibrew A/S		22,565		1,666,441
SimCorp A/S		1,139		110,045
Topdanmark A/S		3,235		161,623
Vestas Wind Systems A/S		4,754		400,697

				15,698,430

Finland — 1.7%
Kesko Oyj, B Shares		35,641		2,169,823
Kone OYJ, Class B		76,190		3,848,237
Metso Oyj		1,337		46,096
Neste Oyj		17,427		1,857,739
Nokia OYJ		509,538		2,902,659
Nordea Bank Abp		6,150		46,831
Outokumpu Oyj		9,975		36,310
UPM-Kymmene Oyj		4,998		145,977
Valmet OYJ		118,249		2,995,995

				14,049,667

France — 10.2%
Air Liquide SA		22,433		2,854,869
Arkema SA		27,545		2,627,757
AXA SA		20,136		506,441
BioMerieux		740		61,205
Bouygues SA		4,256		152,147
Capgemini SE		24,940		3,026,280
Christian Dior SE		12,063		5,749,751
Cie Generale des Etablissements Michelin SCA		11,791		1,393,044
CNP Assurances		1,842		40,557
Compagnie de Saint-Gobain		47,443		1,720,243
Covivio		586		62,185
Dassault Aviation SA		396		584,143
Dassault Systemes SE		6,795		1,012,791
Edenred		72,142		3,285,401
Engie SA		157,335		2,346,324
Faurecia SA		40,793		1,717,203
Gaztransport Et Technigaz SA		7,511		683,705
Hermes International		390		257,508
ICADE		227		19,200
Imerys SA		2,372		118,246
Ipsen SA		6,544		897,390
Kering SA		10,789		6,188,625
Korian SA		13,286		538,021
Lagardere SCA		32,620		839,364
L’Oreal SA		38,290		10,311,215
LVMH Moet Hennessy Louis Vuitton SE		13,626		5,018,939
Natixis SA		407,837		2,184,505
Nexity SA		2,364		115,386
Pernod Ricard SA		22,296		4,003,505
Peugeot SA		21,579		526,566
Publicis Groupe SA		913		48,884
Renault SA		3,825		252,902
Rexel SA		52,107		588,045
Rubis SCA		1,882		102,736
Sanofi		88,741		7,846,886
Sartorius Stedim Biotech		5,976		757,218
Schneider Electric SE		78,758		6,181,633
SCOR SE		1,021		43,487
Sodexo SA		432		47,572
Teleperformance		926		166,465


16		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

France (continued)
Thales SA		24,152	$	2,893,668
TOTAL SA		66,055		3,675,933
Ubisoft Entertainment SA^(a)		2,837		252,984
Veolia Environnement SA		42,691		955,168

				82,656,097

Germany — 6.8%
Aareal Bank AG^(c)		10,795		333,363
adidas AG		21,532		5,237,067
Allianz SE, Registered Shares		22,758		5,071,590
alstria office REIT-AG^(c)		35,348		575,333
Bayer AG, Registered Shares		28,876		1,859,390
Bayerische Motoren Werke AG		11,491		887,271
Bilfinger SE		1,684		58,705
CANCOM SE		2,188		98,649
Carl Zeiss Meditec AG		591		49,391
Continental AG		3,357		506,436
CTS Eventim AG & Co. KGaA		1,107		52,489
Daimler AG, Registered Shares		329		19,307
Deutsche Boerse AG		32,453		4,161,131
Deutsche EuroShop AG^(c)		2,984		90,536
Deutsche Pfandbriefbank AG^(d)		1,385		16,992
E.ON SE		82,543		918,562
Evonik Industries AG^(c)		53,348		1,455,829
Evotec SE^(a)		22,536		600,428
Fresenius Medical Care AG & Co. KGaA		17,953		1,450,967
Fresenius SE & Co. KGaA		6,388		357,039
Grand City Properties SA		8,422		203,392
HeidelbergCement AG		9,692		698,620
Hella GmbH & Co. KGaA		749		32,990
HOCHTIEF AG		18,692		2,708,331
Jenoptik AG		15,089		563,372
Linde AG		1,050		231,623
Merck KGaA		416		47,495
MTU Aero Engines AG		17,630		3,996,054
Muenchener Rueckversicherungs-Gesellschaft AG, Registered Shares		5,462		1,294,470
Nemetschek SE		1,488		254,269
ProSiebenSat.1 Media SE		10,083		143,551
Rational AG		79		48,817
Salzgitter AG		6,973		201,958
SAP SE		84,738		9,796,143
Siemens AG, Registered Shares		38,184		4,106,421
Software AG		84,697		2,866,899
Symrise AG		913		82,306
TAG Immobilien AG		20,934		517,027
Telefonica Deutschland Holding AG		781,548		2,453,899
TUI AG		102,187		980,114
Uniper SE		11,498		346,826
Volkswagen AG		204		33,258

				55,408,310

Hong Kong — 3.1%
AIA Group Ltd.		491,200		4,911,887
BOC Hong Kong Holdings Ltd.		87,500		363,119
Cafe de Coral Holdings Ltd.		36,000		91,680
Chow Tai Fook Jewellery Group Ltd.		150,200		152,045
CK Hutchison Holdings Ltd.		357,500		3,759,240
CLP Holdings Ltd.		128,000		1,484,620
Hang Lung Properties Ltd.		479,000		1,169,928
Hang Seng Bank Ltd.		24,400		602,507
Henderson Land Development Co. Ltd.		182,200		1,159,585
HKT Trust & HKT Ltd.		416,000		668,784
Hong Kong & China Gas Co. Ltd.		22,000		52,761
Hong Kong Exchanges & Clearing Ltd.		4,200		146,742
Hongkong Land Holdings Ltd.		66,400		472,612
Hutchison Port Holdings Trust^(c)		681,000		160,415
Jardine Matheson Holdings Ltd.		12,200		761,642
Jardine Strategic Holdings Ltd.		1,700		63,767
Kerry Properties Ltd.^(c)		296,000		1,323,363


Security	Shares		Value

Hong Kong (continued)
Li & Fung Ltd.		80,000	$	14,412
MTR Corp Ltd.		58,000		359,361
New World Development Co. Ltd.		347,000		575,921
NWS Holdings Ltd.		134,000		293,374
Shangri-La Asia Ltd.		96,000		136,480
Sun Hung Kai Properties Ltd.		203,000		3,489,717
Swire Pacific Ltd., Class A		21,000		270,499
Swire Properties Ltd.		185,400		797,940
Techtronic Industries Co. Ltd.		148,000		996,728
WH Group Ltd.^(d)		476,000		509,142
Wheelock & Co. Ltd.		88,005		645,876

				25,434,147

India — 0.0%
Jasper Infotech Private Ltd. (Acquired 5/7/14, cost $804,375) ^(a)(b)(e)		1,080		301,082


Ireland — 0.1%
James Hardie Industries PLC		11,735		151,407
Kingspan Group PLC		9,474		438,998
Smurfit Kappa Group PLC		9,911		277,003

				867,408

Israel — 0.1%
Bank Hapoalim BM		3,779		25,114
Delek Group Ltd.		335		58,081
Gazit-Globe Ltd.		55,133		443,605
Paz Oil Co. Ltd.		732		109,489
Teva Pharmaceutical Industries Ltd.^(a)		1,662		26,032

				662,321

Italy — 2.7%
A2A SpA		66,350		121,229
Amplifon SpA		16,369		319,447
Azimut Holding SpA		2,555		43,475
Eni SpA		67,459		1,191,907
Ferrari NV		42,756		5,744,218
Fincantieri SpA		51,040		62,826
Hera SpA		205,725		744,517
Interpump Group SpA		16,945		553,481
Iren SpA		8,121		20,732
Mediobanca Banca di Credito Finanziario SpA		314,954		3,279,343
Moncler SpA		112,519		4,541,249
Saras SpA		314,241		582,362
Terna Rete Elettrica Nazionale SpA		721,668		4,580,317

				21,785,103

Japan — 21.9%
Advantest Corp.		89,100		2,081,157
Aeon Mall Co. Ltd.		1,500		24,688
AGC, Inc.		41,000		1,440,144
Aisin Seiki Co. Ltd.		6,500		232,694
Amada Holdings Co. Ltd.		39,200		388,952
Anritsu Corp.		13,100		243,674
Aoyama Trading Co. Ltd.		42,700		971,389
Aozora Bank Ltd.		2,800		69,193
Asahi Group Holdings Ltd.		14,800		660,650
Astellas Pharma, Inc.		420,000		6,310,829
Benefit One, Inc.		900		17,702
Benesse Holdings, Inc.		32,100		835,346
Brother Industries Ltd.		27,300		507,033
Calbee, Inc.		600		16,205
Canon, Inc.		43,500		1,263,025
Capcom Co. Ltd.		6,100		136,908
Chiyoda Corp.^(a)		1,600		3,825
Chubu Electric Power Co., Inc.		76,200		1,191,245
Citizen Watch Co. Ltd.		144,100		805,225
Concordia Financial Group Ltd.		43,900		169,733
Credit Saison Co. Ltd.		39,400		521,301
CyberAgent, Inc.^(c)		12,800		523,782


S C H E D U L E O F I N V E S T M E N T S			17

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Japan (continued)
Dai-ichi Life Holdings, Inc.		382,100	$	5,319,341
Daito Trust Construction Co. Ltd.		14,400		2,009,059
Daiwa Securities Group, Inc.		213,600		1,041,154
Denso Corp.		13,700		535,249
Dentsu, Inc.		16,000		677,157
DIC Corp.		1,900		55,669
Dip Corp.		3,700		64,173
DMG Mori Co. Ltd.		77,600		964,748
East Japan Railway Co.		51,000		4,924,869
Eisai Co. Ltd.		13,300		748,349
Electric Power Development Co. Ltd.		10,900		265,801
Fuji Media Holdings, Inc.		2,700		37,297
FUJIFILM Holdings Corp.		75,400		3,434,324
Glory Ltd.		16,500		396,666
GungHo Online Entertainment, Inc.		34,400		125,571
Hakuhodo DY Holdings, Inc.		5,100		82,121
Hirose Electric Co. Ltd.		1,900		200,066
Hisamitsu Pharmaceutical Co., Inc.		2,800		129,157
Hitachi Capital Corp.		4,300		99,862
Hitachi Construction Machinery Co. Ltd.		24,900		663,804
Hitachi High-Technologies Corp.		900		36,980
Hitachi Ltd.		45,900		1,491,320
Honda Motor Co. Ltd.		108,700		2,952,377
Horiba Ltd.		4,700		262,107
Hoshizaki Corp.		13,300		825,617
Hoya Corp.		7,000		463,661
Idemitsu Kosan Co. Ltd.		19,270		644,545
Iida Group Holdings Co. Ltd.		24,300		440,930
ITOCHU Corp.		161,300		2,923,366
Iyo Bank Ltd.		14,200		75,171
Japan Tobacco, Inc.		220,100		5,451,398
JXTG Holdings, Inc.		1,057,800		4,828,795
Kakaku.com, Inc.		21,300		410,348
Kao Corp.		1,100		86,819
KDDI Corp.		138,700		2,987,223
Keyence Corp.		2,400		1,500,468
Kikkoman Corp.		18,000		885,081
Kirin Holdings Co. Ltd.		277,500		6,638,819
Kobayashi Pharmaceutical Co. Ltd.		1,800		152,294
Kokuyo Co. Ltd.		1,400		20,568
Konami Holdings Corp.		23,300		1,013,776
K’s Holdings Corp.		3,200		28,391
Lintec Corp.		29,800		646,127
LIXIL Group Corp.		60,600		809,952
Mabuchi Motor Co. Ltd.^(c)		4,900		170,895
Marubeni Corp.		278,800		1,933,033
Miraca Holdings, Inc.		22,700		564,301
Mitsubishi Chemical Holdings Corp.		336,400		2,375,863
Mitsubishi Estate Co. Ltd.		9,900		179,635
Mitsubishi Gas Chemical Co., Inc.		86,200		1,234,692
Mitsubishi Motors Corp.		323,300		1,722,596
Mitsubishi UFJ Financial Group, Inc.		1,920,600		9,498,892
Mitsubishi UFJ Lease & Finance Co. Ltd.		40,600		207,252
Mitsui & Co. Ltd.		335,400		5,218,972
Mixi, Inc.		21,100		488,215
MS&AD Insurance Group Holdings, Inc.		70,500		2,148,035
Nikon Corp.		44,600		630,583
Nintendo Co. Ltd.		12,300		3,526,299
Nippon Electric Glass Co. Ltd.		6,100		162,072
Nippon Steel & Sumitomo Metal Corp.		40,900		723,956
Nippon Telegraph & Telephone Corp.		140,900		6,006,721
Nissan Motor Co. Ltd.		169,400		1,391,138
Nisshinbo Holdings, Inc.		90,400		791,213
Nitto Denko Corp.		54,700		2,883,193
Noevir Holdings Co. Ltd.		2,100		102,112
NOK Corp.		12,900		201,367
NTN Corp.		232,000		689,676
NTT DOCOMO, Inc.		235,900		5,228,401
Ono Pharmaceutical Co. Ltd.		29,900		587,548
ORIX Corp.		119,300		1,714,056


Security	Shares		Value

Japan (continued)
Otsuka Corp.		22,600	$	845,519
Otsuka Holdings Co. Ltd.		21,800		858,330
Pigeon Corp.		3,100		127,189
Pola Orbis Holdings, Inc.		65,800		2,104,696
Resona Holdings, Inc.		776,700		3,364,724
Resorttrust, Inc.		7,800		105,912
Ricoh Co. Ltd.		11,000		115,195
Rohm Co. Ltd.		13,000		814,515
Ryohin Keikaku Co. Ltd.		2,300		583,820
SCSK Corp.		7,900		352,743
Seino Holdings Co. Ltd.		1,400		18,709
Sekisui House Ltd.		2,900		48,057
Shin-Etsu Chemical Co. Ltd.		71,200		5,991,401
Sompo Holdings, Inc.		85,600		3,170,024
Stanley Electric Co. Ltd.		5,300		142,822
Subaru Corp.		7,400		168,962
SUMCO Corp.		9,500		106,269
Sumitomo Chemical Co. Ltd.		351,900		1,642,777
Sumitomo Corp.		188,000		2,606,487
Sumitomo Mitsui Financial Group, Inc.		148,100		5,186,272
Sumitomo Mitsui Trust Holdings, Inc.		12,000		431,269
Sumitomo Rubber Industries Ltd.		33,000		396,350
Sundrug Co. Ltd.		1,500		41,398
Suruga Bank Ltd.^(a)(c)		153,700		713,025
T&D Holdings, Inc.		80,200		844,569
Takashimaya Co. Ltd.		8,900		118,599
Takeda Pharmaceutical Co. Ltd.		55,300		2,264,659
Teijin Ltd.		16,900		279,459
TIS, Inc.		5,400		256,233
Tokai Tokyo Financial Holdings, Inc.		77,800		282,334
Tokio Marine Holdings, Inc.		108,100		5,237,086
Tokyo Broadcasting System Holdings, Inc.		11,600		212,608
Tokyo Electron Ltd.		18,000		2,611,050
Tokyo Tatemono Co. Ltd.		8,500		104,416
Tokyu Fudosan Holdings Corp.		304,800		1,826,538
Toyobo Co. Ltd.		3,800		48,651
Toyota Boshoku Corp.		3,900		59,124
Toyota Motor Corp.		57,600		3,393,262
Trend Micro, Inc.		16,100		785,209
TS Tech Co. Ltd.		19,600		565,845
Ube Industries Ltd.		7,700		158,767
Ulvac, Inc.		12,700		369,119
Unicharm Corp.		13,900		460,816
Yahoo Japan Corp.		129,500		317,618
Yamaha Motor Co. Ltd.		7,700		151,462
Zeon Corp.		152,000		1,545,444

				177,975,319

Jordan — 0.0%
Hikma Pharmaceuticals PLC		1,318		30,781


Luxembourg — 0.1%
Eurofins Scientific SE^(c)		239		99,009
RTL Group SA		8,224		449,542
SES SA		2,713		42,196

				590,747

Macau — 0.1%
Sands China Ltd.		140,400		706,626


Netherlands — 5.6%
Adyen NV^(a)(c)(d)		3,200		2,509,940
ASML Holding NV		5,327		1,001,213
BE Semiconductor Industries NV		53,135		1,418,546
Flow Traders^(d)		4,919		135,632
Heineken Holding NV		4,561		457,646
ING Groep NV		278,292		3,372,163
Koninklijke Ahold Delhaize NV		253,066		6,737,602
Koninklijke DSM NV		29,245		3,190,197
Koninklijke KPN NV		990,231		3,143,375
Koninklijke Philips NV		84,700		3,460,653


18		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Netherlands (continued)
QIAGEN NV^(a)(c)		26,401	$	1,071,678
Royal Dutch Shell PLC, A Shares		214,616		6,744,540
Royal Dutch Shell PLC, B Shares		167,241		5,285,776
Takeaway.com NV^(a)(d)		258		19,593
Wolters Kluwer NV		108,904		7,419,581

				45,968,135

New Zealand — 0.1%
a2 Milk Co. Ltd.^(a)		14,110		136,911
Mercury NZ Ltd.		27,000		71,738
Xero Ltd.^(a)		5,365		185,798

				394,447

Norway — 1.6%
Aker Solutions ASA^(a)		114,716		580,065
DNB ASA		269,125		4,957,229
Grieg Seafood ASA		5,331		64,716
Salmar ASA		19,082		916,551
Schibsted ASA, Class A		997		39,189
Storebrand ASA		31,635		246,453
Telenor ASA		232,597		4,657,510
TGS NOPEC Geophysical Co. ASA		64,057		1,749,405

				13,211,118

Portugal — 0.3%
EDP — Energias de Portugal SA		16,377		64,434
Galp Energia SGPS SA		155,066		2,484,741

				2,549,175

Singapore — 1.2%
Ascendas Real Estate Investment Trust		1,001,700		2,153,039
CapitaLand Commercial Trust		102,300		146,570
CapitaLand Ltd.		615,000		1,659,363
CapitaLand Mall Trust		808,100		1,420,021
ComfortDelGro Corp. Ltd.		83,300		158,324
Genting Singapore Ltd.		1,545,300		1,188,680
Mapletree Commercial Trust		75,500		105,332
Mapletree Industrial Trust		19,300		29,927
Mapletree Logistics Trust		35,300		38,056
Suntec Real Estate Investment Trust^(c)		1,471,100		2,119,678
United Overseas Bank Ltd.		42,800		798,537

				9,817,527

South Africa — 0.2%
Anglo American PLC		66,875		1,788,673


Spain — 3.1%
Acciona SA		14,061		1,566,920
Acerinox SA		1,739		17,246
ACS Actividades de Construccion y Servicios SA		39,857		1,752,197
Aena SME SA^(d)		21,966		3,958,092
Almirall SA		10,960		187,148
Amadeus IT Group SA		13,123		1,051,799
Banco Bilbao Vizcaya Argentaria SA		847,131		4,840,390
Bankinter SA		8,911		67,918
Cia de Distribucion Integral Logista Holdings SA		6,253		147,341
Cie Automotive SA		589		15,859
Corp. Financiera Alba SA		3,377		167,437
Endesa SA		131,654		3,359,882
Grifols SA		16,891		473,627
Industria de Diseno Textil SA		3,847		113,108
Inmobiliaria Colonial Socimi SA		2,122		21,828
Mediaset Espana Comunicacion SA		346,081		2,586,166
Melia Hotels International SA		29,168		270,904
Red Electrica Corp. SA		16,403		349,659
Siemens Gamesa Renewable Energy SA		24,984		398,240
Telefonica SA		501,988		4,205,111

				25,550,872


Security	Shares		Value

Sweden — 2.4%
Alfa Laval AB		29,545	$	678,974
Atlas Copco AB, A Shares		19,795		532,506
Castellum AB		5,323		103,295
Epiroc AB, Class A^(a)		17,309		174,815
Evolution Gaming Group AB^(d)		576		45,454
Fabege AB		69,893		1,015,775
Fastighets AB Balder^(a)		18,550		595,086
Hexagon AB, B Shares		10,693		558,844
Hexpol AB		3,949		33,312
Investor AB, B Shares		2,946		132,796
Lundin Petroleum AB		20,987		710,662
Sandvik AB		50,043		813,905
Skandinaviska Enskilda Banken AB, Class A		543,343		4,706,938
SSAB AB, A Shares		99,699		359,109
Svenska Cellulosa AB SCA, Class B		24,842		215,699
Swedish Match AB		11,890		606,662
Telefonaktiebolaget LM Ericsson, B Shares		120,186		1,107,140
Volvo AB, B Shares		458,142		7,108,595

				19,499,567

Switzerland — 9.3%
Barry Callebaut AG, Registered Shares		669		1,209,239
Cembra Money Bank AG		194		18,358
Coca-Cola HBC AG		2,617		89,238
dormakaba Holding AG		26		18,630
Flughafen Zurich AG, Registered Shares		13,739		2,507,370
Galenica AG^(d)		30,226		1,497,558
Georg Fischer AG, Registered Shares		265		241,603
Logitech International SA, Registered Shares		147,550		5,794,630
Nestle SA, Registered Shares		192,493		18,354,287
Novartis AG, Registered Shares		149,607		14,380,156
OC Oerlikon Corp. AG, Registered Shares		297,476		3,810,165
Pargesa Holding SA		3,734		292,840
PSP Swiss Property AG, Registered Shares		6,654		723,169
Roche Holding AG		63,461		17,486,988
Sika AG, Registered Shares		17,475		2,443,916
STMicroelectronics NV		50,603		750,563
Straumann Holding AG, Registered Shares		195		159,413
Sulzer AG, Registered Shares		2		195
Sunrise Communications Group AG^(d)		23,638		1,740,902
Swiss Life Holding AG, Registered Shares		83		36,570
Swiss Re AG		3,169		309,755
Temenos Group AG, Registered Shares		11,736		1,731,475
UBS Group AG, Registered Shares		185,604		2,252,035

				75,849,055

United Kingdom — 13.2%
Ashmore Group PLC		45,271		252,021
Ashtead Group PLC		80,841		1,954,311
AstraZeneca PLC		25,890		2,066,587
Auto Trader Group PLC^(d)		255,076		1,734,881
Aviva PLC		165,750		891,314
Barclays PLC		227,585		458,420
Barratt Developments PLC		84,105		656,974
BBA Aviation PLC		6,650		21,582
boohoo Group PLC^(a)		28,133		69,300
Bovis Homes Group PLC		58,065		804,904
BP PLC		776,835		5,640,998
British American Tobacco PLC		99,699		4,159,247
British Land Co. PLC		84,879		651,673
Burberry Group PLC		6,067		154,629
Centrica PLC		681,255		1,014,801
Close Brothers Group PLC		21,418		406,101
Compass Group PLC		235,764		5,547,181
Diageo PLC		262,160		10,728,180
Dialog Semiconductor PLC^(a)		40,229		1,226,885
Direct Line Insurance Group PLC		160,608		738,836
Electrocomponents PLC		80,579		590,126
Experian PLC		40,325		1,091,417


S C H E D U L E O F I N V E S T M E N T S			19

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

United Kingdom (continued)
Fevertree Drinks PLC		1,398	$	55,024
GlaxoSmithKline PLC		300,499		6,243,139
Greggs PLC		6,060		145,198
Hays PLC		140,901		275,694
HSBC Holdings PLC		1,077,485		8,755,533
IG Group Holdings PLC		155,070		1,050,846
Imperial Brands PLC		59,064		2,020,423
Inchcape PLC		40,508		301,411
InterContinental Hotels Group PLC		1,317		79,261
Intertek Group PLC		78,408		4,967,117
ITV PLC		129,707		214,918
JD Sports Fashion PLC		68,179		446,713
Jupiter Fund Management PLC		41,040		193,448
Land Securities Group PLC		5,356		63,769
Legal & General Group PLC		1,673,795		6,006,654
Lloyds Banking Group PLC		3,638,553		2,947,892
Man Group PLC		293,810		520,469
Moneysupermarket.com Group PLC		184,615		895,062
National Grid PLC		565,887		6,281,564
Pagegroup PLC		37,170		227,712
Pearson PLC		29,818		325,307
Pennon Group PLC		7,242		70,166
Persimmon PLC		21,307		602,684
Petrofac Ltd.		123,242		785,628
RELX PLC^(a)		10,155		217,311
Rentokil Initial PLC		240,103		1,105,989
Rightmove PLC		536,344		3,566,329
Rolls-Royce Holdings PLC		32,113		378,184
Royal Mail PLC		448,264		1,392,896
Schroders PLC		6,274		220,926
Severn Trent PLC		61,008		1,571,204
SSP Group PLC		32,033		289,063
Standard Life Aberdeen PLC		53,919		185,322
Subsea 7 SA		7,492		92,799
Tate & Lyle PLC		32,337		305,856
Taylor Wimpey PLC		55,247		126,362
Unilever NV CVA		83,161		4,848,427
Unilever PLC		33,812		1,946,317
Victrex PLC		3,170		89,294
Vodafone Group PLC		2,244,728		4,090,476
WH Smith PLC		4,799		132,765
William Hill PLC		219,874		460,076
Wm Morrison Supermarkets PLC		680,200		2,017,871
WPP PLC		16,639		175,776

				107,549,243


Security	Shares		Value

United States — 0.6%
Carnival PLC		38,877	$	1,921,611
Ferguson PLC		24,826		1,581,202
FirstSun Capital Bancorp (Acquired 3/10/14, cost $1,691,203) ^(a)(b)(e)		37,254		1,182,442

				4,685,255


Total Common Stocks — 96.1% (Cost: $763,633,833)			782,838,301


Preferred Stocks — 0.3%

Germany — 0.0%
Bayerische Motoren Werke AG — Preference Shares		686		45,161
Sartorius AG		1,538		264,318

				309,479

United States — 0.3%
Palantir Technologies, Inc., Series I (Acquired 2/07/14, cost $942,242)^(a)(b)(e)		153,710		976,058
Uber Technologies, Inc., Series D (Acquired 6/06/14, cost $326,115)^(a)(b)(e)		21,022		1,080,110

				2,056,168


Total Preferred Stocks — 0.3% (Cost: $1,560,125)			2,365,647


Total Long-Term Investments — 96.4% (Cost: $765,193,958)			785,203,948


Short-Term Securities — 1.9%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(f)(h)		5,627,803		5,627,803
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(f)(g)(h)		9,992,869		9,994,868


Total Short-Term Securities — 1.9% (Cost: $15,622,864)			15,622,671


Total Investments — 98.3% (Cost: $780,816,822)			800,826,619

Other Assets Less Liabilities — 1.7%			13,551,856


Net Assets — 100.0%			$814,378,475

^(a)	Non-income producing security.

^(b)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(c)	Security, or a portion of the security, is on loan.

^(d)	Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

^(e)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $3,539,692, representing 0.4% of its net assets as of period end, and an original cost of $3,763,935.

^(f)	Annualized 7-day yield as of period end.

^(g)	Security was purchased with the cash collateral from loaned securities.

^(h)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		19,233,374		(13,605,571	)		5,627,803	$	5,627,803	$	136,018		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		1,253,689		8,739,180			9,992,869		9,994,868		159,279	^(b)		267		(167	)

								$	15,622,671	$	295,297		$	267	$	(167	)

^(a)

Includes net capital gain distributions, if applicable.

^(b)


20		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts


Description	Number of Contracts		Expiration Date		Notional Amount (000)		Value/ Unrealized Appreciation (Depreciation)
Long Contracts
Nikkei 225 Index		82		06/13/19	$	7,865	$	(60,152	)
SPI 200 Index		19		06/20/19		2,191		1
Euro STOXX 50 Index		343		06/21/19		12,479		136,416
FTSE 100 Index		53		06/21/19		4,884		97,939

							$	174,204

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


Assets - Derivative Financial Instruments			Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Futures contracts	Net unrealized appreciation^(a)		$	—	$	—	$	234,356	$	—	$	—	$	—	$	234,356



Liabilities - Derivative Financial Instruments
Futures contracts	Net unrealized depreciation	^(a)	$	—	$	—	$	60,152	$	—	$	—	$	—	$	60,152

^(a)

Includes cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

For the six months ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Financial futures contracts	$	—	$	—	$	73,754		$	—	$	—	$	—	$	73,754
Forward foreign currency exchange contracts		—		—		—			16,470		—		—		16,470

	$	—	$	—	$	73,754		$	16,470	$	—	$	—	$	90,224


Net Change in Unrealized Appreciation (Depreciation) on:	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Future Contracts	$	—	$	—	$	(592,115	)	$	—	$	—	$	—	$	(592,115	)

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts:
Average notional value of contracts — long	$	23,464,195
Forward foreign currency exchange contracts:
Average amounts purchased — in USD		—	^(a)
Average amounts sold — in USD		—	^(a)

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.


S C H E D U L E O F I N V E S T M E N T S			21

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

Fair Value Hierarchy as of Period End

The following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:


	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Australia	$	234,201		$	66,158,808	$	1	$	66,393,010
Austria		646,392			2,854,015		—		3,500,407
Belgium		—			9,915,779		—		9,915,779
Denmark		34,477			15,663,953		—		15,698,430
Finland		—			14,049,667		—		14,049,667
France		783,774			81,872,323		—		82,656,097
Germany		3,032,348			52,375,962		—		55,408,310
Hong Kong		668,784			24,765,363		—		25,434,147
India		—			—		301,082		301,082
Ireland		—			867,408		—		867,408
Israel		—			662,321		—		662,321
Italy		—			21,785,103		—		21,785,103
Japan		—			177,975,319		—		177,975,319
Jordan		—			30,781		—		30,781
Luxembourg		42,196			548,551		—		590,747
Macau		—			706,626		—		706,626
Netherlands		19,593			45,948,542		—		45,968,135
New Zealand		—			394,447		—		394,447
Norway		—			13,211,118		—		13,211,118
Portugal		—			2,549,175		—		2,549,175
Singapore		—			9,817,527		—		9,817,527
South Africa		—			1,788,673		—		1,788,673
Spain		167,437			25,383,435		—		25,550,872
Sweden		—			19,499,567		—		19,499,567
Switzerland		—			75,849,055		—		75,849,055
United Kingdom		—			107,549,243		—		107,549,243
United States		—			3,502,813		1,182,442		4,685,255
Preferred Stocks:
Germany		309,479			—		—		309,479
United States		—			—		2,056,168		2,056,168
Short-Term Securities		5,627,803			—		—		5,627,803

Subtotal	$	11,566,484		$	775,725,574	$	3,539,693	$	790,831,751

Investments Valued at NAV^(a)									9,994,868

Total Investments								$	800,826,619

Derivative Financial Instruments^(b)
Assets:
Equity contracts	$	234,356		$	—	$	—	$	234,356
Liabilities:
Equity contracts		(60,152	)		—		—		(60,152	)

	$	174,204		$	—	$	—	$	174,204

^(a)

Certain investments of the Fund were fair valued using net assets value (“NAV”) per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(b)

Derivative financial instruments are futures contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.


22		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Advantage International Fund

Transfers between Level 1 and Level 2 were as follows:


	Transfers Into Level 1^(a)		Transfers Out of Level 1^(b)			Transfers Into Level 2^(b)		Transfers Out of Level 2^(a)
Assets:
Long-Term Investments:
Austria	$	147,910	$	—		$	—	$	(147,910	)
Germany		309,816		—			—		(309,816	)
Hong Kong		—		(599,943	)		599,943		—
Netherlands		239,260		(1,041,494	)		1,041,494		(239,260	)
Spain		187,560		—			—		(187,560	)
Sweden		—		(201,630	)		201,630		—
United Kingdom		—		(1,229,113	)		1,229,113		—

	$	884,546	$	(3,072,180	)	$	3,072,180	$	(884,546	)

^(a)

Systematic Fair Value Prices were not utilized at period end for these investments.

^(b)

External pricing service used to reflect any significant market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets.

See notes to financial statements.


S C H E D U L E O F I N V E S T M E N T S			23

Schedule of Investments

March 31, 2019 (Unaudited)

BlackRock Health Sciences Opportunities Portfolio

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 98.0%

Biotechnology — 15.7%
ACADIA Pharmaceuticals, Inc.^(a)(b)		655,400	$	17,597,490
Acceleron Pharma, Inc.^(a)(b)		778,000		36,231,460
Acerta Pharma BV, Series B (Acquired 5/6/15, cost $17,141,679) ^(a)(c)(d)		297,971,595		34,356,125
Agios Pharmaceuticals, Inc.^(a)(b)		294,200		19,840,848
Alexion Pharmaceuticals, Inc.^(a)(b)		329,000		44,474,220
Allakos, Inc.^(a)(b)		282,680		11,448,540
Allogene Therapeutics, Inc.^(a)(b)		126,399		3,654,195
Allogene Therapeutics, Inc., (Acquired 10/11/18, cost $9,350,000) ^(a)(d)		611,111		17,612,220
Alnylam Pharmaceuticals, Inc.^(a)(b)		151,300		14,138,985
Amgen, Inc.		281,912		53,557,642
Amicus Therapeutics, Inc.^(a)		408,928		5,561,421
AnaptysBio, Inc.^(a)(b)		39,100		2,856,255
Apellis Pharmaceuticals, Inc.^(a)(b)		422,804		8,244,678
Arena Pharmaceuticals, Inc.^(a)(b)		498,018		22,326,147
Assembly Biosciences, Inc.^(a)		93,050		1,832,155
Biogen, Inc.^(a)		222,662		52,632,844
Biohaven Pharmaceutical Holding Co. Ltd.^(a)(b)		362,686		18,667,448
BioMarin Pharmaceutical, Inc.^(a)(b)		584,700		51,938,901
Blueprint Medicines Corp.^(a)		63,100		5,051,155
Cellectis SA - ADR^(a)(b)		275,713		5,056,576
Checkpoint Therapeutics, Inc.^(a)(b)		802,300		2,294,578
Corbus Pharmaceuticals Holdings, Inc.^(a)(b)		627,000		4,357,650
Cytokinetics, Inc.^(a)(b)		207,900		1,681,911
Eidos Therapeutics, Inc.^(a)(b)		145,596		3,414,226
Exact Sciences Corp.^(a)		270,300		23,413,386
Galapagos NV — ADR^(a)(b)		104,600		12,319,788
Genmab A/S^(a)		97,600		16,935,325
Gilead Sciences, Inc.		1,554,656		101,068,187
Halozyme Therapeutics, Inc.^(a)(b)		469,900		7,565,390
Hua Medicine (Acquired 9/7/18, cost $6,248,180) ^(a)(d)		7,380,870		7,258,685
ImmunoGen, Inc.^(a)(b)		648,100		1,756,351
Incyte Corp.^(a)		830,300		71,414,103
InflaRx NV^(a)(b)		262,470		9,918,741
Insmed, Inc.^(a)		915,977		26,627,451
Mirati Therapeutics, Inc.^(a)(b)		170,750		12,515,975
Neurocrine Biosciences, Inc.^(a)(b)		407,800		35,927,180
Principia Biopharma, Inc.^(a)		74,768		2,542,112
Ra Pharmaceuticals, Inc.^(a)(b)		727,337		16,292,349
Regeneron Pharmaceuticals, Inc.^(a)		167,222		68,664,698
Sarepta Therapeutics, Inc.^(a)		260,625		31,063,894
Seattle Genetics, Inc.^(a)(b)		1,027,218		75,233,446
Spark Therapeutics, Inc.^(a)		165,980		18,901,802
Sutro Biopharma, Inc.^(a)		10,967		124,914
Syndax Pharmaceuticals, Inc.^(a)		288,521		1,514,735
Ultragenyx Pharmaceutical, Inc.^(a)(b)		320,300		22,216,008
Vertex Pharmaceuticals, Inc.^(a)		633,770		116,581,992

				1,118,684,182

Health Care Equipment & Supplies — 32.4%
Abbott Laboratories		5,428,300		433,938,302
Align Technology, Inc.^(a)(b)		110,000		31,276,300
Baxter International, Inc.		1,868,300		151,911,473
Becton Dickinson and Co.		460,192		114,923,748
Boston Scientific Corp.^(a)		7,783,052		298,713,536
ConvaTec Group PLC^(e)		18,878,300		34,833,854
Edwards Lifesciences Corp.^(a)		846,400		161,941,712
Intuitive Surgical, Inc.^(a)		352,600		201,186,508
Masimo Corp.^(a)		698,200		96,547,096
Medtronic PLC		2,331,523		212,355,115
Nevro Corp.^(a)		240,600		15,039,906
ResMed, Inc.		692,600		72,009,622
SI-BONE, Inc.^(a)		116,298		2,191,054
Stryker Corp.		1,165,400		230,189,808


Security	Shares		Value

Health Care Equipment & Supplies (continued)
Teleflex, Inc.		303,500	$	91,705,560
Varian Medical Systems, Inc.^(a)		384,000		54,420,480
Wright Medical Group NV^(a)(b)		1,133,100		35,635,995
Zimmer Biomet Holdings, Inc.		561,300		71,678,010

				2,310,498,079

Health Care Providers & Services — 17.4%
Amedisys, Inc.^(a)		464,800		57,291,248
Anthem, Inc.		677,300		194,371,554
Centene Corp.^(a)		1,649,200		87,572,520
Cigna Corp.		633,900		101,943,798
Guardant Health, Inc.^(a)		89,502		6,864,803
HCA Healthcare, Inc.		443,148		57,777,636
Humana, Inc.		529,900		140,953,400
LHC Group, Inc.^(a)		206,944		22,941,812
Quest Diagnostics, Inc.		392,900		35,329,568
UnitedHealth Group, Inc.		2,151,453		531,968,269

				1,237,014,608

Health Care Technology — 0.5%
Teladoc Health, Inc.^(a)(b)		620,100		34,477,560


Life Sciences Tools & Services — 7.1%
Agilent Technologies, Inc.		1,016,400		81,698,232
Charles River Laboratories International, Inc. ^(a)		173,900		25,258,975
Genfit^(a)		188,900		4,533,600
Illumina, Inc.^(a)(b)		59,000		18,330,710
IQVIA Holdings, Inc.^(a)		425,000		61,136,250
QIAGEN NV^(a)		894,500		36,388,260
Thermo Fisher Scientific, Inc.		853,200		233,537,904
WuXi AppTec Co. Ltd., H Shares^(a)(e)		2,076,400		25,274,049
Wuxi Biologics Cayman, Inc.^(a)(e)		1,977,000		19,258,752

				505,416,732

Pharmaceuticals — 24.9%
Allergan PLC		535,760		78,440,622
AstraZeneca PLC		1,362,227		108,735,467
AstraZeneca PLC — ADR		716,700		28,976,181
Bristol-Myers Squibb Co.		1,687,626		80,516,636
Chugai Pharmaceutical Co. Ltd.		293,000		20,181,553
Daiichi Sankyo Co. Ltd.		556,000		25,674,794
Elanco Animal Health, Inc.^(a)		1,802,360		57,801,685
Eli Lilly & Co.		1,633,900		212,014,864
GlaxoSmithKline PLC		3,358,300		69,771,725
Hua Medicine^(a)(b)(e)		5,810,000		5,713,820
Merck & Co., Inc.		3,735,811		310,707,401
Merck KGaA		323,760		36,964,170
MyoKardia, Inc.^(a)		130,754		6,797,900
Nektar Therapeutics^(a)(b)		135,100		4,539,360
Novartis AG — ADR		413,300		39,734,662
Novo Nordisk A/S — ADR		1,443,700		75,519,947
Pfizer, Inc.		7,554,937		320,858,174
Reata Pharmaceuticals, Inc., Class A^(a)		183,154		15,654,172
Roche Holding AG		128,900		35,519,024
Sanofi		605,400		53,532,241
Sanofi — ADR		770,100		34,100,028
Teva Pharmaceutical Industries Ltd. — ADR^(a)		1,104,200		17,313,856
Theravance Biopharma, Inc.^(a)(b)		85,900		1,947,353
Tricida, Inc.^(a)(b)		169,530		6,547,249
Urovant Sciences Ltd.^(a)(b)		123,464		1,240,813
Zoetis, Inc.		1,256,300		126,471,721

				1,775,275,418


Total Common Stocks — 98.0% (Cost: $4,666,331,673)			6,981,366,579


24		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Health Sciences Opportunities Portfolio

(Percentages shown are based on Net Assets)


Security	Beneficial Interest		Value

Other Interests — 0.0%

Biotechnology — 0.0%
Afferent Pharmaceuticals, Inc., Series C ^(a)(c)		3,420,640	$	2,223,416


Total Long-Term Investments — 98.0% (Cost: $4,666,331,673)			6,983,589,995


	Shares

Short-Term Securities — 4.7%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(f)(h)		226,237,940		226,237,940
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(f)(g)(h)		109,594,256		109,616,175


Total Short-Term Investments — 4.7% (Cost: $335,824,502)			335,854,115


	Value

Total Investments — 102.7% (Cost: $5,002,156,175)	$ 7,319,444,110


Liabilities in Excess of Other Assets — (2.7)%		(191,480,255	)


Net Assets — 100.0%	$ 7,127,963,855

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $59,227,030 representing 0.8% of its net assets as of period end, and an original cost of $32,739,859.

^(e)	Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

^(f)	Annualized 7-day yield as of period end.

^(g)	Security was purchased with the cash collateral from loaned securities.

^(h)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		94,011,095		132,226,845			226,237,940	$	226,237,940	$	3,645,785		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		243,252,303		(133,658,047	)		109,594,256		109,616,175		2,205,068	^(b)		16,026		8,951

								$	335,854,115	$	5,850,853		$	16,026	$	8,951

^(a)

Includes net capital gain distributions, if applicable.

^(b)

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.

Derivative Financial Instruments Categorized by Risk Exposure

For the period ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts			Interest Rate Contracts		Other Contracts		Total
Forward foreign currency exchange contracts	$	—	$	—	$	—	$	2,254,162		$	—	$	—	$	2,254,162
Options written		—		—		180,333		—			—		—		180,333

	$	—	$	—	$	180,333	$	2,254,162		$	—	$	—	$	2,434,495


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts			Interest Rate Contracts		Other Contracts		Total
Net Change in Unrealized Appreciation (Depreciation) on:
Forward foreign currency exchange contracts	$	—	$	—	$	—	$	(698,905	)	$	—	$	—	$	(698,905	)


S C H E D U L E O F I N V E S T M E N T S			25

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Health Sciences Opportunities Portfolio

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts:
Average amounts purchased — in USD	$	30,215,598
Options:
Average value of option contracts written		—	^(a)

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

The following tables summarize the Fund’s investments and derivative financial instruments categorized in the disclosure hierarchy:


	Level 1		��	Level 2		Level 3		Total
Investments:
Assets:
Long-Term Investments:
Common Stocks:
Biotechnology	$	1,042,521,827		$	41,806,230	$	34,356,125	$	1,118,684,182
Health Care Equipment & Supplies		2,275,664,225			34,833,854		—		2,310,498,079
Health Care Providers & Services		1,237,014,608			—		—		1,237,014,608
Health Care Technology		34,477,560			—		—		34,477,560
Life Sciences Tools & Services		486,157,980			19,258,752		—		505,416,732
Pharmaceuticals		1,424,896,444			350,378,974		—		1,775,275,418
Other Interests:
Biotechnology		—			—		2,223,416		2,223,416
Short-Term Securities		226,237,940			—		—		226,237,940

Subtotal	$	6,726,970,584		$	446,277,810	$	36,579,541	$	7,209,827,935

Investments Valued at NAV^(a)									109,616,175

Total Investments								$	7,319,444,110

^(a)

Certain investments of the Fund were fair valued using net asset value (“NAV”) per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

During the period ended March 31, 2019, there were no transfers between Level 1 and Level 2.

See notes to financial statements.


26		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 80.0%

Aerospace & Defense — 1.2%
BAE Systems PLC		263,136	$	1,654,020
Lockheed Martin Corp.		11,309		3,394,509


			5,048,529

Automobiles — 1.4%
Ford Motor Co.		669,550		5,878,649


Banks — 11.2%
Citigroup, Inc.		132,980		8,274,016
FirstSun Capital Bancorp (Acquired 3/10/14, cost $7,599,729) ^(a)(b)(c)		167,410		5,313,593
JPMorgan Chase & Co.		139,867		14,158,736
Regions Financial Corp.		100,391		1,420,533
Wells Fargo & Co.		399,782		19,317,466


			48,484,344

Beverages — 0.7%
PepsiCo, Inc.		23,496		2,879,435


Biotechnology — 0.8%
Acerta Pharma BV, Series B (Acquired 5/6/15, cost $1,815,300) ^(a)(b)(c)		31,555,035		3,638,296


Building Products — 0.9%
Johnson Controls International PLC		107,485		3,970,496


Capital Markets — 1.6%
Morgan Stanley		79,790		3,367,138
State Street Corp.		53,851		3,543,934


			6,911,072

Chemicals — 0.9%
DowDuPont, Inc.		71,871		3,831,443


Communications Equipment — 1.6%
Cisco Systems, Inc.		129,890		7,012,761


Containers & Packaging — 0.8%
International Paper Co.		64,268		2,973,680
Packaging Corp. of America		7,202		715,735


			3,689,415

Diversified Financial Services — 0.4%
AXA Equitable Holdings, Inc.		84,275		1,697,299


Diversified Telecommunication Services — 5.6%
AT&T, Inc.		254,220		7,972,339
BCE, Inc.		122,296		5,428,719
Verizon Communications, Inc.		186,889		11,050,747


			24,451,805

Electric Utilities — 3.1%
Edison International		26,969		1,669,920
FirstEnergy Corp.		279,883		11,645,932


			13,315,852

Energy Equipment & Services — 1.1%
Baker Hughes a GE Co.		168,714		4,676,752


Equity Real Estate Investment Trusts (REITs) — 1.4%
Crown Castle International Corp.		19,138		2,449,664
Weyerhaeuser Co.		135,048		3,557,164


			6,006,828

Food Products — 1.4%
Kraft Heinz Co.		76,201		2,487,963
Mondelez International, Inc., Class A		27,719		1,383,732
Nestle SA, Registered Shares		21,332		2,034,015


			5,905,710

Health Care Equipment & Supplies — 1.6%
Koninklijke Philips NV		108,040		4,414,273


Security	Shares		Value

Health Care Equipment & Supplies (continued)
Medtronic PLC		26,750	$	2,436,390


			6,850,663

Health Care Providers & Services — 2.1%
Cardinal Health, Inc.		53,417		2,572,029
CVS Health Corp.		77,924		4,202,441
Quest Diagnostics, Inc.		27,117		2,438,361


			9,212,831

Household Durables — 0.6%
Newell Brands, Inc.		170,636		2,617,556


Household Products — 0.8%
Procter & Gamble Co.		31,328		3,259,678


Industrial Conglomerates — 1.8%
3M Co.		15,623		3,246,147
Siemens AG, Registered Shares		41,032		4,412,703


			7,658,850

Insurance — 8.0%
American International Group, Inc.		131,626		5,667,816
Arthur J. Gallagher & Co.		37,577		2,934,764
MetLife, Inc.		240,636		10,243,875
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen, Registered Shares		14,573		3,453,736
Prudential Financial, Inc.		71,456		6,565,377
Swiss Re AG		25,128		2,456,142
Travelers Cos., Inc.		23,296		3,195,279


			34,516,989

Multi-Utilities — 1.8%
Engie SA		166,401		2,481,525
Public Service Enterprise Group, Inc.		85,877		5,101,953


			7,583,478

Oil, Gas & Consumable Fuels — 11.9%
BP PLC		2,059,330		14,953,853
Marathon Petroleum Corp.		76,827		4,598,096
ONEOK, Inc.		98,712		6,894,046
Suncor Energy, Inc.		136,788		4,436,035
TOTAL SA — ADR		66,613		3,707,013
Williams Cos., Inc.		590,450		16,957,724


			51,546,767

Personal Products — 0.4%
Unilever NV — NY Shares		32,343		1,885,273


Pharmaceuticals — 8.1%
AstraZeneca PLC		85,923		6,858,532
Bayer AG, Registered Shares		60,295		3,882,529
Novartis AG — ADR		25,721		2,472,817
Novartis AG, Registered Shares		61,040		5,867,137
Pfizer, Inc.		371,278		15,768,177


			34,849,192

Road & Rail — 0.6%
Lyft, Inc., Class A^(a)		32,704		2,560,396


Semiconductors & Semiconductor Equipment — 2.6%
QUALCOMM, Inc.		107,568		6,134,603
Taiwan Semiconductor Manufacturing Co. Ltd.		616,000		4,933,580


			11,068,183

Specialty Retail — 0.3%
Lowe’s Cos., Inc.		12,483		1,366,514


Technology Hardware, Storage & Peripherals — 1.7%
Samsung Electronics Co. Ltd. - GDR		7,618		7,488,312


Tobacco — 2.3%
Altria Group, Inc.		92,997		5,340,818


S C H E D U L E O F I N V E S T M E N T S			27

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund

(Percentages shown are based on Net Assets)


Security		Shares		Value

Tobacco (continued)
Philip Morris International, Inc.			54,172	$	4,788,263


				10,129,081

Wireless Telecommunication Services — 1.3%
China Mobile Ltd. — ADR			113,787		5,801,999


Total Common Stocks — 80.0% (Cost: $325,122,175)					345,794,448


Preferred Stocks — 2.1%

Software — 2.1%
Palantir Technologies, Inc., Series I (Acquired 2/07/14, cost $4,300,011)^(a)(b)(c)			701,470		4,454,335
Uber Technologies, Inc., Series D (Acquired 6/06/14, cost $1,446,483)^(a)(b)(c)			93,243		4,790,825


				9,245,160

Total Preferred Stocks — 2.1% (Cost: $5,746,494)					9,245,160


		Par (000)

Equity-Linked Notes — 17.7%

Aerospace & Defense — 0.4%
BNP Paribas Arbitrage (BAE Systems PLC) 31.06% 05/23/19	GBP		67		411,566
JP Morgan Securities LLC (Lockheed Martin Corp.) 19.93% 04/04/19	USD		4		1,171,984


				1,583,550

Banks — 0.9%
RBC Capital Markets LLC (JPMorgan Chase & Co.) 14.84% 05/02/19			36		3,634,187
TD Securities, Inc. (Regions Financial Corp.) 18.7% 05/10/19			26		371,064


				4,005,251

Beverages — 0.4%
JP Morgan Securities LLC (Pepsico, Inc.) 15.9% 04/04/19			16		1,893,090


Building Products — 0.2%
CIBC World Markets Corp. (Johnson Controls International PLC) 17.81% 05/17/19			27		992,860


Capital Markets — 0.4%
BNP Paribas Arbitrage (Morgan Stanley) 14.14% 04/11/19			21		891,492
Credit Suisse Securities (USA) LLC (State Street Corp.) 24.% 05/17/19			14		919,028


				1,810,520

Chemicals — 0.2%
RBC Capital Markets LLC (Dowdupont, Inc.) 15.14% 04/11/19			14		750,486


Communications Equipment — 1.1%
SG Americas Securities LLC (Cisco Systems, Inc.) 14.69% 04/24/19			89		4,725,489


Containers & Packaging — 0.2%
CIBC World Markets Corp. (Packaging Corp. Of America) 20.68% 05/10/19			2		175,418
RBC Capital Markets LLC (International Paper Co.) 15.39% 04/24/19			16		761,428


				936,846


Security		Par (000)		Value

Diversified Financial Services — 0.1%
RBC Capital Markets LLC (AXA Equitable Holdings, Inc.) 15.26% 05/02/19			22	$	434,278


Diversified Telecommunication Services — 1.5%
BNP Paribas Arbitrage (Verizon Communications, Inc.) 11.08% 04/04/19			54		2,995,708
JP Morgan Securities LLC (BCE, Inc.) 18.79% 04/04/19			85		3,688,950


				6,684,658

Electric Utilities — 0.8%
RBC Capital Markets LLC (Firstenergy Corp.) 16.23% 04/18/19			72		2,961,763
SG Americas Securities LLC (Edison International) 15.6% 04/24/19			7		431,221


				3,392,984

Energy Equipment & Services — 0.3%
Credit Suisse Securities (USA) LLC (Baker Hughes A GE Co.) 27.1% 05/17/19			43		1,169,667


Equity Real Estate Investment Trusts (REITs) — 0.6%
CIBC World Markets Corp. (Weyerhaeuser Co.) 18.83% 05/17/19			35		911,951
RBC Capital Markets LLC (Crown Castle International Corp.) 17.17% 04/18/19			13		1,634,600


				2,546,551

Food Products — 0.5%
Credit Suisse Securities (USA) LLC (Kraft Heinz Co.) 16.2% 05/02/19			20		625,722
HSBC Bank USA NA (Mondelez International, Inc.) 20.01% 05/17/19			7		337,941
RBC Capital Markets LLC (Kellogg Co.) 12.6% 04/18/19			8		455,768
Societe Generale (Nestle SA) 21.18% 05/23/19	CHF		7		637,987


				2,057,418

Health Care Equipment & Supplies — 0.4%
CIBC World Markets Corp. (Koninklijke Philips NV) 10.6% 04/30/19	EUR		28		1,111,975
RBC Capital Markets LLC (Medtronic PLC) 12.85% 05/02/19	USD		7		623,478


				1,735,453

Health Care Providers & Services — 0.1%
RBC Capital Markets LLC (Quest Diagnostics, Inc.) 16.67% 04/24/19			7		612,483


Household Products — 0.5%
Credit Suisse Securities (USA) LLC (Procter & Gamble Co.) 18.6% 05/10/19			21		2,185,244


Industrial Conglomerates — 0.5%
CIBC World Markets Corp. (3M Co.) 12.19% 04/24/19			4		825,628
Credit Suisse Securities (USA) LLC (Siemens AG) 9.7% 05/23/19	EUR		14		1,480,318


				2,305,946

Insurance — 2.0%
BNP Paribas Arbitrage (Swiss Re AG) 9.72% 04/23/19	CHF		17		1,662,423
CIBC World Markets Corp. (Muenchener Rueckversicherungs-Gesellschaft AG In Muenchen) 7.62% 04/30/19	EUR		4		847,391


28		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund

(Percentages shown are based on Net Assets)


Security		Par (000)		Value

Insurance (continued)
CIBC World Markets Corp. (Travelers Cos., Inc.) 12.08% 05/10/19	USD		6	$	795,905
RBC Capital Markets LLC (Prudential Financial, Inc.) 13.26% 05/02/19			18		1,693,885
TD Securities (USA) LLC (Metlife, Inc.) 15.59% 04/18/19			62		2,663,720
TD Securities, Inc. (Arthur J. Gallagher & Co.) 15.03% 04/04/19			13		1,025,239

					8,688,563

Multi-Utilities — 1.2%
BNP Paribas Arbitrage (Public Service Enterprise Group, Inc.) 14.69% 04/11/19			60		3,428,713
Societe Generale (Engie SA) 26.04% 05/23/19	EUR		116		1,727,936

					5,156,649

Oil, Gas & Consumable Fuels — 1.5%
BNP Paribas Arbitrage (Marathon Petroleum Corp.) 24.42% 05/20/19	USD		15		882,138
BNP Paribas Arbitrage (Total SA) 18.98% 04/04/19			23		1,288,755
CIBC World Markets Corp. (BP PLC) 10.7% 04/30/19	GBP		526		3,790,234
JP Morgan Securities LLC (Marathon Petroleum Corp.) 16.11% 04/11/19	USD		11		686,632

					6,647,759

Personal Products — 0.1%
RBC Capital Markets LLC (Unilever NV) 9.9% 04/11/19			8		471,077


Pharmaceuticals — 2.7%
BNP Paribas Arbitrage (Novartis AG) 12.28% 05/23/19	CHF		20		1,883,185
CIBC World Markets Corp. (Novartis AG) 12.55% 05/20/19	USD		7		611,802
Credit Suisse Securities (USA) LLC (Pfizer, Inc.) 16.9% 05/10/19			95		3,988,671
RBC Capital Markets LLC (Merck & Co., Inc.) 14.32% 04/18/19			35		2,870,672
Societe Generale (Astrazeneca PLC) 19.3% 05/23/19	GBP		26		2,136,964

					11,491,294


Security		Par (000)		Value

Specialty Retail — 0.1%
RBC Capital Markets LLC (Lowe’s Cos., Inc.) 15.62% 05/02/19	USD		3	$	323,038


Tobacco — 0.6%
HSBC Bank USA NA (Philip Morris International, Inc.) 18.77% 05/17/19			14		1,210,936
RBC Capital Markets LLC (Altria Group, Inc.) 19.32% 04/18/19			24		1,378,576

					2,589,512

Wireless Telecommunication Services — 0.4%
CIBC World Markets Corp. (China Mobile Ltd.) 14.53% 05/10/19			29		1,498,837


Total Equity-Linked Notes — 17.7% (Cost: $76,718,500)					76,689,503


Total Long-Term Investments — 99.8% (Cost: $407,587,169)					431,729,111


		Shares

Short-Term Securities —3.1%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37%^(d)(e)			13,368,694		13,368,694


Total Short-Term Securities — 3.1% (Cost: $13,368,694)					13,368,694


Options Purchased — 0.2%

Total Options Purchased — 0.2% (Cost: $955,174)					790,152


Total Investments — 103.1% (Cost: $421,911,037)					445,887,957


Liabilities in Excess of Other Assets — (3.1)%					(13,355,832	)


Net Assets — 100.0%				$	432,532,125

^(a)	Non-income producing security.

^(b)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $18,197,049, representing 4.2% of its net assets as of period end, and an original cost of $15,161,523.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Annualized 7-day yield as of period end.

^(e)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity		Shares Held at 03/31/19		Value at 03/31/19		Income		Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		11,275,547		2,093,147		13,368,694	$	13,368,694	$	73,249	$	—	$	—

^(a)

Includes net capital gain distributions, if applicable.

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.


S C H E D U L E O F I N V E S T M E N T S			29

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund

Derivative Financial Instruments Outstanding as of Period End

Exchange-Traded Options Purchased

Description

Put/

Call

Expiration
Date

Strike
Price

Contracts

Market
Value

AT&T Inc.

Put

01/15/21

USD 28.00

2,706

$790,152

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


Assets — Derivative Financial Instruments		Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Options purchased	Investments at value — unaffiliated^(a)	$	—	$	—	$	790,152	$	—	$	—	$	—	$	790,152

^(a)

Includes options purchased at value as reported in the Schedule of Investments.

For the period ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Change in Unrealized Appreciation (Depreciation) on:
Options purchased^(a)	$	—	$	—	$	(165,022	)	$	—	$	—	$	—	$	(165,022	)

^(a)

Options purchased are included in net change in unrealized appreciation (depreciation) on investments.

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts:
Average amounts purchased — in USD	$	—	^(a)
Options:
Average number of option contracts purchased		395,076

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of investments. For information about the Fund’s policy regarding valuation of investments, refer to the Notes to Financial Statements. The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Aerospace & Defense	$	3,394,509	$	1,654,020	$	—	$	5,048,529
Automobiles		5,878,649		—		—		5,878,649
Banks		43,170,751		—		5,313,593		48,484,344
Beverages		2,879,435		—		—		2,879,435
Biotechnology		—		—		3,638,296		3,638,296
Building Products		3,970,496		—		—		3,970,496
Capital Markets		6,911,072		—		—		6,911,072
Chemicals		3,831,443		—		—		3,831,443
Communications Equipment		7,012,761		—		—		7,012,761
Containers & Packaging		3,689,415		—		—		3,689,415
Diversified Financial Services		1,697,299		—		—		1,697,299
Diversified Telecommunication Services		24,451,805		—		—		24,451,805
Electric Utilities		13,315,852		—		—		13,315,852
Energy Equipment & Services		4,676,752		—		—		4,676,752
Equity Real Estate Investment Trusts (REITs)		6,006,828		—		—		6,006,828
Food Products		3,871,695		2,034,015		—		5,905,710
Health Care Equipment & Supplies		2,436,390		4,414,273		—		6,850,663
Health Care Providers & Services		9,212,831		—		—		9,212,831
Household Durables		2,617,556		—		—		2,617,556
Household Products		3,259,678		—		—		3,259,678
Industrial Conglomerates		3,246,147		4,412,703		—		7,658,850
Insurance		28,607,111		5,909,878		—		34,516,989
Multi-Utilities		5,101,953		2,481,525		—		7,583,478


30		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund


	Level 1		Level 2		Level 3		Total
Oil, Gas & Consumable Fuels	$	36,592,914	$	14,953,853	$	—	$	51,546,767
Personal Products		1,885,273		—		—		1,885,273
Pharmaceuticals		18,240,994		16,608,198		—		34,849,192
Road & Rail		2,560,396		—		—		2,560,396
Semiconductors & Semiconductor Equipment		6,134,603		4,933,580		—		11,068,183
Specialty Retail		1,366,514		—		—		1,366,514
Technology Hardware, Storage & Peripherals		—		7,488,312		—		7,488,312
Tobacco		10,129,081		—		—		10,129,081
Wireless Telecommunication Services		5,801,999		—		—		5,801,999
Preferred Stocks:
Software		—		—		9,245,160		9,245,160
Equity-Linked Notes:
Aerospace & Defense		—		1,583,550		—		1,583,550
Banks		—		4,005,251		—		4,005,251
Beverages		—		1,893,090		—		1,893,090
Building Products		—		992,860		—		992,860
Capital Markets		—		1,810,520		—		1,810,520
Chemicals		—		750,486		—		750,486
Communications Equipment		—		4,725,489		—		4,725,489
Containers & Packaging		—		936,846		—		936,846
Diversified Financial Services		—		434,278		—		434,278
Diversified Telecommunication Services		—		6,684,658		—		6,684,658
Electric Utilities		—		3,392,984		—		3,392,984
Energy Equipment & Services		—		1,169,667		—		1,169,667
Equity Real Estate Investment Trusts (REITs)		—		2,546,551		—		2,546,551
Food Products		—		2,057,418		—		2,057,418
Health Care Equipment & Supplies		—		1,735,453		—		1,735,453
Health Care Providers & Services		—		612,483		—		612,483
Household Products		—		2,185,244		—		2,185,244
Industrial Conglomerates		—		2,305,946		—		2,305,946
Insurance		—		8,688,563		—		8,688,563
Multi-Utilities		—		5,156,649		—		5,156,649
Oil, Gas & Consumable Fuels		—		6,647,759		—		6,647,759
Personal Products		—		471,077		—		471,077
Pharmaceuticals		—		11,491,294		—		11,491,294
Specialty Retail		—		323,038		—		323,038
Tobacco		—		2,589,512		—		2,589,512
Wireless Telecommunication Services		—		1,498,837		—		1,498,837
Options Purchased:
Equity contracts		790,152		—		—		790,152
Short-Term Securities		13,368,694		—		—		13,368,694

	$	286,111,048	$	141,579,860	$	18,197,049	$	445,887,957

During the six months ended March 31, 2019, there were no transfers between Level 1 and Level 2.

A reconciliation of Level 3 investments is presented when the Fund had a significant amount of Level 3 investments at the beginning and/or end of the year in relation to net assets. The following table is a reconciliation of Level 3 investments for which significant unobservable inputs were used in determining fair value:


	Common Stocks			Preferred Stocks		Total
Assets:
Opening Balance, as of September 30, 2018	$	9,607,907		$	8,207,583	$	17,815,490
Transfers into Level 3		—			—		—
Transfers out of Level 3		—			—		—
Accrued discounts/premiums		—			—		—
Net realized gain (loss)		—			—		—
Net change in unrealized appreciation (depreciation)^(a)(b)		(656,018	)		1,037,577		381,559
Purchases		—			—		—
Sales		—			—		—

Closing Balance, as of March 31, 2019	$	8,951,889		$	9,245,160	$	18,197,049

Net change in unrealized appreciation (depreciation) on investments still held at March 31, 2019^(b)	$	(656,018	)	$	1,037,577	$	381,559

^(a)

Included in the related net change in unrealized appreciation (depreciation) in the Statements of Operations.

^(b)


S C H E D U L E O F I N V E S T M E N T S			31

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock High Equity Income Fund

The following table summarizes the valuation approaches used and unobservable inputs utilized by the BlackRock Global Valuation Methodologies Committee to determine the value of certain of the Fund’s Level 3 investments as of period end.

Value

Valuation Approach

Unobservable

Inputs

Range of
Unobservable Inputs
Utilized

Weighted Average of
Unobservable Inputs

Common Stocks

8,951,889

Market

Tangible Book Value Multiple^(a)

1.65x

—

Income

Discount Rate^(b)

—

Preferred Stocks

9,245,160

Market

Revenue Multiple^(a)

7.00x - 16.75x

11.70x

18,197,049

^(a)

Increase in unobservable input may result in a significant increase to value, while a decrease in the unobservable input may result in a significant decrease to value.

^(b)

Decrease in unobservable input may result in a significant increase to value, while an increase in the unobservable input may result in a significant decrease to value.

See notes to financial statements.


32		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments

March 31, 2019 (Unaudited)

BlackRock International Dividend Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 96.7%

Australia — 9.0%
Amcor Ltd.		1,078,855	$	11,804,176
Ansell Ltd.		235,519		4,255,149
Sonic Healthcare Ltd.		361,035		6,300,965


			22,360,290

Canada — 10.1%
Rogers Communications, Inc., Class B		223,416		12,015,496
TELUS Corp.		356,867		13,208,098


			25,223,594

China — 1.6%
ANTA Sports Products Ltd.		570,400		3,888,413


Denmark — 2.8%
Novo Nordisk A/S, Class B		134,938		7,052,585


Finland — 3.7%
Kone OYJ, Class B		182,291		9,207,232


France — 4.6%
Sanofi		47,261		4,179,034
Schneider Electric SE		92,984		7,298,217


			11,477,251

Germany — 4.3%
Deutsche Post AG, Registered Shares		331,619		10,791,911


India — 2.4%
Hero MotoCorp Ltd.		84,616		3,118,174
Jasper Infotech Private Ltd. (Acquired 5/7/14, cost $7,423,816) ^(a)(b)(c)		9,970		2,779,437


			5,897,611

Japan — 1.6%
Japan Tobacco, Inc.		157,600		3,903,409


Netherlands — 5.1%
Heineken NV		49,825		5,266,230
Koninklijke Philips NV		184,676		7,545,449


			12,811,679

Singapore — 4.7%
DBS Group Holdings Ltd.		329,200		6,145,137
United Overseas Bank Ltd.		302,500		5,643,865


			11,789,002

Sweden — 2.2%
Svenska Handelsbanken AB, A Shares		528,341		5,578,224


Switzerland — 10.9%
Cie Financiere Richemont SA, Registered Shares		46,008		3,356,437


Security	Shares		Value

Switzerland (continued)
Nestle SA, Registered Shares		104,849	$	9,997,395
Novartis AG, Registered Shares		101,824		9,787,276
SGS SA, Registered Shares		1,610		4,010,023


			27,151,131

Taiwan — 3.0%
Taiwan Semiconductor Manufacturing Co. Ltd.		944,000		7,560,552


United Kingdom — 26.1%
AstraZeneca PLC		73,855		5,895,242
BAE Systems PLC		1,164,491		7,319,755
British American Tobacco PLC		265,023		11,056,241
Diageo PLC		172,392		7,054,671
GlaxoSmithKline PLC		459,800		9,552,761
Imperial Brands PLC		330,197		11,295,167
Metro Bank PLC^(b)		53		524
RELX PLC^(b)		168,109		3,593,280
Unilever PLC		161,903		9,319,606


			65,087,247

United States — 4.6%
3M Co.		35,414		7,358,321
Microsoft Corp.		35,453		4,181,327


			11,539,648


Total Common Stocks — 96.7% (Cost: $240,882,107)				241,319,779


Preferred Stocks — 1.9%

China — 1.9%
Xiaoju Kuaizhi, Inc., Series A-17 (Acquired 7/28/15, cost $2,770,046) ^(a)(b)(c)

(Cost — $2,770,046) — 0.0%		101,000		4,666,200


Total Long-Term Investments — 98.6% (Cost: $243,652,153)				245,985,979


Short-Term Securities — 0.6%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(d)(e)		1,423,184		1,423,184


Total Short-Term Securities — 0.6% (Cost: $1,423,184)				1,423,184


Total Investments — 99.2% (Cost: $245,075,337)				247,409,163

Other Assets Less Liabilities — 0.8%				2,060,864


Net Assets — 100.0%			$	249,470,027

^(a)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $7,445,637, representing 3.0% of its net assets as of period end, and an original cost of $10,193,862.

^(b)	Non-income producing security.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Annualized 7-day yield as of period end.

^(e)	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity		Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		306,821		1,116,363		1,423,184	$	1,423,184	$	4,139		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		—		—		—		—		9	^(b)		—		—

							$	1,423,184	$	4,148		$	—	$	—

^(a)

Includes net capital gain distributions, if applicable.

^(b)


S C H E D U L E O F I N V E S T M E N T S			33

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock International Dividend Fund

Derivative Financial Instruments Categorized by Risk Exposure

For the period ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Forward foreign currency exchange contracts	$	—	$	—	$	—	$	417	$	—	$	—	$	417

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts:
Average amounts sold — in USD	$	—	^(a)

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2		Level 3		Total
Investments:
Assets:
Long-Term Investments:
Common Stocks:
Australia	$	—	$	22,360,290	$	—	$	22,360,290
Canada		25,223,594		—		—		25,223,594
China		—		3,888,413		—		3,888,413
Denmark		—		7,052,585		—		7,052,585
Finland		—		9,207,232		—		9,207,232
France		—		11,477,251		—		11,477,251
Germany		—		10,791,911		—		10,791,911
India		—		3,118,174		2,779,437		5,897,611
Japan		—		3,903,409		—		3,903,409
Netherlands		—		12,811,679		—		12,811,679
Singapore		—		11,789,002		—		11,789,002
Sweden		—		5,578,224		—		5,578,224
Switzerland		—		27,151,131		—		27,151,131
Taiwan		—		7,560,552		—		7,560,552
United Kingdom		—		65,087,247		—		65,087,247
United States		11,539,648		—		—		11,539,648
Preferred Stocks:
China		—		—		4,666,200		4,666,200
Short-Term Securities		1,423,184		—		—		1,423,184

	$	38,186,426	$	201,777,100	$	7,445,637	$	247,409,163

During the six months ended March 31, 2019, there were no transfers between Level 1 and Level 2.


34		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock International Dividend Fund


	Common Stocks		Preferred Stocks			Total
Assets:
Opening Balance, as of September 30, 2018	$	2,047,340	$	5,143,930		$	7,191,270
Transfers into Level 3		—		—			—
Transfers out of Level 3		—		—			—
Other		—		—			—
Net realized gain (loss)		—		—			—
Net change in unrealized appreciation (depreciation)^(a)(b)		732,097		(477,730	)		254,367
Purchases		—		—			—
Sales		—		—			—

Closing Balance, as of March 31, 2019	$	2,779,437	$	4,666,200		$	7,445,637

Net change in unrealized appreciation (depreciation) on investments still held at March 31, 2019^(b)	$	732,097	$	(477,730	)	$	254,367

^(a)

Included in the related net change in unrealized appreciation (depreciation) in the Statements of Operations.

^(b)

Value

Valuation Approach

Unobservable
Inputs

Range of
Unobservable Inputs
Utilized

Common Stocks

2,779,437

Market

Revenue Multiple

^(a)

6.75x

Preferred Stocks

4,666,200

Market

Revenue Multiple

^(a)

3.50x

7,445,637

^(a)

Increase in unobservable input may result in a significant increase to value, while a decrease in the unobservable input may result in a significant decrease to value.

See notes to financial statements.


S C H E D U L E O F I N V E S T M E N T S			35

Schedule of Investments

March 31, 2019 (Unaudited)

BlackRock Technology Opportunities Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks — 96.0%

Communications Equipment — 0.7%
Viavi Solutions, Inc.^(a)		885,553	$	10,963,146


Diversified Consumer Services — 0.8%
Arco Platform Ltd., Class A^(a)(b)		407,665		13,163,503


Diversified Telecommunication Services — 1.5%
Bandwidth, Inc., Class A^(a)		131,483		8,804,102
China Tower Corp. Ltd., H Shares^(a)(c)		65,238,000		15,153,463

				23,957,565

Electronic Equipment, Instruments & Components — 2.0%
II-VI, Inc.^(a)(b)		540,818		20,140,062
Keysight Technologies, Inc.^(a)		130,151		11,349,167

				31,489,229

Entertainment — 2.9%
Netflix, Inc.^(a)		44,067		15,712,530
Studio Dragon Corp.^(a)(b)(d)		94,283		7,438,359
Take-Two Interactive Software, Inc.^(a)(b)		81,325		7,674,640
Ubisoft Entertainment SA^(a)		168,739		15,046,992

				45,872,521

Equity Real Estate Investment Trusts (REITs) — 0.7%
Equinix, Inc.		24,147		10,942,455


Health Care Technology — 1.2%
Ping An Healthcare and Technology Co. Ltd. ^(a)(b)(c)		1,612,959		9,124,114
Teladoc Health, Inc.^(a)(b)		159,965		8,894,054

				18,018,168

Household Durables — 0.7%
Roku, Inc.^(a)		162,384		10,475,392


Interactive Media & Services — 12.2%
58.com, Inc. — ADR^(a)		96,129		6,313,753
Alphabet, Inc., Class A^(a)		47,565		55,978,773
Eventbrite, Inc., Class A^(a)(b)		227,516		4,361,482
Facebook, Inc., Class A^(a)		147,697		24,619,613
IAC/InterActiveCorp^(a)		88,979		18,695,378
Tencent Holdings Ltd.		1,462,500		67,257,154
Yandex NV, Class A^(a)		445,000		15,281,300

				192,507,453

Internet & Direct Marketing Retail — 11.7%
Alibaba Group Holding Ltd. — ADR^(a)		303,744		55,418,093
Amazon.com, Inc.^(a)		28,052		49,953,599
Ctrip.com International Ltd. — ADR^(a)		304,612		13,308,498
Delivery Hero SE^(a)(c)		268,180		9,686,801
Ensogo Ltd.^(a)(e)		94,425		1
Farfetch Ltd., Class A^(a)		483,661		13,015,318
Jasper Infotech Private Ltd. (Acquired 5/7/14, cost $1,414,399) ^(a)(e)(f)		1,900		529,682
Maoyan Entertainment^(a)(c)		4,622,400		10,163,456
Meituan Dianping, Class B^(a)(b)		1,463,830		9,893,973
MercadoLibre, Inc.^(a)		34,425		17,478,605
Tongcheng-Elong Holdings Ltd.^(a)		1,951,600		4,340,030

				183,788,056

IT Services — 17.1%
Adyen NV^(a)(b)(c)		15,721		12,330,863
Endava PLC — ADR^(a)		201,991		5,554,753
GDS Holdings Ltd. — ADR^(a)		159,696		5,699,550
GMO Payment Gateway, Inc.^(b)		210,900		15,040,781
InterXion Holding NV^(a)		200,785		13,398,383
Mastercard, Inc., Class A		94,006		22,133,713
MongoDB, Inc.^(a)(b)		105,974		15,580,297
Okta, Inc.^(a)(b)		157,768		13,052,147
Pagseguro Digital Ltd., Class A^(a)(b)		348,173		10,392,964
PayPal Holdings, Inc.^(a)		204,814		21,267,886
Shopify, Inc., Class A^(a)		53,502		11,054,583
Square, Inc., Class A^(a)(b)		289,999		21,726,725


Security	Shares		Value

IT Services (continued)
StoneCo Ltd., Class A^(a)(b)		323,137	$	13,284,162
Twilio, Inc., Class A^(a)		316,813		40,925,903
Visa, Inc., Class A		134,890		21,068,469
Wirecard AG		106,388		13,364,816
Wix.com Ltd.^(a)		105,633		12,763,635

				268,639,630

Multiline Retail — 0.7%
Magazine Luiza SA		242,079		10,618,991


Road & Rail — 0.7%
Lyft, Inc., Class A^(a)		140,744		11,018,848


Semiconductors & Semiconductor Equipment — 12.3%
Advanced Micro Devices, Inc.^(a)		582,638		14,868,922
AIXTRON SE^(a)(b)		712,877		6,433,443
ASML Holding NV		73,641		13,840,871
Cree, Inc.^(a)(b)		279,549		15,995,794
Inphi Corp.^(a)		234,976		10,277,850
Lam Research Corp.		101,305		18,134,608
Marvell Technology Group Ltd.		958,563		19,065,818
Microchip Technology, Inc.		95,744		7,942,922
Monolithic Power Systems, Inc.		73,758		9,993,471
NVIDIA Corp.		66,266		11,898,723
Silicon Laboratories, Inc.^(a)(b)		87,563		7,080,344
Skyworks Solutions, Inc.		135,001		11,134,882
SOITEC^(a)		145,453		11,933,843
STMicroelectronics NV		535,890		7,948,529
Taiwan Semiconductor Manufacturing Co. Ltd.		2,155,000		17,259,522
Xilinx, Inc.		74,800		9,483,892

				193,293,434

Software — 27.6%
Adobe, Inc.^(a)(b)		92,749		24,716,681
Altair Engineering, Inc., Class A^(a)(b)		293,467		10,802,520
Alteryx, Inc., Class A^(a)(b)		158,877		13,325,014
Altium Ltd.		456,909		10,528,461
Atlassian Corp. PLC, Class A^(a)		183,293		20,600,300
Autodesk, Inc.^(a)		125,406		19,540,763
Avalara, Inc.^(a)		206,244		11,506,353
Elastic NV^(a)		83,694		6,684,640
Five9, Inc.^(a)		204,823		10,820,799
Guidewire Software, Inc.^(a)		89,172		8,663,952
Intuit, Inc.		35,976		9,404,486
Kingdee International Software Group Co. Ltd.		12,542,000		14,563,187
Linx SA		1,148,189		10,826,909
Microsoft Corp.		595,481		70,231,029
Oracle Corp.		195,200		10,484,192
Pluralsight, Inc., Class A^(a)		367,043		11,649,945
PTC, Inc.^(a)		124,601		11,485,720
RingCentral, Inc., Class A^(a)		126,371		13,622,794
SailPoint Technologies Holding, Inc.^(a)		362,376		10,407,439
salesforce.com, Inc.^(a)		207,533		32,867,001
ServiceNow, Inc.^(a)		83,505		20,583,147
Smartsheet, Inc., Class A^(a)		256,895		10,478,747
SVMK, Inc.^(a)		500,975		9,122,755
Synopsys, Inc.^(a)		74,654		8,596,408
Tableau Software, Inc., Class A^(a)(b)		100,034		12,732,328
Xero Ltd.^(a)		201,290		6,970,963
Zendesk, Inc.^(a)		184,741		15,702,985
Zscaler, Inc.^(a)		177,909		12,619,085
Zuora, Inc., Class A^(a)(b)		250,666		5,020,840

				434,559,443

Technology Hardware, Storage & Peripherals — 3.2%
Apple Inc.		227,054		43,128,907
Western Digital Corp.		163,220		7,844,353

				50,973,260

Total Common Stocks — 96.0% (Cost: $1,046,318,965)			1,510,281,094


36		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Technology Opportunities Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Preferred Stocks — 1.1%

Internet & Catalog Retail — 0.4%
Postmates, Inc. (Acquired 01/08/19, cost $6,260,003) ^(a)(e)(f)		784,550	$	6,268,555


Software — 0.7%
Palantir Technologies, Inc., Series I (Acquired 2/07/14, cost $1,500,011) ^(a)(e)(f)		244,700		1,553,845
Uber Technologies, Inc., Series D (Acquired 6/06/14, cost $2,000,004) ^(a)(e)(f)		128,924		6,624,115
Xiaoju Kuaizhi, Inc., Series A-17 (Acquired 7/28/15, cost $1,080,592) ^(a)(e)(f)		39,400		1,820,280

				9,998,240

Total Preferred Stocks — 1.1% (Cost: $10,840,610)			16,266,795


Total Long-Term Investments — 97.1% (Cost: $1,057,159,575)			$1,526,547,889


Security	Shares		Value

Short-Term Securities — 9.1%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 2.37% ^(g)(i)		56,941,108	$	56,941,108
SL Liquidity Series, LLC, Money Market Series, 2.67% ^(g)(h)(i)		86,503,547		86,520,848


Total Short-Term Securities — 9.1% (Cost: $143,439,833)			143,461,956


Total Investments Before Options Written — 106.2% (Cost: $1,200,599,408)			1,670,009,845


Options Written — 0.0%

Options Written — 0.0% (Premiums Received: $20,508)			(10,798)


Total Investments Net Of Options Written — 0.0%			1,669,999,047


Liabilities in Excess of Other Assets — (6.2)%				(97,099,263	)


Net Assets — (6.2)%			$1,572,899,784

^(a)	Non-income producing security.

^(b)	Security, or a portion of the security, is on loan.

^(c)	Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.

^(d)	All or a portion of the security has been pledged as collateral in connection with outstanding OTC derivatives.

^(e)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(f)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $16,796,477, representing 1.1% of its net assets as of period end, and an original cost $12,255,009.

^(g)	Annualized 7-day yield as of period end.

^(h)	Security was purchased with the cash collateral from loaned securities.

⁽ⁱ⁾	During the six months ended March 31, 2019, investments in issuers considered to be affiliates of the Fund for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliate	Shares Held at 09/30/18		Net Activity			Shares Held at 03/31/19		Value at 03/31/19		Income			Net Realized Gain (Loss)^(a)		Change in Unrealized Appreciation (Depreciation)
BlackRock Liquidity Funds, T-Fund, Institutional Class		95,326,684		(38,385,576	)		56,941,108	$	56,941,108	$	700,123		$	—	$	—
SL Liquidity Series, LLC, Money Market Series		116,620,862		(30,117,315	)		86,503,547		86,520,848		675,630	^(b)		11,129		11,291

								$	143,461,956	$	1,375,753		$	11,129	$	11,291

^(a)

Includes net capital gain distributions.

^(b)

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.

Derivative Financial Instruments Outstanding as of Period End

OTC Options Written

Description

Counterparty

Number of

Contracts

Expiration

Date

Exercise

Price

Notional

Amount

(000)

Value

Call

Studio Dragon Corp.

Morgan Stanley & Co.
International PLC

24,000

04/11/19

USD

94,336

USD

1,884

(10,798

)


S C H E D U L E O F I N V E S T M E N T S			37

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Technology Opportunities Fund

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


Liabilities - Derivative Financial Instruments		Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Options written	Options written at value		—		—	$	10,798		—		—		—	$	10,798

For the period ended March 31, 2019, the effect of derivative financial instruments in the Statements of Operations was as follows:


Net Realized Gain (Loss) from:	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts			Interest Rate Contracts		Other Contracts		Total
Forward foreign currency exchange contracts	$	—	$	—	$	—	$	(2,226	)	$	—	$	—	$	(2,226	)
Options written		—		—		497,526		—			—		—		497,526

	$	—	$	—	$	497,526	$	(2,226	)	$	—	$	—	$	495,300



Net Change in Unrealized Appreciation (Depreciation) on:	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts			Interest Rate Contracts		Other Contracts		Total
Options written	$	—	$	—	$	9,710	$	—		$	—	$	—	$	9,710

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Forward foreign currency exchange contracts:
Average amounts purchased — in USD	$	—	^(a)
Average amounts sold — in USD		—	^(a)
Options:
Average value of option contracts written		169,933

^(a)

Derivative not held at quarter-end. The amount shown in the Statements of Operations reflect the results of activity during the period.

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Derivative Financial Instruments - Offsetting as of period End

The Fund’s derivative assets and liabilities (by type) were as follows:


	Assets		Liabilities
Derivative Financial Instruments:
Options		—	$	10,798

Total derivative assets and liabilities in the Statements of Assets and Liabilities		—	$	10,798

Total derivative assets and liabilities subject to an MNA		—	$	10,798

The following tables present the Fund’s derivative assets and liabilities by counterparty net of amounts available of offset under and MNA and net of the related collateral received and pledged by the Fund:


Counterparty	Derivative Liabilities Subject to an MNA by Counterparty		Derivative Available for Offset^(a)		Non-cash Collateral Pledged		Cash Collateral Pledged^(b)			Net Amount of Derivative Liabilities^(c)
Morgan Stanley & Co. International PLC	$	10,798	$	—	$	—	$	(200	)	$	10,598

	$	10,798		—		—	$	(200	)	$	10,598

^(a)

The amount of derivatives available for offset is limited to the amount of derivative assets and/or liabilities that are subject to an MNA.

^(b)

Excess of collateral pledged to the individual counterparty is not shown for financial reporting purposes.

^(c)

Net amount represents the net amount payable due to the counterparty in the event of default. Net amount may be offset further by the options written receivable/payable on the Statements of Assets and Liabilities.


38		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Technology Opportunities Fund

Fair Value Hierarchy as of Period End

The following table summarizes the Fund’s investments categorized in the disclosure hierarchy:


	Level 1		Level 2			Level 3		Total
Assets:
Investments:
Long-Term Investments:
Common Stocks:
Communications Equipment	$	10,963,146	$	—		$	—	$	10,963,146
Diversified Consumer Services		13,163,503		—			—		13,163,503
Diversified Telecommunication Services		8,804,102		15,153,463			—		23,957,565
Electronic Equipment, Instruments & Components		31,489,229		—			—		31,489,229
Entertainment		23,387,170		22,485,351			—		45,872,521
Equity Real Estate Investment Trusts (REITs)		10,942,455		—			—		10,942,455
Health Care Technology		8,894,054		9,124,114			—		18,018,168
Household Durables		10,475,392		—			—		10,475,392
Interactive Media & Services		125,250,299		67,257,154			—		192,507,453
Internet & Direct Marketing Retail		169,024,370		14,234,003			529,683		183,788,056
IT Services		227,903,170		40,736,460			—		268,639,630
Multiline Retail		10,618,991		—			—		10,618,991
Road & Rail		11,018,848		—			—		11,018,848
Semiconductors & Semiconductor Equipment		135,877,226		57,416,208			—		193,293,434
Software		402,496,832		32,062,611			—		434,559,443
Technology Hardware, Storage & Peripherals		50,973,260		—			—		50,973,260
Preferred Stocks:
Internet & Catalog Retail		—		—			6,268,555		6,268,555
Software		—		—			9,998,240		9,998,240
Short-Term Securities		56,941,108		—			—		56,941,108

Subtotal	$	1,308,223,155	$	258,469,364		$	16,796,478	$	1,583,488,997

Investments Valued at NAV^(a)									86,520,848

Total Investments								$	1,670,009,845


	Level 1		Level 2			Level 3		Total
Derivative Financial Instruments^(b)
Liabilities:
Equity contracts	$	—	$	(10,798	)		—	$	(10,798	)

^(a)

Certain investments of the Fund were fair valued using net asset value (“NAV”) per share as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(b)

Derivative financial instruments are options written. Options written are shown at value.

Transfers between Level 1 and Level 2 were as follows:


	Transfers Into Level 1^(a)		Transfers Out of Level 1^(b)			Transfers Into Level 2^(b)		Transfers Out of Level 2^(a)
Assets:
Long-Term Investments:
Internet & Direct Marketing Retail	$	—	$	(11,555,859	)	$	11,555,859	$	—
Internet Software & Services		7,172,642		—			—		(7,172,642	)
IT Services		—		(14,149,131	)		14,149,131		—

	$	7,172,642	$	(25,704,990	)	$	25,704,990	$	(7,172,642	)

^(a)

Systematic Fair Value Prices were not utilized at period end for these investments.

^(b)

External pricing service used to reflect any significant market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets.


S C H E D U L E O F I N V E S T M E N T S			39

Schedule of Investments (continued)

March 31, 2019 (Unaudited)

BlackRock Technology Opportunities Fund

A reconciliation of Level 3 investments is presented when the Fund had a significant amount of Level 3 investments at the beginning and/or end of the period relation to net assets. The following table is a reconciliation of Level 3 investments for which significant unobservable inputs were used in determining fair value:


	Common Stocks		Preferred Stocks		Total
Assets:
Opening Balance, as of September 30, 2018	$	390,166	$	9,148,838	$	9,539,004
Transfers into Level 3		—		—		—
Transfers out of Level 3		—		—		—
Other		—		—		—
Accrued discounts/premiums		—		—		—
Net realized gain (loss)		—		—		—
Net change in unrealized appreciation (depreciation)^(a)(b)		139,517		857,954		997,471
Purchases		—		6,260,003		6,260,003
Sales		—		—		—

Closing Balance, as of March 31, 2019	$	529,683	$	16,266,795	$	16,796,478

Net change in unrealized appreciation (depreciation) on investments still held at March 31, 2019^(b)	$	139,517	$	857,954	$	997,471

^(a)

Included in the related net change in unrealized appreciation (depreciation) in the Statements of Operations.

^(b)

The following table summarizes the valuation approaches and unobservable inputs utilized by the BlackRock Global Valuation Methodologies Committee to determine the value of certain of the Fund’s Level 3 investments as of period end.

Value

Valuation Approach

Unobservable
Inputs

Range of
Unobservable Inputs
Utilized

Weighted Average of
Unobservable Inputs

Assets:

Common Stocks

529,683

Market

Revenue Multiple

^(a)

6.75x

—

Preferred Stocks

16,266,795

Market

Revenue Multiple

^(a)

3.50x - 16.75x

6.72x

16,796,478

^(a)

Increase in unobservable input may result in a significant increase to value, while a decrease in the unobservable input may result in a significant decrease to value.

See notes to financial statements.


40		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Assets and Liabilities (unaudited)

March 31, 2019

BlackRock Funds^SM


	BlackRock Advantage International Fund			BlackRock Health Sciences Opportunities Portfolio		BlackRock High Equity Income Fund		BlackRock International Dividend Fund			BlackRock Technology Opportunities Fund

ASSETS
Investments at value — unaffiliated^(a),(b)	$	785,203,948		$	6,983,589,995	$	432,519,263	$	245,985,979		$	1,526,547,889
Investments at value — affiliated^(c)		15,622,671			335,854,115		13,368,694		1,423,184			143,461,956
Cash pledged:
Collateral - OTC derivatives		—			—		—		—			200
Futures contracts		1,653,437			—		—		—			—
Foreign currency at value^(d)		18,455,853			2,276,621		170,292		363,587			1,420
Receivables:
Investments sold		9,646,590			13,249,516		5,278,987		13,604			—
Securities lending income — affiliated		5,084			1,945,452		—		—			264,544
Capital shares sold		510,760			9,164,611		575,740		220,315			3,004,603
Dividends — affiliated		11,536			612,230		321,767		1,165			113,915
Dividends — unaffiliated		4,963,374			7,061,050		554,193		2,483,774			333,265
From the Manager		80,736			—		48,296		21,083			102,508
Variation margin on financial futures contracts		173,366			—		—		—			—
Prepaid expenses		73,398			171,365		46,915		47,554			111,113

Total assets		836,400,753			7,353,924,955		452,884,147		250,560,245			1,673,941,413


LIABILITIES
Bank overdraft		—			—		214,666		—			—
Cash collateral on securities loaned at value		9,994,794			109,585,247		—		—			86,501,027
Payables:
Investments purchased		9,023,840			97,882,575		17,699,081		—			10,133,568
Administration fees		26,781			—		14,811		—			—
Capital shares redeemed		1,977,998			9,730,845		1,504,312		493,592			2,311,925
Investment advisory fees		294,990			3,771,772		250,843		114,902			1,045,464
Trustees’ and Officer’s fees		5,580			35,063		6,182		4,288			6,935
Options written^(e)		—			—		—		—			10,798
Other accrued expenses		266,593			3,237,149		573,593		413,800			750,760
Other affiliates		348,444			412,705		—		15,216			43,595
Service and distribution fees		83,258			1,305,744		88,482		48,420			237,557
Transfer agent fees		—			—		52		—			—

Total liabilities		22,022,278			225,961,100		20,352,022		1,090,218			101,041,629

NET ASSETS	$	814,378,475		$	7,127,963,855	$	432,532,125	$	249,470,027		$	1,572,899,784


NET ASSETS CONSIST OF
Paid-in capital	$	843,662,137		$	4,679,901,726	$	428,217,752	$	250,814,024		$	1,163,639,635
Accumulated earnings (loss)		(29,283,662	)		2,448,062,129		4,314,373		(1,343,997	)		409,260,149

NET ASSETS	$	814,378,475		$	7,127,963,855	$	432,532,125	$	249,470,027		$	1,572,899,784


^(a)Investments at cost — unaffiliated	$	765,193,958		$	4,666,331,673	$	408,542,343	$	242,228,969		$	1,057,159,575
^(b)Securities loaned at value	$	5,652,980		$	110,987,161	$	—	$	—		$	83,786,278
^(c)Investments at cost — affiliated	$	15,622,864		$	335,824,502	$	13,368,694	$	1,423,184		$	143,439,833
^(d)Foreign currency at cost	$	18,529,738		$	2,305,862	$	170,700	$	364,328		$	1,410
^(e)Premiums received	$	—		$	—	$	—	$	—		$	20,508


F I N A N C I A L S T A T E M E N T S			41

Statements of Assets and Liabilities (unaudited) (continued)

March 31, 2019

BlackRock Funds^SM


	BlackRock Advantage International Fund		BlackRock Health Sciences Opportunities Portfolio		BlackRock High Equity Income Fund		BlackRock International Dividend Fund		BlackRock Technology Opportunities Fund

NET ASSET VALUE
Institutional
Net assets	$	431,564,552	$	3,101,678,979	$	160,986,680	$	85,533,829	$	784,138,828

Shares outstanding^(a)		27,240,014		50,564,920		6,204,529		2,974,538		24,901,199

Net asset value	$	15.84	$	61.34	$	25.95	$	28.76	$	31.49

Service
Net assets		—	$	36,184,305	$	10,604,515	$	3,617,019	$	17,730,054

Shares outstanding^(a)		—		617,943		453,340		132,754		594,101

Net asset value		—	$	58.56	$	23.39	$	27.25	$	29.84

Investor A
Net assets	$	355,528,774	$	2,772,810,607	$	211,526,836	$	135,902,178	$	613,205,909

Shares outstanding^(a)		22,679,579		47,538,894		9,625,822		5,070,037		20,997,890

Net asset value	$	15.68	$	58.33	$	21.97	$	26.80	$	29.20

Investor C
Net assets	$	11,432,356	$	831,430,971	$	49,414,094	$	20,601,896	$	141,541,016

Shares outstanding^(a)		750,038		16,358,434		3,473,833		880,165		5,737,292

Net asset value	$	15.24	$	50.83	$	14.22	$	23.41	$	24.67

Class K
Net assets	$	9,670,415	$	149,162,343		—	$	3,815,105		—

Shares outstanding^(a)		610,358		2,429,714		—		132,651		—

Net asset value	$	15.84	$	61.39		—	$	28.76		—

Class R
Net assets	$	6,182,378	$	236,696,650		—		—	$	16,283,977

Shares outstanding^(a)		394,361		4,150,302		—		—		552,214

Net asset value	$	15.68	$	57.03		—		—	$	29.49

^(a)	Unlimited number of shares authorized, $0.001 par value.

See notes to financial statements.


42		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Operations (unaudited)

Six Months Ended March 31, 2019

BlackRock Funds^SM


	BlackRock Advantage International Fund			BlackRock Health Sciences Opportunities Portfolio			BlackRock High Equity Income Fund			BlackRock International Dividend Fund			BlackRock Technology Opportunities Fund

INVESTMENT INCOME
Dividends — unaffiliated	$	11,203,230		$	40,828,295		$	6,162,197		$	4,148,374		$	1,889,126
Dividends — affiliated		136,018			3,645,785			73,249			4,139			700,123
Interest — unaffiliated		—			—			6,495,461			—			—
Securities lending income — affiliated — net		159,279			2,205,068			—			9			675,630
Foreign taxes withheld		(952,261	)		(609,595	)		(153,094	)		(318,172	)		(25,251	)

Total investment income		10,546,266			46,069,553			12,577,813			3,834,350			3,239,628


EXPENSES
Investment advisory		2,219,323			22,728,402			1,839,040			975,722			5,268,157
Service and distribution — class specific		489,960			8,116,567			578,322			283,573			1,363,057
Transfer agent — class specific		473,085			3,694,618			369,156			199,104			779,954
Administration		156,626			1,185,735			96,426			52,491			263,051
Administration — class specific		75,237			672,620			45,452			24,732			130,309
Accounting services		38,799			206,114			30,449			24,650			54,255
Professional		45,373			67,370			46,003			50,363			57,327
Registration		35,235			89,958			35,416			35,956			103,685
Custodian		169,335			62,364			51,627			41,905			63,538
Printing		32,938			56,408			32,720			48,147			23,700
Offering		16,687			—			—			16,687			—
Trustees and Officer		9,628			55,318			8,457			6,414			13,316
Board realignment and consolidation		7,930			118,778			20,248			15,180			18,876
Reorganization		125,572			—			—			—			—
Miscellaneous		32,380			38,040			32,295			11,816			15,208
Recoupment of past waived and/or reimbursed fees — class specific		—			—			—			196			—

Total expenses		3,928,108			37,092,292			3,185,611			1,786,936			8,154,433
Less:
Fees waived and/or reimbursed by the Manager		(670,307	)		(231,185	)		(262,798	)		(300,483	)		(43,058	)
Administration fees waived — class specific		(75,237	)		—			(45,452	)		(24,579	)		(130,309	)
Transfer agent fees waived and/or reimbursed — class specific		(286,873	)		—			(365,693	)		(135,659	)		(622,591	)

Total expenses after fees waived and/or reimbursed		2,895,691			36,861,107			2,511,668			1,326,215			7,358,475

Net investment income (loss)		7,650,575			9,208,446			10,066,145			2,508,135			(4,118,847	)


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		(42,831,660	)		188,073,505			(13,454,686	)		(4,528,549	)		(48,189,241	)
Investments — affiliated		267			16,026			—			—			11,129
Options written		—			180,333			—			—			497,526
Futures contracts		73,754			—			—			—			—
Forward foreign currency exchange contracts		16,470			2,254,162			(313	)		417			(2,226	)
Foreign currency transactions		145,884			(487,908	)		226,121			(58,035	)		(4,215	)

		(42,595,285	)		190,036,118			(13,228,878	)		(4,586,167	)		(47,687,027	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		7,668,258			(356,967,028	)		(11,963,044	)		5,551,542			63,604,283
Investments — affiliated		(167	)		8,951			—			—			11,291
Options written		—			—			—			—			9,710
Futures contracts		(592,115	)		—			—			—			—
Forward foreign currency exchange contracts		—			(698,905	)		—			—			—
Foreign currency translations		(75,363	)		(34,527	)		(10,257	)		(24,987	)		(793	)

		7,000,613			(357,691,509	)		(11,973,301	)		5,526,555			63,624,491

Net realized and unrealized gain (loss)		(35,594,672	)		(167,655,391	)		(25,202,179	)		940,388			15,937,464

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(27,944,097	)	$	(158,446,945	)	$	(15,136,034	)	$	3,448,523		$	11,818,617

See notes to financial statements.


			43


Statements of Changes in Net Assets


	BlackRock Advantage International Fund						BlackRock Health Sciences Opportunities Portfolio
	Six Months Ended 03/31/2019 (Unaudited)			Year Ended 09/30/2018			Six Months Ended 03/31/2019 (Unaudited)			Year Ended 09/30/2018

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income	$	7,650,575		$	16,198,706		$	9,208,446		$	6,852,903
Net realized gain (loss)		(42,595,285	)		(8,206,114	)		190,036,118			593,391,127
Net change in unrealized appreciation (depreciation)		7,000,613			(3,023,978	)		(357,691,509	)		689,138,946

Net increase (decrease) in net assets resulting from operations		(27,944,097	)		4,968,614			(158,446,945	)		1,289,382,976


DISTRIBUTIONS TO SHAREHOLDERS^(a)(b)
Institutional		(10,162,498	)		(1,075,242	)		(213,418,441	)		(78,830,335	)
Service		—			—			(2,760,129	)		(1,102,369	)
Investor A		(7,937,835	)		(1,762,109	)		(205,102,598	)		(87,981,985	)
Investor B		—			—			—			(17,920	)
Investor C		(88,347	)		—			(64,666,685	)		(36,350,049	)
Class K		(224,375	)		—			(9,775,861	)		(2,047,322	)
Class R		(128,026	)		(12,673	)		(17,068,916	)		(6,964,866	)

Decrease in net assets resulting from distributions to shareholders		(18,541,081	)		(2,850,024	)		(512,792,630	)		(213,294,846	)


CAPITAL SHARE TRANSACTIONS
Net increase in net assets derived from capital share transactions		116,131,431			423,944,360			659,601,266			40,034,744


NET ASSETS^(b)
Total increase (decrease) in net assets		69,646,253			426,062,950			(11,638,309	)		1,116,122,874
Beginning of period		744,732,222			318,669,272			7,139,602,164			6,023,479,290

End of period	$	814,378,475		$	744,732,222		$	7,127,963,855		$	7,139,602,164

^(a)

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(b)

Prior year distribution character information and undistributed net investment income has been modified or removed to conform with current year Regulation S-X presentation changes. Refer to Note 12 for this prior year information.

See notes to financial statements.


44		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Changes in Net Assets (concluded)


	BlackRock High Equity Income Fund						BlackRock International Dividend Fund						BlackRock Technology Opportunities Fund
	Six Months Ended 03/31/2019 (Unaudited)			Year Ended 09/30/2018			Six Months Ended 03/31/2019 (Unaudited)			Year Ended 09/30/2018			Six Months Ended 03/31/2019 (Unaudited)			Year Ended 09/30/2018

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	10,066,145		$	31,352,717		$	2,508,135		$	8,285,987		$	(4,118,847	)	$	(5,204,222	)
Net realized gain (loss)		(13,228,878	)		19,319,756			(4,586,167	)		10,597,600			(47,687,027	)		44,684,690
Net change in unrealized appreciation (depreciation)		(11,973,301	)		(147,316	)		5,526,555			(29,545,674	)		63,624,491			196,551,789

Net increase (decrease) in net assets resulting from operations		(15,136,034	)		50,525,157			3,448,523			(10,662,087	)		11,818,617			236,032,257


DISTRIBUTIONS TO SHAREHOLDERS^(a)(b)
Institutional		(11,263,103	)		(15,561,974	)		(3,389,335	)		(6,666,341	)		(6,001,514	)		(14,848,785	)
Service		(736,969	)		(730,528	)		(146,422	)		(253,271	)		(157,877	)		(551,498	)
Investor A		(14,824,267	)		(11,718,874	)		(5,202,974	)		(7,765,879	)		(6,288,805	)		(24,075,269	)
Investor B		—			(3,922	)		—			(86	)		—			—
Investor C		(6,422,447	)		(6,763,577	)		(963,812	)		(1,777,012	)		(1,647,499	)		(7,119,306	)
Class K		—			—			(127,096	)		(68,313	)		—			—
Class R		—			—			—			—			(145,876	)		(717,053	)

Decrease in net assets resulting from distributions to shareholders		(33,246,786	)		(34,778,875	)		(9,829,639	)		(16,530,902	)		(14,241,571	)		(47,311,911	)


CAPITAL SHARE TRANSACTIONS
Net increase (decrease) in net assets derived from capital share transactions		(87,774,979	)		(329,777,732	)		(31,493,928	)		(269,810,738	)		191,315,741			683,214,855


NET ASSETS^(b)
Total increase (decrease) in net assets		(136,157,799	)		(314,031,450	)		(37,875,044	)		(297,003,727	)		188,892,787			871,935,201
Beginning of period		568,689,924			882,721,374			287,345,071			584,348,798			1,384,006,997			512,071,796

End of period	$	432,532,125		$	568,689,924		$	249,470,027		$	287,345,071		$	1,572,899,784		$	1,384,006,997

^(a)

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(b)

Prior year distribution character information and undistributed (distributions in excess of) net investment income has been modified or removed to conform with current year RegulationS-X presentation changes. Refer to Note 12 for this prior year information.

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S			45

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund

	Institutional
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	16.97		$	16.77		$	14.50		$	13.34		$	14.19		$	13.42

Net investment income^(a)		0.16			0.45			0.19			0.09			0.09			0.12
Net realized and unrealized gain (loss)		(0.90	)		(0.12	)		2.37			1.18			(0.69	)		0.65

Net increase (decrease) from investment operations		(0.74	)		0.33			2.56			1.27			(0.60	)		0.77

Distributions from net investment income^(b)		(0.39	)		(0.13	)		(0.29	)		(0.11	)		(0.25	)		—


Net asset value, end of period	$	15.84		$	16.97		$	16.77		$	14.50		$	13.34		$	14.19


Total Return^(c)
Based on net asset value		(4.21	)%^(d)		1.94	%^(e)		17.99	%		9.60	%		(4.28	)%		5.74	%


Ratios to Average Net Assets
Total expenses		0.87	%^(f)		0.86	%		1.10	%		1.21	%		1.21	%		1.20	%

Total expenses after fees waived and/or reimbursed and paid indirectly		0.64	%^(f)		0.64	%		0.86	%		1.06	%		1.06	%		1.06	%

Net investment income		2.16	%^(f)		2.61	%		1.20	%		0.68	%		0.62	%		0.82	%


Supplemental Data
Net assets, end of period (000)	$	431,565		$	403,149		$	116,595		$	52,490		$	57,826		$	61,601

Portfolio turnover rate		63	%		106	%		177	%		67	%		64	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.82%.

^(f)	Annualized.

See notes to financial statements.


46		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)

	Investor A
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	16.78		$	16.60		$	14.35		$	13.20		$	14.04		$	13.32

Net investment income^(a)		0.15			0.38			0.12			0.06			0.05			0.08
Net realized and unrealized gain (loss)		(0.90	)		(0.10	)		2.38			1.16			(0.68	)		0.64

Net increase (decrease) from investment operations		(0.75	)		0.28			2.50			1.22			(0.63	)		0.72

Distributions from net investment income^(b)		(0.35	)		(0.10	)		(0.25	)		(0.07	)		(0.21	)		—


Net asset value, end of period	$	15.68		$	16.78		$	16.60		$	14.35		$	13.20		$	14.04


Total Return^(c)
Based on net asset value		(4.30	)%^(d)		1.68	%^(e)		17.71	%		9.30	%		(4.55	)%		5.41	%


Ratios to Average Net Assets
Total expenses		1.18	%^(f)		1.15	%		1.42	%		1.49	%		1.48	%		1.46	%

Total expenses after fees waived and/or reimbursed and paid indirectly		0.89	%^(f)		0.89	%		1.19	%		1.33	%		1.33	%		1.33	%

Net investment income		1.93	%^(f)		2.20	%		0.82	%		0.46	%		0.35	%		0.56	%


Supplemental Data
Net assets, end of period (000)	$	355,529		$	302,725		$	169,806		$	153,886		$	163,932		$	191,653

Portfolio turnover rate		63	%		106	%		177	%		67	%		64	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.56%.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			47

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)

	Investor C
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	16.11		$	15.96		$	13.81		$	12.74		$	13.54		$	12.94

Net investment income (loss)^(a)		0.06			0.23			(0.01	)		(0.05	)		(0.06	)		(0.03	)
Net realized and unrealized gain (loss)		(0.82	)		(0.08	)		2.29			1.12			(0.66	)		0.63

Net increase (decrease) from investment operations		(0.76	)		0.15			2.28			1.07			(0.72	)		0.60

Distributions from net investment income^(b)		(0.11	)		—			(0.13	)		(0.00	)^(c)		(0.08	)		—


Net asset value, end of period	$	15.24		$	16.11		$	15.96		$	13.81		$	12.74		$	13.54


Total Return^(d)
Based on net asset value		(4.70	)%^(e)		0.94	%^(f)		16.70	%		8.44	%		(5.32	)%		4.64	%


Ratios to Average Net Assets
Total expenses		1.93	%^(g)		1.89	%		2.22	%^(h)		2.27	%^(h)		2.27	%		2.24	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.64	%^(g)		1.64	%		2.03	%		2.14	%		2.14	%		2.14	%

Net investment income (loss)		0.84	%^(g)		1.39	%		(0.05	)%		(0.35	)%		(0.47	)%		(0.25	)%


Supplemental Data
Net assets, end of period (000)	$	11,432		$	23,111		$	24,717		$	43,218		$	42,066		$	51,845

Portfolio turnover rate		63	%		106	%		177	%		67	%		64	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 0.81%.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


48		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)
	Class K
	Six Months Ended 03/31/2019 (unaudited)			Period from 01/25/2018^(a) to 09/30/2018

Net asset value, beginning of period	$	16.98		$	18.33

Net investment income^(b)		0.17			0.39
Net realized and unrealized loss		(0.92	)		(1.74	)

Net decrease from investment operations		(0.75	)		(1.35	)

Distributions from net investment income^(c)		(0.39	)		—


Net asset value, end of period	$	15.84		$	16.98


Total Return^(d)
Based on net asset value		(4.22	)%^(e)		(7.37	)%^(e)(f)


Ratios to Average Net Assets
Total expenses		0.77	%^(g)		0.80	%^(g)

Total expenses after fees waived and/or reimbursed		0.59	%^(g)		0.59	%^(g)

Net investment income		2.22	%^(g)		3.33	%^(g)


Supplemental Data
Net assets, end of period (000)	$	9,670		$	8,175

Portfolio turnover rate^(h)		63	%		106	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (7.42)%.

^(g)	Annualized.

^(h)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			49

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)

	Class R
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	16.74		$	16.53		$	14.29		$	13.12		$	13.94		$	13.28

Net investment income (loss)^(a)		0.12			0.32			0.07			0.01			(0.01	)		0.02
Net realized and unrealized gain (loss)		(0.89	)		(0.08	)		2.36			1.16			(0.68	)		0.64

Net increase (decrease) from investment operations		(0.77	)		0.24			2.43			1.17			(0.69	)		0.66

Distributions from net investment income^(b)		(0.29	)		(0.03	)		(0.19	)		(0.00	)^(c)		(0.13	)		—


Net asset value, end of period	$	15.68		$	16.74		$	16.53		$	14.29		$	13.12		$	13.94


Total Return^(d)
Based on net asset value		(4.45	)%^(e)		1.44	%^(f)		17.26	%		8.96	%		(4.95	)%		4.97	%


Ratios to Average Net Assets
Total expenses		1.48	%^(g)		1.45	%		1.75	%^(h)		1.83	%^(h)		1.81	%^(h)		1.81	%^(h)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.14	%^(g)		1.14	%		1.55	%		1.72	%		1.72	%		1.72	%

Net investment income (loss)		1.56	%^(g)		1.91	%		0.46	%		0.08	%		(0.07	)%		0.17	%


Supplemental Data
Net assets, end of period (000)	$	6,182		$	7,572		$	7,551		$	8,343		$	8,308		$	12,483

Portfolio turnover rate		63	%		106	%		177	%		67	%		64	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.26%.

^(g)	Annualized.

^(h)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


50		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio

	Institutional
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	67.67		$	57.28		$	50.30		$	52.51		$	50.07		$	43.24

Net investment income^(a)		0.16			0.24			0.14			0.13			0.05			0.09
Net realized and unrealized gain (loss)		(1.73	)		12.18			7.92			3.87			5.96			10.94

Net increase (decrease) from investment operations		(1.57	)		12.42			8.06			4.00			6.01			11.03


Distributions^(b)
From net investment income		(0.23	)		(0.02	)		—			(0.77	)		(0.15	)		(0.15	)
From net realized gain		(4.53	)		(2.01	)		(1.08	)		(5.44	)		(3.42	)		(4.05	)

Total distributions		(4.76	)		(2.03	)		(1.08	)		(6.21	)		(3.57	)		(4.20	)


Net asset value, end of period	$	61.34		$	67.67		$	57.28		$	50.30		$	52.51		$	50.07


Total Return^(c)
Based on net asset value		(2.18	)%^(d)		22.47	%		16.53	%		7.99	%		12.25	%		27.74	%


Ratios to Average Net Assets
Total expenses		0.84	%^(e)(f)		0.87	%		0.89	%		0.90	%^(e)		0.88	%		0.91	%

Total expenses after fees waived and/or reimbursed and paid indirectly		0.84	%^(e)(f)		0.86	%		0.89	%		0.90	%^(e)		0.88	%		0.91	%

Net investment income		0.54	%^(e)(f)		0.40	%		0.27	%		0.25	%^(e)		0.09	%		0.20	%


Supplemental Data
Net assets, end of period (000)	$	3,101,679		$	2,944,146		$	2,190,418		$	1,544,880		$	1,513,269		$	1,141,938

Portfolio turnover rate		23	%		39	%		39	%		50	%		50	%		57	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			51

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio (continued)

	Service
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	64.73		$	54.90		$	48.39		$	50.77		$	48.51		$	42.02

Net investment income (loss)^(a)		0.06			0.05			(0.01	)		(0.01	)		(0.10	)		(0.04	)
Net realized and unrealized gain (loss)		(1.65	)		11.67			7.60			3.74			5.79			10.61

Net increase (decrease) from investment operations		(1.59	)		11.72			7.59			3.73			5.69			10.57


Distributions^(b)
From net investment income		(0.05	)		—			—			(0.67	)		(0.01	)		(0.03	)
From net realized gain		(4.53	)		(1.89	)		(1.08	)		(5.44	)		(3.42	)		(4.05	)

Total distributions		(4.58	)		(1.89	)		(1.08	)		(6.11	)		(3.43	)		(4.08	)


Net asset value, end of period	$	58.56		$	64.73		$	54.90		$	48.39		$	50.77		$	48.51


Total Return^(c)
Based on net asset value		(2.33	)%^(d)		22.10	%		16.20	%		7.69	%		11.95	%		27.36	%


Ratios to Average Net Assets
Total expenses		1.15	%^(e)(f)		1.17	%		1.17	%		1.17	%^(e)		1.16	%		1.21	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.15	%^(e)(f)		1.16	%		1.17	%		1.17	%^(e)		1.15	%		1.20	%

Net investment income (loss)		0.21	%^(e)(f)		0.10	%		(0.02	)%		(0.03	)%^(e)		(0.19	)%		(0.08	)%


Supplemental Data
Net assets, end of period (000)	$	36,184		$	39,325		$	33,231		$	31,917		$	35,583		$	30,139

Portfolio turnover rate		23	%		39	%		39	%		50	%		50	%		57	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

See notes to financial statements.


52		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio (continued)

	Investor A
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	64.50		$	54.70		$	48.22		$	50.61		$	48.38		$	41.92

Net investment income (loss)^(a)		0.07			0.06			(0.01	)		(0.01	)		(0.10	)		(0.03	)
Net realized and unrealized gain (loss)		(1.65	)		11.63			7.57			3.73			5.77			10.57

Net increase (decrease) from investment operations		(1.58	)		11.69			7.56			3.72			5.67			10.54


Distributions^(b)
From net investment income		(0.06	)		—			—			(0.67	)		(0.02	)		(0.03	)
From net realized gain		(4.53	)		(1.89	)		(1.08	)		(5.44	)		(3.42	)		(4.05	)

Total distributions		(4.59	)		(1.89	)		(1.08	)		(6.11	)		(3.44	)		(4.08	)


Net asset value, end of period	$	58.33		$	64.50		$	54.70		$	48.22		$	50.61		$	48.38


Total Return^(c)
Based on net asset value		(2.31	)%^(d)		22.13	%		16.20	%		7.70	%		11.94	%		27.37	%


Ratios to Average Net Assets
Total expenses		1.13	%^(e)(f)		1.15	%		1.17	%		1.18	%^(e)		1.16	%		1.19	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.12	%^(e)(f)		1.14	%		1.17	%		1.18	%^(e)		1.15	%		1.19	%

Net investment income (loss)		0.25	%^(e)(f)		0.11	%		(0.02	)%		(0.03	)%^(e)		(0.19	)%		(0.07	)%


Supplemental Data
Net assets, end of period (000)	$	2,772,811		$	2,767,303		$	2,597,901		$	2,701,948		$	2,827,428		$	2,051,816

Portfolio turnover rate		23	%		39	%		39	%		50	%		50	%		57	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			53

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio (continued)

	Investor C
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	56.55		$	48.54		$	43.22		$	46.05		$	44.36		$	38.77

Net investment loss^(a)		(0.12	)		(0.30	)		(0.33	)		(0.32	)		(0.45	)		(0.32	)
Net realized and unrealized gain (loss)		(1.45	)		10.20			6.73			3.37			5.31			9.74

Net increase (decrease) from investment operations		(1.57	)		9.90			6.40			3.05			4.86			9.42


Distributions^(b)
From net investment income		—			—			—			(0.44	)		—			—
From net realized gain		(4.15	)		(1.89	)		(1.08	)		(5.44	)		(3.17	)		(3.83	)

Total distributions		(4.15	)		(1.89	)		(1.08	)		(5.88	)		(3.17	)		(3.83	)


Net asset value, end of period	$	50.83		$	56.55		$	48.54		$	43.22		$	46.05		$	44.36


Total Return^(c)
Based on net asset value		(2.65	)%^(d)		21.22	%		15.37	%		6.92	%		11.14	%		26.46	%


Ratios to Average Net Assets
Total expenses		1.85	%^(e)(f)		1.87	%		1.90	%		1.90	%^(e)		1.88	%		1.91	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.85	%^(e)(f)		1.87	%		1.90	%		1.90	%^(e)		1.87	%		1.91	%

Net investment loss		(0.50	)%^(e)(f)		(0.61	)%		(0.75	)%		(0.75	)%^(e)		(0.90	)%		(0.80	)%


Supplemental Data
Net assets, end of period (000)	$	831,431		$	1,017,205		$	954,780		$	1,130,051		$	1,167,437		$	822,928

Portfolio turnover rate		23	%		39	%		39	%		50	%		50	%		57	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

See notes to financial statements.


54		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio (continued)

	Class K
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,						Period from 06/08/2016^(a) 09/30/2016
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			Period from 06/08/2016^(a) 09/30/2016

Net asset value, beginning of period	$	67.75		$	57.37		$	50.32		$	49.82

Net investment income^(b)		0.19			0.32			0.26			0.09
Net realized and unrealized gain (loss)		(1.74	)		12.17			7.87			0.41

Net increase (decrease) from investment operations		(1.55	)		12.49			8.13			0.50


Distributions^(c)
From net investment income		(0.28	)		(0.10	)		—			—
From net realized gain		(4.53	)		(2.01	)		(1.08	)		—

Total distributions		(4.81	)		(2.11	)		(1.08	)		—


Net asset value, end of period	$	61.39		$	67.75		$	57.37		$	50.32


Total Return^(d)
Based on net asset value		(2.13	)%^(e)		22.58	%		16.67	%		1.00	%^(e)


Ratios to Average Net Assets
Total expenses		0.75	%^(f)(g)		0.77	%		0.78	%		0.82	%^(f)(g)

Total expenses after fees waived and/or reimbursed		0.75	%^(f)(g)		0.76	%		0.78	%		0.82	%^(f)(g)

Net investment income		0.64	%^(f)(g)		0.53	%		0.47	%		0.54	%^(f)(g)


Supplemental Data
Net assets, end of period (000)	$	149,162		$	130,129		$	48,253		$	2,495

Portfolio turnover rate		23	%		39	%		39	%		50	%^(h)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(g)	Annualized.

^(h)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			55

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Health Sciences Opportunities Portfolio (continued)

	Class R
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	63.09		$	53.71		$	47.51		$	50.04		$	47.94		$	41.62

Net investment loss^(a)		(0.02	)		(0.11	)		(0.16	)		(0.17	)		(0.26	)		(0.17	)
Net realized and unrealized gain (loss)		(1.62	)		11.38			7.44			3.68			5.72			10.52

Net increase (decrease) from investment operations		(1.64	)		11.27			7.28			3.51			5.46			10.35


Distributions^(b)
From net investment income		—			—			—			(0.60	)		—			—
From net realized gain		(4.42	)		(1.89	)		(1.08	)		(5.44	)		(3.36	)		(4.03	)

Total distributions		(4.42	)		(1.89	)		(1.08	)		(6.04	)		(3.36	)		(4.03	)


Net asset value, end of period	$	57.03		$	63.09		$	53.71		$	47.51		$	50.04		$	47.94


Total Return^(c)
Based on net asset value		(2.47	)%^(d)		21.75	%		15.85	%		7.33	%		11.59	%		27.05	%


Ratios to Average Net Assets
Total expenses		1.45	%^(e)(f)		1.46	%		1.49	%		1.51	%^(e)		1.46	%		1.49	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.44	%^(e)(f)		1.46	%		1.49	%		1.51	%^(e)		1.45	%		1.49	%

Net investment loss		(0.07	)%^(e)(f)		(0.20	)%		(0.33	)%		(0.35	)%^(e)		(0.48	)%		(0.38	)%


Supplemental Data
Net assets, end of period (000)	$	236,697		$	241,495		$	198,426		$	172,640		$	146,562		$	74,611

Portfolio turnover rate		23	%		39	%		39	%		50	%		50	%		57	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

See notes to financial statements.


56		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock High Equity Income Fund

	Institutional
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	28.16		$	27.33		$	37.84		$	37.71		$	42.91		$	45.82

Net investment income (loss)^(a)		0.59			1.32			0.16			0.24			0.09			(0.07	)
Net realized and unrealized gain (loss)		(1.19	)		0.75			5.09			2.81			0.89			6.49

Net increase (decrease) from investment operations		(0.60	)		2.07			5.25			3.05			0.98			6.42


Distributions^(b)
From net investment income		(0.56	)		(1.05	)		(0.23	)		—			—			—
From net realized gains		(1.05	)		(0.19	)		(15.53	)		(2.92	)		(6.18	)		(9.33	)

Total distributions		(1.61	)		(1.24	)		(15.76	)		(2.92	)		(6.18	)		(9.33	)


Net asset value, end of period	$	25.95		$	28.16		$	27.33		$	37.84		$	37.71		$	42.91


Total Return^(c)
Based on net asset value		(1.96	)%^(d)		7.81	%		15.40	%		8.64	%		2.21	%		16.28	%


Ratios to Average Net Assets
Total expenses		1.15	%^(e)		1.09	%		1.19	%		1.19	%^(f)		1.33	%		1.34	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		0.85	%^(e)		0.85	%		0.97	%		0.91	%^(f)		0.91	%		0.94	%

Net investment income (loss)		4.68	%^(e)		4.79	%		0.46	%		0.67	%^(f)		0.22	%		(0.17	)%


Supplemental Data
Net assets, end of period (000)	$	160,987		$	248,847		$	462,487		$	686,845		$	768,068		$	732,297

Portfolio turnover rate		43	%		75	%		154	%		72	%		64	%		66	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			57

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock High Equity Income Fund (continued)

	Service
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	25.56		$	24.87		$	35.61		$	35.80		$	40.51		$	43.72

Net investment income (loss)^(a)		0.51			1.15			0.10			0.09			(0.11	)		(0.23	)
Net realized and unrealized gain (loss)		(1.10	)		0.67			4.73			2.64			0.89			6.16

Net increase (decrease) from investment operations		(0.59	)		1.82			4.83			2.73			0.78			5.93


Distributions^(b)
From net investment income		(0.53	)		(0.94	)		(0.04	)		—			—			—
From net realized gains		(1.05	)		(0.19	)		(15.53	)		(2.92	)		(5.49	)		(9.14	)

Total distributions		(1.58	)		(1.13	)		(15.57	)		(2.92	)		(5.49	)		(9.14	)


Net asset value, end of period	$	23.39		$	25.56		$	24.87		$	35.61		$	35.80		$	40.51


Total Return^(c)
Based on net asset value		(2.10	)%^(d)		7.54	%		15.09	%		8.18	%		1.80	%		15.82	%


Ratios to Average Net Assets
Total expenses		1.32	%^(e)		1.32	%		1.37	%^(f)		1.43	%^(g)(h)		1.68	%^(g)		1.59	%^(f)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.10	%^(e)		1.10	%		1.25	%		1.31	%^(h)		1.31	%		1.34	%

Net investment income (loss)		4.44	%^(e)		4.58	%		0.29	%		0.27	%^(h)		(0.28	)%		(0.57	)%


Supplemental Data
Net assets, end of period (000)	$	10,605		$	12,348		$	18,087		$	24,305		$	27,489		$	140,498

Portfolio turnover rate		43	%		75	%		154	%		72	%		64	%		66	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the years ended September 30, 2016 and September 30, 2015, the expense ratio would have been 1.30% and 1.67%, respectively.

^(h)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

See notes to financial statements.


58		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock High Equity Income Fund (continued)

	Investor A
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	24.12		$	23.53		$	34.47		$	34.74		$	39.96		$	43.23

Net investment income (loss)^(a)		0.48			1.08			0.11			0.09			(0.07	)		(0.23	)
Net realized and unrealized gain (loss)		(1.04	)		0.65			4.54			2.56			0.85			6.09

Net increase (decrease) from investment operations		(0.56	)		1.73			4.65			2.65			0.78			5.86


Distributions^(b)
From net investment income		(0.54	)		(0.95	)		(0.06	)		—			—			—
From net realized gains		(1.05	)		(0.19	)		(15.53	)		(2.92	)		(6.00	)		(9.13	)

Total distributions		(1.59	)		(1.14	)		(15.59	)		(2.92	)		(6.00	)		(9.13	)


Net asset value, end of period	$	21.97		$	24.12		$	23.53		$	34.47		$	34.74		$	39.96


Total Return^(c)
Based on net asset value		(2.14	)%^(d)		7.58	%		15.06	%		8.20	%		1.82	%		15.83	%


Ratios to Average Net Assets
Total expenses		1.39	%^(e)		1.38	%		1.45	%		1.47	%^(f)		1.60	%^(g)		1.61	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.10	%^(e)		1.10	%		1.25	%		1.31	%^(f)		1.31	%		1.34	%

Net investment income (loss)		4.43	%^(e)		4.57	%		0.36	%		0.27	%^(f)		(0.18	)%		(0.58	)%


Supplemental Data
Net assets, end of period (000)	$	211,527		$	214,095		$	278,649		$	377,271		$	404,123		$	423,779

Portfolio turnover rate		43	%		75	%		154	%		72	%		64	%		66	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the years ended September 30, 2015 and September 30, 2014, the expense ratio would have been 1.59% and 1.60%, respectively.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			59

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock High Equity Income Fund (continued)

	Investor C
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	16.19		$	16.13		$	28.15		$	29.10		$	34.43		$	38.44

Net investment income (loss)^(a)		0.27			0.61			(0.12	)		(0.13	)		(0.30	)		(0.46	)
Net realized and unrealized gain (loss)		(0.72	)		0.44			3.63			2.10			0.74			5.32

Net increase (decrease) from investment operations		(0.45	)		1.05			3.51			1.97			0.44			4.86


Distributions^(b)
From net investment income		(0.47	)		(0.80	)		—			—			—			—
From net realized gain		(1.05	)		(0.19	)		(15.53	)		(2.92	)		(5.77	)		(8.87	)
		��
Total distributions		(1.52	)		(0.99	)		(15.53	)		(2.92	)		(5.77	)		(8.87	)


Net asset value, end of period	$	14.22		$	16.19		$	16.13		$	28.15		$	29.10		$	34.43


Total Return^(c)
Based on net asset value		(2.48	)%^(d)		6.75	%		14.23	%		7.38	%		1.03	%		14.97	%


Ratios to Average Net Assets
Total expenses		2.15	%^(e)		2.10	%		2.18	%		2.20	%^(f)(g)		2.32	%^(f)		2.33	%^(h)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.85	%^(e)		1.85	%		2.00	%		2.05	%^(g)		2.06	%		2.09	%

Net investment income (loss)		3.75	%^(e)		3.82	%		(0.48	)%		(0.47	)%^(g)		(0.93	)%		(1.32	)%


Supplemental Data
Net assets, end of period (000)	$	49,414		$	93,399		$	123,321		$	173,249		$	198,760		$	211,493

Portfolio turnover rate		43	%		75	%		154	%		72	%		64	%		66	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(g)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(h)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2014, the expense ratio would have been 2.32%.

See notes to financial statements.


60		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock International Dividend Fund

	Institutional
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	29.16		$	31.36		$	33.58		$	31.10		$	38.51		$	38.58

Net investment income^(a)		0.30			0.76			0.49			0.36			0.27			0.48
Net realized and unrealized gain (loss)		0.20			(1.57	)		2.85			2.18			(3.05	)		(0.38	)

Net increase (decrease) from investment operations		0.50			(0.81	)		3.34			2.54			(2.78	)		0.10


Distributions^(b)
From net investment income		(0.05	)		(0.98	)		(1.47	)		(0.06	)		(0.92	)		(0.07	)
From net realized gain		(0.85	)		(0.41	)		(4.09	)		—			(3.71	)		(0.10	)

Total distributions		(0.90	)		(1.39	)		(5.56	)		(0.06	)		(4.63	)		(0.17	)


Net asset value, end of period	$	28.76		$	29.16		$	31.36		$	33.58		$	31.10		$	38.51


Total Return^(c)
Based on net asset value		2.50	%^(d)		(2.67	)%^(e)		10.61	%		8.20	%		(7.60	)%		0.25	%


Ratios to Average Net Assets
Total expenses		1.18	%^(f)		1.14	%		1.23	%^(g)		1.26	%^(g)(h)		1.27	%		1.22	%

Total expenses after fees waived and/or reimbursed and paid indirectly		0.84	%^(f)		0.84	%		1.01	%		1.06	%^(h)		1.14	%		1.19	%

Net investment income		2.24	%^(f)		2.50	%		1.51	%		1.15	%^(h)		0.77	%		1.19	%


Supplemental Data
Net assets, end of period (000)	$	85,534		$	102,541		$	198,206		$	353,512		$	424,099		$	730,062

Portfolio turnover rate		11	%		25	%		130	%		47	%		66	%		138	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (2.81)%.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(h)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			61

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock International Dividend Fund (continued)

	Service
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	27.68		$	29.76		$	32.05		$	29.72		$	37.01		$	37.16

Net investment income^(a)		0.25			0.65			0.35			0.23			0.17			0.34
Net realized and unrealized gain (loss)		0.20			(1.49	)		2.75			2.10			(2.93	)		(0.34	)

Net increase (decrease) from investment operations		0.45			(0.84	)		3.10			2.33			(2.76	)		0.00


Distributions^(b)
From net investment income		(0.03	)		(0.83	)		(1.30	)		—			(0.82	)		(0.05	)
From net realized gain		(0.85	)		(0.41	)		(4.09	)		—			(3.71	)		(0.10	)

Total distributions		(0.88	)		(1.24	)		(5.39	)		—			(4.53	)		(0.15	)


Net asset value, end of period	$	27.25		$	27.68		$	29.76		$	32.05		$	29.72		$	37.01


Total Return^(c)
Based on net asset value		2.38	%^(d)		(2.90	)%^(e)		10.29	%		7.84	%		(7.86	)%		(0.03	)%


Ratios to Average Net Assets
Total expenses		1.38	%^(f)(g)		1.37	%		1.48	%^(f)		1.54	%^(h)(i)		1.53	%^(f)		1.51	%^(f)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.09	%^(g)		1.09	%		1.32	%		1.38	%^(h)		1.42	%		1.48	%

Net investment income		1.96	%^(g)		2.27	%		1.13	%		0.76	%^(h)		0.51	%		0.87	%


Supplemental Data
Net assets, end of period (000)	$	3,617		$	4,434		$	7,142		$	12,706		$	19,269		$	30,049

Portfolio turnover rate		11	%		25	%		130	%		47	%		66	%		138	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (3.04)%.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(g)	Annualized.

^(h)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

⁽ⁱ⁾	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2016, the expense ratio would have been 1.53%.

See notes to financial statements.


62		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock International Dividend Fund (continued)

	Investor A
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	27.26		$	29.30		$	31.68		$	29.38		$	36.64		$	36.80

Net investment income^(a)		0.26			0.61			0.37			0.24			0.15			0.33
Net realized and unrealized gain (loss)		0.16			(1.43	)		2.69			2.06			(2.88	)		(0.34	)

Net increase (decrease) from investment operations		0.42			(0.82	)		3.06			2.30			(2.73	)		(0.01	)


Distributions^(b)
From net investment income		(0.03	)		(0.81	)		(1.35	)		—			(0.82	)		(0.05	)
From net realized gain		(0.85	)		(0.41	)		(4.09	)		—			(3.71	)		(0.10	)

Total distributions		(0.88	)		(1.22	)		(5.44	)		—			(4.53	)		(0.15	)


Net asset value, end of period	$	26.80		$	27.26		$	29.30		$	31.68		$	29.38		$	36.64


Total Return^(c)
Based on net asset value		2.31	%^(d)		(2.89	)%^(e)		10.27	%		7.83	%		(7.87	)%		(0.06	)%


Ratios to Average Net Assets
Total expenses		1.47	%^(f)		1.44	%		1.54	%^(g)		1.57	%^(g)(h)		1.58	%^(g)		1.53	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.09	%^(f)		1.09	%		1.30	%		1.39	%^(h)		1.46	%		1.50	%

Net investment income		2.06	%^(f)		2.14	%		1.20	%		0.81	%^(h)		0.44	%		0.86	%


Supplemental Data
Net assets, end of period (000)	$	135,902		$	140,473		$	325,103		$	350,855		$	415,805		$	662,683

Portfolio turnover rate		11	%		25	%		130	%		47	%		66	%		138	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (3.03)%.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

^(h)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			63

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock International Dividend Fund (continued)

	Investor C
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	23.94		$	25.81		$	28.39		$	26.52		$	33.56		$	33.93

Net investment income (loss)^(a)		0.11			0.39			0.12			0.02			(0.07	)		0.04
Net realized and unrealized gain (loss)		0.21			(1.30	)		2.42			1.85			(2.63	)		(0.31	)

Net increase (decrease) from investment operations		0.32			(0.91	)		2.54			1.87			(2.70	)		(0.27	)


Distributions^(b)
From net investment income		—			(0.55	)		(1.03	)		—			(0.63	)		—
From net realized gain		(0.85	)		(0.41	)		(4.09	)		—			(3.71	)		(0.10	)

Total distributions		(0.85	)		(0.96	)		(5.12	)		—			(4.34	)		(0.10	)


Net asset value, end of period	$	23.41		$	23.94		$	25.81		$	28.39		$	26.52		$	33.56


Total Return^(c)
Based on net asset value		1.97	%^(d)		(3.63	)%^(e)		9.46	%		7.05	%		(8.56	)%		(0.82	)%


Ratios to Average Net Assets
Total expenses		2.23	%^(f)		2.19	%		2.30	%^(g)		2.35	%^(g)(h)		2.32	%		2.27	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.84	%^(f)		1.84	%		2.05	%		2.13	%^(h)		2.20	%		2.23	%

Net investment income (loss)		1.04	%^(f)		1.57	%		0.44	%		0.07	%^(h)		(0.24	)%		0.11	%


Supplemental Data
Net assets, end of period (000)	$	20,602		$	36,239		$	53,884		$	76,630		$	96,334		$	134,821

Portfolio turnover rate		11	%		25	%		130	%		47	%		66	%		138	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (3.79)%.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratios.

^(h)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

See notes to financial statements.


64		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock International Dividend Fund (continued)

	Class K
	Six Months Ended 03/31/2019 (unaudited)			Period from 01/25/2018^(a) to 09/30/2018

Net asset value, beginning of period	$	29.17		$	32.08

Net investment income^(b)		0.32			0.56
Net realized and unrealized gain (loss)		0.17			(2.91	)

Net increase (decrease) from investment operations		0.49			(2.35	)


Distributions^(c)
From net investment income		(0.05	)		(0.56	)
From net realized gain		(0.85	)		—

Total distributions		(0.90	)		(0.56	)


Net asset value, end of period	$	28.76		$	29.17


Total Return^(d)
Based on net asset value		2.49	%^(e)		(7.33	)%^(e)(f)


Ratios to Average Net Assets
Total expenses		1.06	%^(g)		1.02	%^(g)(h)

Total expenses after fees waived and/or reimbursed		0.79	%^(g)		0.79	%^(g)

Net investment income		2.41	%^(g)		2.81	%^(g)


Supplemental Data
Net assets, end of period (000)	$	3,815		$	3,659

Portfolio turnover rate⁽ⁱ⁾		11	%		25	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Aggregate total return.

^(f)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (7.45)%.

^(g)	Annualized.

^(h)	Offering and board realignment consolidation costs were not annualized in the calculation of the expense ratio. If these expenses were annualized, the total expense ratio would have been 1.03%.

⁽ⁱ⁾	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			65

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Technology Opportunities Fund

	Institutional
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	31.83		$	25.64		$	19.18		$	15.61		$	14.37		$	12.27

Net investment loss^(a)		(0.06	)		(0.09	)		(0.12	)		(0.08	)		(0.09	)		(0.10	)
Net realized and unrealized gain		0.02			8.25			6.78			3.65			1.33			2.20

Net increase (decrease) from investment operations		(0.04	)		8.16			6.66			3.57			1.24			2.10

Distributions from net realized gain		(0.30	)		(1.97	)		(0.20	)		—			—			—


Net asset value, end of period	$	31.49		$	31.83		$	25.64		$	19.18		$	15.61		$	14.37


Total Return^(b)
Based on net asset value		0.01	%^(c)		34.02	%		35.13	%		22.87	%		8.63	%		17.11	%


Ratios to Average Net Assets
Total expenses		1.02	%^(d)(e)		1.10	%^(d)(f)		1.22	%^(g)		1.27	%		1.31	%^(g)		1.36	%

Total expenses after fees waived and/or reimbursed and paid indirectly		0.92	%^(d)(e)		0.99	%^(d)		1.21	%		1.23	%		1.27	%		1.29	%

Net investment loss		(0.42	)%^(d)(e)		(0.32	)%^(d)		(0.54	)%		(0.49	)%		(0.58	)%		(0.74	)%


Supplemental Data
Net assets, end of period (000)	$	784,139		$	584,654		$	147,796		$	78,179		$	57,306		$	53,922

Portfolio turnover rate		20	%		49	%		51	%		84	%		78	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Where applicable, assumes the reinvestment of distributions.

^(c)	Aggregate total return.

^(d)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2018, the expense ratio would have been 1.09%.

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


66		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Technology Opportunities Fund (continued)

	Service
	Six Months Ended 03/31/2019			Year Ended September 30,
	(unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	30.22		$	24.44		$	18.34		$	14.96		$	13.80		$	11.81

Net investment loss^(a)		(0.09	)		(0.15	)		(0.16	)		(0.12	)		(0.12	)		(0.13	)
Net realized and unrealized gain		0.01			7.85			6.46			3.50			1.28			2.12

Net increase (decrease) from investment operations		(0.08	)		7.70			6.30			3.38			1.16			1.99

Distributions from net realized gain		(0.30	)		(1.92	)		(0.20	)		—			—			—


Net asset value, end of period	$	29.84		$	30.22		$	24.44		$	18.34		$	14.96		$	13.80


Total Return^(b)
Based on net asset value		(0.13	)%^(c)		33.74	%		34.77	%		22.59	%		8.41	%		16.85	%


Ratios to Average Net Assets
Total expenses		1.32	%^(d)(e)		1.37	%^(d)(f)		1.48	%^(f)		1.49	%		1.48	%^(g)		1.50	%

Total expenses after fees waived and/or reimbursed and paid indirectly		1.17	%^(d)(e)		1.22	%^(d)		1.47	%		1.49	%		1.48	%		1.46	%

Net investment loss		(0.67	)%^(d)(e)		(0.55	)%^(d)		(0.77	)%		(0.74	)%		(0.77	)%		(0.93	)%


Supplemental Data
Net assets, end of period (000)	$	17,730		$	15,208		$	6,312		$	2,583		$	1,527		$	1,297

Portfolio turnover rate		20	%		49	%		51	%		84	%		78	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Where applicable, assumes the reinvestment of distributions.

^(c)	Aggregate total return.

^(d)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees for the year ended September 30, 2015, the expense ratio would have been 1.45%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			67

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Technology Opportunities Fund (continued)

	Investor A
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	29.58		$	23.95		$	17.98		$	14.68		$	13.55		$	11.61

Net investment loss^(a)		(0.09	)		(0.16	)		(0.17	)		(0.13	)		(0.13	)		(0.14	)
Net realized and unrealized gain		0.01			7.69			6.34			3.43			1.26			2.08

Net increase (decrease) from investment operations		(0.08	)		7.53			6.17			3.30			1.13			1.94

Distributions from net realized gain		(0.30	)		(1.90	)		(0.20	)		—			—			—


Net asset value, end of period	$	29.20		$	29.58		$	23.95		$	17.98		$	14.68		$	13.55


Total Return^(b)
Based on net asset value		(0.13	)%^(c)		33.70	%		34.74	%		22.48	%		8.34	%		16.71	%


Ratios to Average Net Assets
Total expenses		1.30	%^(d)(e)		1.38	%^(d)(f)		1.50	%^(g)		1.56	%^(f)		1.60	%^(f)		1.64	%^(f)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.17	%^(d)(e)		1.26	%^(d)		1.49	%		1.55	%		1.59	%		1.61	%

Net investment loss		(0.68	)%^(d)(e)		(0.59	)%^(d)		(0.83	)%		(0.81	)%		(0.90	)%		(1.07	)%


Supplemental Data
Net assets, end of period (000)	$	613,206		$	627,626		$	271,307		$	180,658		$	140,951		$	118,814

Portfolio turnover rate		20	%		49	%		51	%		84	%		78	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(c)	Aggregate total return.

^(d)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the expense ratios were as follows:


	Year Ended September 30,
	2018			2016			2015			2014
Expense ratios		1.37	%		1.55	%		1.57	%		1.63	%

^(g)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


68		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Technology Opportunities Fund (continued)

	Investor C
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	25.13		$	20.72		$	15.70		$	12.92		$	12.03		$	10.39

Net investment loss^(a)		(0.16	)		(0.31	)		(0.28	)		(0.22	)		(0.23	)		(0.22	)
Net realized and unrealized gain		0.00	^(b)		6.57			5.50			3.00			1.12			1.86

Net increase (decrease) from investment operations		(0.16	)		6.26			5.22			2.78			0.89			1.64

Distribution from net realized gain		(0.30	)		(1.85	)		(0.20	)		—			—			—


Net asset value, end of period	$	24.67		$	25.13		$	20.72		$	15.70		$	12.92		$	12.03


Total Return^(c)
Based on net asset value		(0.47	)%^(d)		32.68	%		33.73	%		21.52	%		7.40	%		15.78	%


Ratios to Average Net Assets
Total expenses		2.03	%^(e)(f)		2.10	%^(e)(g)		2.27	%^(h)		2.35	%^(h)		2.40	%^(g)		2.46	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.92	%^(e)(f)		2.01	%^(e)		2.25	%		2.35	%		2.40	%		2.44	%

Net investment loss		(1.43	)%^(e)(f)		(1.34	)%^(e)		(1.59	)%		(1.61	)%		(1.71	)%		(1.90	)%


Supplemental Data
Net assets, end of period (000)	$	141,541		$	142,942		$	76,957		$	56,707		$	41,989		$	32,194

Portfolio turnover rate		20	%		49	%		51	%		84	%		78	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Amount is less than $0.005 per share.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Aggregate total return.

^(e)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(f)	Annualized.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the expense ratios were as follows:


	Year Ended September 30,
	2018			2015			2014
Expense ratios		2.09	%		2.39	%		2.45	%

^(h)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			69

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Technology Opportunities Fund (continued)

	Class R
	Six Months Ended 03/31/2019 (unaudited)			Year Ended September 30,
	Six Months Ended 03/31/2019 (unaudited)			2018			2017			2016			2015			2014

Net asset value, beginning of period	$	29.90		$	24.20		$	18.21		$	14.92		$	13.81		$	11.86

Net investment loss^(a)		(0.12	)		(0.23	)		(0.23	)		(0.17	)		(0.18	)		(0.18	)
Net realized and unrealized gain		0.01			7.78			6.42			3.46			1.29			2.13

Net increase (decrease) from investment operations		(0.11	)		7.55			6.19			3.29			1.11			1.95

Distributions from net realized gain		(0.30	)		(1.85	)		(0.20	)		—			—			—


Net asset value, end of period	$	29.49		$	29.90		$	24.20		$	18.21		$	14.92		$	13.81


Total Return^(b)
Based on net asset value		(0.23	)%^(c)		33.35	%		34.41	%		22.05	%		8.04	%		16.44	%


Ratios to Average Net Assets
Total expenses		1.62	%^(d)(e)		1.69	%^(d)(f)		1.81	%^(f)		1.85	%^(g)		1.86	%^(g)		1.91	%^(g)

Total expenses after fees waived and/or reimbursed and paid indirectly		1.42	%^(d)(e)		1.53	%^(d)		1.77	%		1.83	%		1.85	%		1.89	%

Net investment loss		(0.92	)%^(d)(e)		(0.87	)%^(d)		(1.11	)%		(1.09	)%		(1.16	)%		(1.35	)%


Supplemental Data
Net assets, end of period (000)	$	16,284		$	13,577		$	9,700		$	6,054		$	5,060		$	4,195

Portfolio turnover rate		20	%		49	%		51	%		84	%		78	%		99	%

^(a)	Based on average shares outstanding.

^(b)	Where applicable, assumes the reinvestment of distributions.

^(c)	Aggregate total return.

^(d)	Ratios do not include expenses incurred indirectly as a result of investments in underlying funds of approximately 0.01%.

^(e)	Annualized.

^(f)	Includes recoupment of past waived and/or reimbursed fees with no financial impact to the expense ratio.

^(g)	Includes recoupment of past waived and/or reimbursed fees. Excluding the recoupment of past waived and/or reimbursed fees, the expense ratios were as follows:


	Year Ended September 30,
	2016			2015			2014
Expense ratios		1.84	%		1.83	%		1.89	%

See notes to financial statements.


70		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited)

1.	*ORGANIZATION*

BlackRock Funds^SM (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized as a Massachusetts business trust. The following, each of which is a series of the Trust, are referred to herein collectively as the “Funds” or individually, as a “Fund”:


Fund Name	Herein Referred To As	Diversification Classification
BlackRock Advantage International Fund	Advantage International	Diversified
BlackRock Health Sciences Opportunities Portfolio	Health Sciences Opportunities	Diversified
BlackRock High Equity Income Fund	High Equity Income	Diversified
BlackRock International Dividend Fund	International Dividend	Diversified
BlackRock Technology Opportunities Fund	Technology Opportunities	Diversified

Each Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions, except that certain classes bear expenses related to the shareholder servicing and distribution of such shares. Institutional, Service and Class K Shares are sold without a sales charge and only to certain eligible investors. Investor A Shares are generally sold with an initial sales charge, and may be subject to a contingent deferred sales charge (“CDSC”) for certain redemptions where no initial sales charge was paid at the time of purchase. The sales charge does not apply to dividend and capital gain reinvestments by existing shareholders and new purchases for certain employer-sponsored retirement plans, which are currently the only investors who may invest in Investor A Shares. Investor C Shares may be subject to a 1.00% CDSC if redeemed within one year of purchase. However, the CDSC does not apply to redemptions by certain employer-sponsored retirement plans or to redemptions of shares acquired through the reinvestment of dividends and capital gains by existing shareholders. Class R Shares are sold without a sales charge and only to certain employer-sponsored retirement plans. Service, Investor A, Investor C and Class R Shares bear certain expenses related to shareholder servicing of such shares, and Investor C and Class R Shares also bear certain expenses related to the distribution of such shares. Investor A and Investor C Shares are generally available through financial intermediaries. Effective November 8, 2018, the Funds adopted an automatic conversion feature whereby Investor C Shares held for approximately ten years will be automatically converted into Investor A Shares, and, thereafter, investors will be subject to lower ongoing fees. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures (except that Investor C shareholders may vote on material changes to the Investor A distribution and service plan).


Share Class	Initial Sales Charge	CDSC			Conversion Privilege
Institutional, Service, Class K and Class R Shares	No		No		None
Investor A Shares	Yes		No	^(a)	None
Investor C Shares	No		Yes		To Investor A Shares after approximately 10 years

^(a)

Investor A Shares may be subject to a CDSC for certain redemptions where no initial sales charge was paid at the time of purchase.

Reorganization:The Board of Trustees of the Trust (the “Board”) and the Board of Trustees of State Farm Mutual Fund Trust and shareholders of State Farm International Equity Fund (the “Target Fund”) approved the reorganization of the Target Fund into Advantage International. As a result, Advantage International acquired all of the assets and assumed certain of the liabilities of the Target Fund in exchange for an equal aggregate value of newly-issued shares of Advantage International.

Each shareholder of the Target Fund received shares of Advantage International in an amount equal to the aggregate net asset value (“NAV”) of the shareholder’s Target Fund shares, as determined at the close of business on November 16, 2018.

The reorganization was accomplished by a tax-free exchange of shares of Advantage International in the following amounts and at the following conversion ratios:


Target Fund’s Share Class	Shares Prior to Reorganization	Conversion Ratio		Advantage International’s Share Class		Shares of Advantage International
Class A	2,038,749		0.72388825		Investor A	1,475,827
Class B	30,592		0.72323294		Investor A	22,125
Class Institutional	1,548,107		0.72329278		Institutional	1,119,735
Class R-1	71,547		0.71993693		Investor A	51,509
Class R-2	324,627		0.72254519		Investor A	234,558
Class R-3	99,013		0.72435088		Institutional	71,720
Legacy Class B	19,795		0.74049155		Investor A	14,658
Premier	2,955,714		0.73171950		Investor A	2,162,754

The Target Fund’s net assets and composition of net assets on November 16, 2018, the valuation date of the reorganization, were as follows:


	Target Fund
Net assets	$	79,635,612
Paid-in capital		80,326,765
Accumulated loss		(691,153	)


N O T E S T O F I N A N C I A L S			71

Notes to Financial Statements (unaudited) (continued)

For financial reporting purposes, assets received and shares issued by Advantage International were recorded at fair value. However, the cost basis of the investments received from the Target Fund was carried forward to align ongoing reporting of Advantage International’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

The net assets of Advantage International before the acquisition were $702,389,703. The aggregate net assets of Advantage International immediately after the acquisition amounted to $782,025,315. The Target Fund’s fair value and cost of investments prior to the reorganization were as follows:


Target Fund	Fair Value of Investments	Cost of Investments
State Farm International Equity Fund	$77,948,036	$77,670,505

The purpose of the transaction was to combine the assets of the Target Fund with the assets of Advantage International. The reorganization was a tax-free event and was effective on November 19, 2018.

Assuming the acquisition had been completed on October 1, 2018, the beginning of the fiscal reporting period of Advantage International, the pro forma results of operations for the six months ended March 31, 2019, are as follows:

•

Net investment income: $7,681,844.

•

Net realized and change in unrealized loss on investments: $(43,360,622).

•

Net decrease in net assets resulting from operations: $(35,678,778).

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the Target Fund that have been included in Advantage International’s Statement of Operations since November 19, 2018.

Reorganization costs incurred by Advantage International in connection with the reorganization were expensed by Advantage International. The Manager reimbursed Advantage International $123,081, which is included in fees waived and/or reimbursed by the Manager in the Statements of Operations.

2.	*SIGNIFICANT ACCOUNTING POLICIES*

Investment Transactions and Income Recognition:For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date. Dividends from foreign securities where the ex-dividend date may have passed are subsequently recorded when the Funds are informed of the ex-dividend date. Under the applicable foreign tax laws, a withholding tax at various rates may be imposed on capital gains, dividends and interest. Upon notification from issuers, a portion of the dividend income received from a real estate investment trust may be redesignated as a reduction of cost of the related investment and/or realized gain. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized on an accrual basis. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Segregation and Collateralization:In cases where a Fund enters into certain investments (e.g., futures contracts, forward foreign currency exchange contracts and options written) that would be treated as “senior securities” for 1940 Act purposes, a Fund may segregate or designate on its books and records cash or liquid assets having a market value at least equal to the amount of its future obligations under such investments. Doing so allows the investment to be excluded from treatment as a “senior security.” Furthermore, if required by an exchange or counterparty agreement, the Funds may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments or obligations.

Distributions:Distributions paid by the Funds are recorded on the ex-dividend date. Distributions of capital gains are recorded on the ex-dividend date and made at least annually. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.

Offering Costs:Offering costs are amortized over a 12-month period beginning with the commencement of operations of a class of shares.

Recent Accounting Standards:In August 2018, the Financial Accounting Standards Board issued Accounting Standards Update 2018-13 “Changes to the Disclosure Requirements for Fair Value Measurement” which modifies disclosure requirements for fair value measurements. The guidance is effective for fiscal years beginning after


72		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

December 15, 2019 and for interim periods within those fiscal years. Management continues to evaluate the impact of this guidance to the Funds.

Other:Expenses directly related to a Fund or its classes are charged to that Fund or the applicable class. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods. Expenses directly related to the Funds and other shared expenses prorated to the Funds are allocated daily to each class based on their relative net assets or other appropriate methods.

3.	*INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS*

Investment Valuation Policies:The Funds’ investments are valued at fair value (also referred to as “market value” within the financial statements) as of the close of trading on the NYSE (generally 4:00 p.m., Eastern time) (or if the reporting date falls on a day the NYSE is closed, investments are valued at fair value as of the period end). U.S. GAAP defines fair value as the price the Funds would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Funds determine the fair values of their financial instruments using various independent dealers or pricing services under policies approved by the Board. The BlackRock Global Valuation Methodologies Committee (the “Global Valuation Committee”) is the committee formed by management to develop global pricing policies and procedures and to oversee the pricing function for all financial instruments.

Fair Value Inputs and Methodologies:The following methods and inputs are used to establish the fair value of each Fund’s assets and liabilities:

•

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the NYSE. Occasionally, events affecting the values of such instruments may occur between the foreign market close and the close of trading on the NYSE that may not be reflected in the computation of the Funds’ net assets. Each business day, the Funds use a pricing service to assist with the valuation of certain foreign exchange-traded equity securities and foreign exchange-traded and over-the-counter (“OTC”) options (the “Systematic Fair Value Price”). Using current market factors, the Systematic Fair Value Price is designed to value such foreign securities and foreign options at fair value as of the close of trading on the NYSE, which follows the close of the local markets.

•

Investments in open-end U.S. mutual funds are valued at NAV each business day.

•

Futures contracts traded on exchanges are valued at their last sale price.

•

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

•

Equity-Linked Notes are valued utilizing quotes received daily by the Funds’ pricing service or through brokers. The Funds’ pricing service utilizes models that incorporate a number of market data factors, such as historical and forecasted discrete dividend information and historical values of the underlying reference instruments.

If events (e.g., a company announcement, market volatility or a natural disaster) occur that are expected to materially affect the value of such investments, or in the event that the application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, or its delegate, in accordance with a policy approved by the Board as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Global Valuation Committee will include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Global Valuation Committee, or its delegate, seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Global Valuation Committee, or its delegate, deems relevant and consistent with the principles of fair value measurement.


N O T E S T O F I N A N C I A L S			73

Notes to Financial Statements (unaudited) (continued)


	Standard Inputs Generally Considered By Third Party Pricing Services
Market approach	(i)	recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers;
	(ii)	recapitalizations and other transactions across the capital structure; and
	(iii)	market multiples of comparable issuers.
Income approach	(i)	future cash flows discounted to present and adjusted as appropriate for liquidity, credit and/or market risks;
	(ii)	quoted prices for similar investments or assets in active markets; and
	(iii)	other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates.
Cost approach	(i)	audited or unaudited financial statements, investor communications and financial or operational metrics issued by the Private Company;
	(ii)	changes in the valuation of relevant indices or publicly traded companies comparable to the Private Company;
	(iii)	relevant news and other public sources; and
	(iv)	known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

•

Level 1 — Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that each Fund has the ability to access

•

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Global Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by Private Companies. There may not be a secondary market, and/or there are a limited number of investors. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Global Valuation Committee in the absence of market information.

As of March 31, 2019, certain investments of the Funds were valued using NAV per share as no quoted market value was available and therefore have been excluded from the fair value hierarchy.

4.	*SECURITIES AND OTHER INVESTMENTS*

Equity-Linked Notes:Equity-linked notes seek to generate income and provide exposure to the performance of an underlying security, group of securities or exchange-traded funds (the “underlying reference instrument”). In an equity-linked note, a fund purchases a note from a bank or broker-dealer and in return, the issuer provides for interest payments during the term of the note. At maturity or when the security is sold, a fund will either settle by taking physical delivery of the underlying reference instrument or by receipt of a cash settlement amount equal to the value of the note at termination or maturity. The use of equity-linked notes involves the risk that the value of the note changes unfavorably due to movements in the value of the underlying reference instrument. Equity-linked notes are considered general unsecured contractual obligations of the bank or broker-dealer. A fund must rely on the creditworthiness of the issuer for its investment returns.


74		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

Securities lending transactions are entered into by the Funds under Master Securities Lending Agreements (each, an “MSLA”), which provide the right, in the event of default (including bankruptcy or insolvency), for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, the Funds, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell or re-pledge the loaned securities, and a Fund can reinvest cash collateral received in connection with loaned securities. Upon an event of default, the parties’ obligations to return the securities or collateral to the other party are extinguished, and the parties can resell or re-pledge the loaned securities or the collateral received in connection with the loaned securities in order to satisfy the defaulting party’s net payment obligation for all transactions under the MSLA. The defaulting party remains liable for any deficiency.

As of period end, the following tables are a summary of the Funds’ securities lending agreements by counterparty which are subject to offset under an MSLA:


Advantage International
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount^(b)
Citigroup Global Markets, Inc.	$	743,895	$	(743,895	)	$	—
Credit Suisse Securities (USA) LLC		103,174		(103,174	)		—
Goldman Sachs & Co.		3,078,277		(3,078,277	)		—
Jefferies LLC		114,337		(114,337	)		—
JP Morgan Securities LLC		571,534		(571,534	)		—
Merrill Lynch, Pierce, Fenner & Smith, Inc.		97,626		(90,283	)		7,343
Morgan Stanley & Co. LLC		944,137		(944,137	)		—

	$	5,652,980	$	(5,645,637	)	$	7,343


Health Sciences Opportunities
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount^(b)
BMO Capital Markets	$	1,889,500	$	(1,889,500	)	$	—
Citigroup Global Markets, Inc.		21,899,288		(21,866,757	)		32,531
Credit Suisse Securities (USA) LLC		6,762,776		(6,762,776	)		—
Deutsche Bank Securities, Inc.		5,303,043		(5,235,797	)		67,246
Goldman Sachs & Co.		11,115,191		(11,078,688	)		36,503
JP Morgan Securities LLC		41,704,304		(40,482,554	)		1,221,750
SG Americas Securities LLC		440,378		(423,866	)		16,512
State Street Bank & Trust Company		21,872,681		21,716,642			156,039

	$	110,987,161	$	(109,456,580	)	$	1,530,581


N O T E S T O F I N A N C I A L S			75

Notes to Financial Statements (unaudited) (continued)


Technology Opportunities
Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Net Amount
Barclays Capital, Inc.	$	904,420	$	(904,420	)	$	—
Citigroup Global Markets, Inc.		9,039,243		(9,039,243	)		—
Credit Suisse Securities (USA) LLC		15,651,823		(15,651,823	)		—
Goldman Sachs & Co.		6,656,962		(6,656,962	)		—
Jefferies LLC		406,989		(406,989	)		—
JP Morgan Securities LLC		42,574,185		(42,574,185	)		—
Morgan Stanley & Co. LLC		2,250,755		(2,250,755	)		—
SG Americas Securities LLC		2,092,999		(2,092,999	)		—
State Street Bank and Trust Co.		4,126,682		(4,126,682	)		—
UBS Securities LLC		82,220		(82,220	)		—

	$	83,786,278	$	(83,786,278	)	$	—

^(a)

Cash collateral with a value of $9,994,794, $109,585,247 and $86,501,027 has been received in connection with securities lending agreements for Advantage International, Health Sciences Opportunities and Technology Opportunities, respectively. Collateral received in excess of the value of securities loaned from the individual counterparty, if any, is not shown for financial reporting purposes in the tables above.

^(b)

5.	*DERIVATIVE FINANCIAL INSTRUMENTS*

The Funds engage in various portfolio investment strategies using derivative contracts both to increase the returns of the Funds, and/or to manage their exposure to certain risks such as credit risk, interest rate risk, equity risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are included in the Schedules of Investments. These contracts may be transacted on an exchange or OTC.

Futures contracts are agreements between the Fund and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statements of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedules of Investments and cash deposited, if any, is shown as cash pledged for futures contracts in the Statements of Assets and Liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statements of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest, foreign currency exchange rates or underlying assets.

Forward Foreign Currency Exchange Contracts:Forward foreign currency exchange contracts are entered into to gain or reduce exposure to foreign currencies (foreign currency exchange rate risk).

The contract is marked-to-market daily and the change in market value is recorded as unrealized appreciation (depreciation) in the Statements of Assets and Liabilities. When a contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the value at the time it was opened and the value at the time it was closed. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The use of forward foreign currency exchange contracts involves the risk that the value of a forward foreign currency exchange contract changes unfavorably due to movements in the value of the referenced foreign currencies. Cash amounts pledged for forward foreign currency exchange contracts are considered restricted and are included in cash pledged as collateral for OTC derivatives in the Statements of Assets and Liabilities.


76		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

Options:Certain Funds purchase and write call and put options to increase or decrease their exposure to the risks of underlying instruments, including equity risk, interest rate risk and/or commodity price risk and/or, in the case of options written, to generate gains from options premiums.

A call option gives the purchaser (holder) of the option the right (but not the obligation) to buy, and obligates the seller (writer) to sell (when the option is exercised) the underlying instrument at the exercise or strike price at any time or at a specified time during the option period. A put option gives the holder the right to sell and obligates the writer to buy the underlying instrument at the exercise or strike price at any time or at a specified time during the option period.

Premiums paid on options purchased and premiums received on options written, as well as the daily fluctuation in market value, are included in investments at value –unaffiliated and options written at value, respectively, in the Statements of Assets and Liabilities. When an instrument is purchased or sold through the exercise of an option, the premium is offset against the cost or proceeds of the underlying instrument. When an option expires, a realized gain or loss is recorded in the Statements of Operations to the extent of the premiums received or paid. When an option is closed or sold, a gain or loss is recorded in the Statements of Operations to the extent the cost of the closing transaction exceeds the premiums received or paid. When the Funds write a call option, such option is typically “covered,” meaning that they hold the underlying instrument subject to being called by the option counterparty. When the Funds write a put option, such option is covered by cash in an amount sufficient to cover the obligation. These amounts, which are considered restricted, are included in cash pledged as collateral for options written in the Statements of Assets and Liabilities.

In purchasing and writing options, the Funds bear the risk of an unfavorable change in the value of the underlying instrument or the risk that they may not be able to enter into a closing transaction due to an illiquid market. Exercise of a written option could result in the Funds purchasing or selling a security when it otherwise would not, or at a price different from the current market value.

Master Netting Arrangements:In order to define their contractual rights and to secure rights that will help them mitigate their counterparty risk, the Funds may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with their counterparties. An ISDA Master Agreement is a bilateral agreement between each Fund and a counterparty that governs certain OTC derivatives and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, each Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default including the bankruptcy or insolvency of the counterparty. Bankruptcy or insolvency laws of a particular jurisdiction may restrict or prohibit the right of offset in bankruptcy, insolvency or other events.

Collateral Requirements:For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the mark-to-market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Fund and the counterparty.

Cash collateral that has been pledged to cover obligations of the Funds and cash collateral received from the counterparty, if any, is reported separately in the Statements of Assets and Liabilities as cash pledged as collateral and cash received as collateral, respectively. Non-cash collateral pledged by the Funds, if any, is noted in the Schedules of Investments. Generally, the amount of collateral due from or to a counterparty is subject to a certain minimum transfer amount threshold before a transfer is required, which is determined at the close of business of the Funds. Any additional required collateral is delivered to/pledged by the Funds on the next business day. Typically, the counterparty is not permitted to sell, re-pledge or use cash and non-cash collateral it receives. A Fund generally agrees not to use non-cash collateral that it receives but may, absent default or certain other circumstances defined in the underlying ISDA Master Agreement, be permitted to use cash collateral received. In such cases, interest may be paid pursuant to the collateral arrangement with the counterparty. To the extent amounts due to the Funds from their counterparties are not fully collateralized, they bear the risk of loss from counterparty non-performance. Likewise, to the extent the Funds have delivered collateral to a counterparty and stand ready to perform under the terms of their agreement with such counterparty, they bear the risk of loss from a counterparty in the amount of the value of the collateral in the event the counterparty fails to return such collateral. Based on the terms of agreements, collateral may not be required for all derivative contracts.

For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements, if any, in the Statements of Assets and Liabilities.

6.	*INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES*

For such services, each Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of each Fund’s net assets:


	Investment Advisory Fees
Average Daily Net Assets	Advantage International			High Equity Income			International Dividend			Technology Opportunities
First $1 Billion		0.590	%		0.810	%		0.790	%		0.820	%
$1 Billion — $3 Billion		0.550			0.760			0.740			0.770
$3 Billion — $5 Billion		0.530			0.730			0.710			0.740
$5 Billion — $10 Billion		0.510			0.700			0.690			0.710
Greater than $10 Billion		0.500			0.680			0.670			0.700


N O T E S T O F I N A N C I A L S			77

Notes to Financial Statements (unaudited) (continued)


	Investment Advisory Fees
Average Daily Net Assets		Health Sciences Opportunities
First $1 Billion		0.750	%
$1 Billion — $2 Billion		0.700
$2 Billion — $3 Billion		0.675
Greater than $3 Billion		0.650

With respect to International Dividend, the Manager entered into a separate sub-advisory agreement with BlackRock International Limited (“BIL”), an affiliate of the Manager. The Manager pays BIL, for services it provides for that portion of the Fund for which BIL acts as sub-adviser, a monthly fee that is equal to a percentage of the investment advisory fees paid by the Fund to the Manager.

Service and Distribution Fees:The Trust, on behalf of the Funds, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule 12b-1 under the 1940 Act, each Fund pays BRIL 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 relevant share class of each Fund as follows:


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

BRIL and broker-dealers, pursuant to sub-agreements with BRIL, provide shareholder servicing and distribution services to the Funds. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to shareholders.

For the six months ended March 31, 2019, the following table shows the class specific service and distribution fees borne directly by each share class of each Fund:


	Service		Investor A		Investor C		Class R		Total
Advantage International	$	—	$	404,413	$	69,253	$	16,294	$	489,960
Health Sciences Opportunities		45,106		3,308,298		4,197,265		565,898		8,116,567
High Equity Income		13,105		254,875		310,342		—		578,322
International Dividend		4,491		160,725		118,357		—		283,573
Technology Opportunities		18,317		687,499		623,883		33,358		1,363,057

Administration:The Trust, on behalf of the Funds, entered into an Administration Agreement with the Manager to provide administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of each Fund. The administration fee, which is shown as administration in the Statements of Operations, is paid at the annual rates below.


Average Daily Net Assets	Administration Fee
First $500 Million		0.0425	%
$500 Million — $1 Billion		0.0400
$1 Billion — $2 Billion		0.0375
$2 Billion — $4 Billion		0.0350
$4 Billion — $13 Billion		0.0325
Greater than $13 Billion		0.0300

For the six months ended March 31, 2019, the following table shows the class specific administration fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage International	$	39,949	$	—	$	32,368	$	1,393	$	875	$	652	$	75,237
Health Sciences Opportunities		285,334		3,601		264,124		83,853		13,158		22,550		672,620
High Equity Income		17,661		1,078		20,481		6,232		—		—		45,452
International Dividend		8,617		366		13,017		2,391		341		—		24,732
Technology Opportunities		60,303		1,459		54,776		12,442		—		1,329		130,309


78		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

Transfer Agent:Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Funds with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the six months ended March 31, 2019, the Funds paid the following amounts to affiliates of BlackRock in return for these services to Investor A Shares, which are included in transfer agent — class specific in the Statements of Operations:


	Institutional		Service		Investor A		Investor C		Total
Advantage International	$	350,066	$	—	$	—		—	$	350,066
Health Sciences Opportunities		833		425		1,055		—		2,313
High Equity Income		92		—		19		—		111
International Dividend		25		—		377		—		402
Technology Opportunities		1,218		—		893		—		2,111


	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage International	$	2,080	$	—	$	4,462	$	961	$	—	$	45	$	7,548
Health Sciences Opportunities		9,201		172		50,335		12,945		265		896		73,814
High Equity Income		298		—		11,842		3,085		—		—		15,225
International Dividend		816		—		7,205		1,423		—		—		9,444
Technology Opportunities		4,822		44		10,989		4,238		—		104		20,197

For the six months ended March 31, 2019, the following table shows the class specific transfer agent fees borne directly by each share class of each Fund:


	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage International	$	195,494	$	—	$	259,327	$	11,139	$	230	$	6,895	$	473,085
Health Sciences Opportunities		1,340,524		27,476		1,681,553		422,938		2,034		220,093		3,694,618
High Equity Income		151,455		5,284		161,965		50,452		—		—		369,156
International Dividend		57,128		1,495		117,426		22,792		263		—		199,104
Technology Opportunities		319,645		10,435		367,817		68,821		—		13,236		779,954

Other Fees:For the six months ended March 31, 2019, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of each Fund’s Investor A Shares as follows:


Advantage International	$	4,505
Health Sciences Opportunities		101,544
High Equity Income		4,757
International Dividend		1,422
Technology Opportunities		40,291

For the six months ended March 31, 2019, affiliates received CDSCs as follows:


	Investor A		Investor C
Advantage International	$	1,120	$	402
Health Sciences Opportunities		1,200		37,473
High Equity Income		—		552
International Dividend		1,863		253
Technology Opportunities		309		38,231

Expense Limitations, Waivers, Reimbursements and Recoupments:With respect to each Fund, the Manager voluntarily agreed to waive its investment advisory fees by the amount of investment advisory fees each Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”). The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitation described below will be reduced by the amount of the affiliated money market fund waiver. These amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts waived were as follows:


	Fees waived by the Manager
Advantage International	$	4,358
Health Sciences Opportunities		115,527
High Equity Income		2,327
International Dividend		128
Technology Opportunities		22,563


N O T E S T O F I N A N C I A L S			79

Notes to Financial Statements (unaudited) (continued)

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of each Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through, January 31, 2020. The contractual agreement may be terminated upon 90 days’ notice by a majority of the trustees who are not “interested persons” of a Fund, as defined in the 1940 Act (“Independent Trustees”), or by a vote of a majority of the outstanding voting securities of a Fund. For the six months ended March 31, 2019, were no fees waived and/or reimbursed by the Manager pursuant to this arrangement.

The Funds have begun to incur expenses in connection with the realignment and consolidation of the boards of trustees of certain BlackRock-advised funds. The Manager has voluntarily agreed to reimburse certain Funds for all or a portion of such expenses, which amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the six months ended March 31, 2019, the amounts reimbursed for the Funds were as follows:


Advantage International	$	7,930
Health Sciences		115,658
High Equity Income		17,127
International Dividend		12,059
Technology Opportunities		18,876


Share Class	Advantage International			Health Sciences Opportunities		High Equity Income			International Dividend			Technology Opportunities
Institutional		0.64	%		N/A		0.85	%		0.84	%		0.92	%
Service		0.89	^(a)		N/A		1.10			1.09			1.17
Investor A		0.89			N/A		1.10			1.09			1.17
Investor C		1.64			N/A		1.85			1.84			1.92
Class K		0.59			N/A		N/A			0.79			N/A
Class R		1.14			N/A		1.35	^(a)		1.34	^(a)		1.42

^(a)

There were no shares outstanding as of March 31, 2019.

The Manager has agreed not to reduce or discontinue these contractual expense limitations through November 30, 2019, with the exception of Technology Opportunities, which is through January 31, 2020, unless approved by the Board, including a majority of the trustees who are not Independent Trustees or by a vote of a majority of the outstanding voting securities of the Funds. For the six months ended March 31, 2019, the amounts included in fees waived and/or reimbursed by the Manager in the Statements of Operations were as follows:


Advantage International	$	534,988
High Equity Income		243,344
International Dividend		288,296
Technology Opportunities		1,619

These amounts waived and/or reimbursed are included in fees waived and/or reimbursed by the Manager, administration fees waived — class specific and transfer agent fees waived and/or reimbursed — class specific, respectively, in the Statements of Operations. For the six monthsended March 31, 2019, class specific expense waivers and/or reimbursements are as follows:


Administration Fees Waived	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage International	$	39,949	$	—	$	32,368	$	1,393	$	875	$	652	$	75,237
High Equity Income		17,661		1,078		20,481		6,232		—		—		45,452
International Dividend		8,617		213		13,017		2,391		341		—		24,579
Technology Opportunities		60,303		1,459		54,776		12,442		—		1,329		130,309

Transfer Agent Fees Waived and/or Reimbursed	Institutional		Service		Investor A		Investor C		Class K		Class R		Total
Advantage International	$	95,510	$	—	$	178,582	$	7,302	$	230	$	5,249	$	286,873
High Equity Income		150,840		4,905		160,554		49,394		—		—		365,693
International Dividend		35,620		848		83,091		15,837		263		—		135,659
Technology Opportunities		242,883		8,674		304,419		54,923		—		11,692		622,591

(1)

each Fund, of which the share class is a part, has more than $50 million in assets for the fiscal year; and

(2)

the Manager or an affiliate continues to serve as a Fund’s investment adviser or administrator.


80		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

For the six months ended March 31, 2019, the Manager recouped the following fund level and class specific waivers and/or reimbursements previously recorded by the Fund:


	Fund		Institutional		Service		Investor A		Investor C		Class R		Total
International Dividend Fund		$—		$—		$196		$—		$—		$—		$196

On March 31, 2019, the fund level and class specific waivers and/or reimbursements subject to possible future recoupment under the expense limitation agreement are as follows:


	Expiring September 30,
	2019		2020		2021
Advantage International
Fund Level	$	242,156	$	877,895	$	534,938
Institutional		91,894		296,121		135,459
Investor A		224,939		380,192		210,950
Investor C		43,706		30,271		8,695
Class K		—		1,147		1,105
Class R		9,589		14,861		5,901
High Equity Income
Fund Level		536,052		551,084		243,344
Institutional		1,070,924		509,660		168,501
Service		13,771		20,193		5,983
Investor A		491,028		446,137		181,035
Investor C		193,604		175,896		55,626
International Dividend
Fund Level		232,233		567,330		288,296
Institutional		329,374		190,739		44,237
Service		5,572		6,690		1,061
Investor A		434,347		358,133		96,108
Investor C		85,344		81,963		18,228
Class K		—		945		604
Technology Opportunities
Fund Level		—		83,986		1,619
Institutional		—		278,984		303,186
Service		55		12,711		10,133
Investor A		—		432,040		359,195
Investor C		—		84,694		67,365
Class R		2,357		15,170		13,021

Pursuant to the current securities lending agreement, Health Sciences Opportunities and High Equity Income retain 73.5% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses. Pursuant to the current securities lending agreement, Advantage International, International Dividend and Technology Opportunities retain 80% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a calendar year exceeds a specified threshold, each Fund, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income as follows: Health Sciences Opportunities and High Equity Income retain 80% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses. Advantage International, International Dividend and Technology Opportunities retain 85% of securities lending income, (which excludes collateral investment expenses) and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

Prior to January 1, 2019, each Fund was subject to a different securities lending fee arrangement.


N O T E S T O F I N A N C I A L S			81

Notes to Financial Statements (unaudited) (continued)


Advantage International	$	32,608
Health Sciences Opportunities		789,470
International Dividend		2
Technology Opportunities		139,413

Interfund Lending:In accordance with an exemptive order (the “Order”) from the SEC, Advantage International may participate in a joint lending and borrowing facility for temporary purposes (the “Interfund Lending Program”), subject to compliance with the terms and conditions of the Order, and to the extent permitted by Advantage International’s investment policies and restrictions. Advantage International is currently permitted to borrow under the Interfund Lending Program.

A lending BlackRock fund may lend in aggregate up to 15% of its net assets, but may not lend more than 5% of its net assets to any one borrowing fund through the Interfund Lending Program. A borrowing BlackRock fund may not borrow through the Interfund Lending Program or from any other source more than 33 1/3% of its total assets (or any lower threshold provided for by the fund’s investment restrictions). If a borrowing BlackRock fund’s total outstanding borrowings exceed 10% of its total assets, each of its outstanding interfund loans will be subject to collateralization of at least 102% of the outstanding principal value of the loan. All interfund loans are for temporary or emergency purposes and the interest rate to be charged will be the average of the highest current overnight repurchase agreement rate available to a lending fund and the bank loan rate, as calculated according to a formula established by the Board.

During the period ended March 31, 2019, Advantage International did not participate in the Interfund Lending Program.

Trustees and Officers:Certain trustees and/or officers of the Trust are trustees and/or officers of BlackRock or its affiliates. The Funds reimburse the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in Trustees and Officers in the Statements of Operations.

7.	*PURCHASES AND SALES*

For the six months ended March 31, 2019, purchases and sales of investments, excluding short-term securities and equity-linked notes, were as follows:


	Advantage International		Health Sciences Opportunities		High Equity Income		International Dividend		Technology Opportunities
Purchases	$	487,707,878	$	1,675,192,232	$	164,227,687	$	28,697,387	$	481,423,893
Sales		468,956,348		1,545,658,437		231,419,672		67,554,624		264,925,594

For the six months ended March 31, 2019, purchases and sales related to equity-linked notes for High Equity Income Fund were $466,117,271 and $574,844,238, respectively.

8.	*INCOME TAX INFORMATION*

As of March 31, 2019, gross unrealized appreciation and depreciation for investments based on cost for U.S. federal income tax purposes were as follows:


	Advantage International			Health Sciences Opportunities			High Equity Income			International Dividend			Technology Opportunities
Tax cost	$	784,436,057		$	5,019,509,081		$	431,442,500		$	245,920,179		$	1,204,627,183

Gross unrealized appreciation	$	56,731,454		$	2,375,140,572		$	26,769,615		$	27,928,721		$	486,996,333
Gross unrealized depreciation		(40,340,892	)		(75,205,543	)		(12,324,158	)		(26,439,737	)		(21,613,671	)

Net unrealized appreciation	$	16,390,562		$	2,299,935,029		$	14,445,457		$	1,488,984		$	465,382,662

9.	*BANK BORROWINGS*

The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.25 billion credit agreement with a group of lenders. Under this agreement, the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) one-month LIBOR (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum or (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed. The agreement expires in April 2019 unless extended or renewed. Participating Funds paid an upfront commitment fee of 0.02% on the total commitment amounts, in addition to administration, legal and arrangement fees, which are included in miscellaneous expenses in the Statements of Operations. These fees were allocated among such funds based upon portions of


82		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)

the aggregate commitment available to them and relative net assets of Participating Funds. During the six months ended March 31, 2019, the Funds did not borrow under the credit agreement.

10.

PRINCIPAL RISKS

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

A Fund’s risk of loss from counterparty credit risk on OTC derivatives is generally limited to the aggregate unrealized gain less the value of any collateral held by such Fund.

For OTC options purchased, each Fund bears the risk of loss in the amount of the premiums paid plus the positive change in market values net of any collateral held by the Funds should the counterparty fail to perform under the contracts. Options written by the Funds do not typically give rise to counterparty credit risk, as options written generally obligate the Funds, and not the counterparty, to perform. The Funds may be exposed to counterparty credit risk with respect to options written to the extent each Fund deposits collateral with its counterparty to a written option.

With exchange-traded options purchased and futures and centrally cleared swaps, there is less counterparty credit risk to the Funds since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, a Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures and centrally cleared swaps with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Funds.

Concentration Risk:International Dividend invests a significant portion of its assets in securities of issuers located in Europe or with significant exposure to European issuers or countries. The European financial markets have recently experienced volatility and adverse trends due to concerns about economic downturns in, or rising government debt levels of, several European countries. These events may spread to other countries in Europe and may affect the value and liquidity of certain of International Dividend’s investments.

Responses to the financial problems by European governments, central banks and others, including austerity measures and reforms, may not work, may result in social unrest and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their deft could nave additional adverse effects on economies, financial markets and asset valuations around the world. In addition, the United Kingdom has voted to withdraw from the European Union, and one or more other countries may withdraw from the European Union and/or abandon the Euro, the common currency of the European Union. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far reaching.


N O T E S T O F I N A N C I A L S			83

Notes to Financial Statements (unaudited) (continued)

International Dividend invests a substantial amount of its assets in issuers located in a single country or a limited number of countries. When the Fund concentrates its investments in this manner, it assumes the risk that economic, political and social conditions in those countries may have a significant impact on its investment performance. Foreign issuers may not be subject to the same uniform accounting, auditing and financial reporting standards and practices as used in the United States. Foreign securities markets may also be more volatile and less liquid than U.S. Securities, and may be less subject to governmental supervision not typically associated with investing in U.S. securities. Investment percentages in specific countries are presented in the Schedule of Investments.

Advantage International invests a significant portion of its assets in securities of issuers located in Asia or with significant exposure to Asian issuers or countries. The Asian financial markets have recently experienced volatility and adverse trends due to concerns in several Asian countries regarding monetary policy, government intervention in the markets, rising government debt levels or economic downturns. These events may spread to other countries in Asia and may affect the value and liquidity of certain of the Fund’s investments.

As of period end, Health Sciences Opportunities invested a significant portion of its assets in securities in the health care sector and Technology Opportunities invested a significant portion of its assets in securities in the information technology sector. Changes in economic conditions affecting such sectors would have a greater impact on the Fund and could affect the value, income and/or liquidity of positions in such securities.

11.

CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:


	Six Months Ended 03/31/19						Year Ended 09/30/18
Advantage International	Shares			Amount			Shares			Amount

Institutional
Shares sold		4,408,771		$	67,612,684			21,713,713		$	370,322,674
Shares issued in reinvestment of distributions		679,659			10,004,600			58,116			984,479
Shares issued in the reorganization^(a)		1,191,455			18,579,616			—			—
Shares redeemed		(2,792,521	)		(42,422,188	)		(4,971,457	)		(85,594,298	)

Net increase		3,487,364		$	53,774,712			16,800,372		$	285,712,855

Investor A
Shares sold		2,484,454		$	37,900,838			11,970,282		$	202,841,111
Shares issued in reinvestment of distributions		506,133			7,379,502			94,736			1,589,682
Shares issued in the reorganization^(a)		3,961,430			61,055,996			—			—
Shares redeemed		(2,312,583	)		(34,764,153	)		(4,254,197	)		(72,565,782	)

Net increase		4,639,434		$	71,572,183			7,810,821		$	131,865,011

Investor C
Shares sold		58,920		$	882,522			248,228		$	4,114,167
Shares issued in reinvestment of distributions		6,076			86,360			—			—
Shares redeemed		(749,548	)		(11,237,566	)		(362,134	)		(5,929,229	)

Net decrease		(684,552	)	$	(10,268,684	)		(113,906	)	$	(1,815,062	)


								Period 01/25/18^(a)to 09/30/18
							Shares			Amount

Class K
Shares sold		218,213		$	3,363,007			517,949		$	8,863,657
Shares issued in reinvestment of dividends		14,951			220,087			—			—
Shares redeemed		(104,317	)		(1,610,448	)		(36,438	)		(619,146	)

Net increase		128,847		$	1,972,646			481,511		$	8,244,511


								Year Ended 09/30/18
							Shares			Amount

Class R
Shares sold		50,469		$	764,584			143,859		$	2,462,428
Shares issued in reinvestment of distributions		8,775			128,026			756			12,673
Shares redeemed		(117,269	)		(1,812,036	)		(149,092	)		(2,538,056	)

Net decrease		(58,025	)	$	(919,426	)		(4,477	)	$	(62,955	)

Total Net Increase		7,513,068		$	116,131,431			24,974,321		$	423,944,360

^(a)

See Note 1 regarding the reorganization.

^(b)

Commencement of operations.


84		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)


	Six Months Ended 03/31/19						Year Ended 09/30/18
Health Sciences Opportunities	Shares			Amount			Shares			Amount

Institutional
Shares sold		9,432,321		$	569,123,013			11,918,367		$	711,236,281
Shares issued in reinvestment of distributions		3,378,060			203,122,898			1,337,950			74,323,151
Shares redeemed		(5,755,129	)		(345,237,079	)		(7,984,764	)		(471,723,765	)

Net increase		7,055,252		$	427,008,832			5,271,553		$	313,835,667


Service
Shares sold		87,989		$	5,056,241			145,941		$	8,360,730
Shares issued in reinvestment of distributions		46,803			2,689,300			20,096			1,070,319
Shares redeemed		(124,425	)		(7,204,231	)		(163,770	)		(9,304,528	)

Net increase		10,367		$	541,310			2,267		$	126,521


Investor A
Shares issued from conversion^(a)		—		$	—			7,968		$	429,820
Shares sold and automatic conversion of shares		6,539,308			386,301,445			6,345,563			359,734,103
Shares issued in reinvestment of distributions		3,500,352			200,325,185			1,623,710			86,170,352
Shares redeemed		(5,405,512	)		(311,427,680	)		(12,563,126	)		(706,383,107	)

Net increase (decrease)		4,634,148		$	275,198,950			(4,585,885	)	$	(260,048,832	)


Investor B
Shares sold		—		$	—			—		$	21
Shares issued in reinvestment of distributions		—			—			373			17,889
Shares converted^(a)		—			—			(8,853	)		(429,820	)
Shares redeemed and automatic conversion of shares		—			—			(982	)		(47,499	)

Net decrease		—			—			(9,462	)	$	(459,409	)


Investor C
Shares sold		1,234,743		$	62,273,524			1,671,213		$	83,685,017
Shares issued in reinvestment of distributions		1,265,780			63,261,706			761,167			35,630,818
Shares redeemed		(4,128,314	)		(218,025,265	)		(4,117,440	)		(204,113,940	)

Net decrease		(1,627,791	)	$	(92,490,035	)		(1,685,060	)	$	(84,798,105	)


Class K
Shares sold		568,828		$	34,385,690			1,325,764		$	78,759,852
Reinvestments		162,449			9,774,577			36,690			2,038,840
Shares redeemed		(222,307	)		(13,153,679	)		(282,817	)		(16,677,932	)

Net increase		508,970		$	31,006,588			1,079,637		$	64,120,760


Class R
Shares sold		422,790		$	23,946,135			787,551		$	43,688,911
Shares issued in reinvestment of distributions		304,568			17,058,868			133,790			6,962,458
Shares redeemed		(404,840	)		(22,669,382	)		(787,707	)		(43,393,227	)

Net increase		322,518		$	18,335,621			133,634		$	7,258,142

Total Net Increase		10,903,464		$	659,601,266			206,684		$	40,034,744

^(a)

On December 27, 2017, Investor B Shares converted into Investor A Shares.


N O T E S T O F I N A N C I A L S			85

Notes to Financial Statements (unaudited) (continued)


	Six Months Ended 03/31/19						Year Ended 09/30/18
High Equity Income	Shares			Amount			Shares			Amount

Institutional
Shares sold		901,553		$	23,039,299			1,795,530		$	49,454,889
Shares issued in reinvestment of distributions		438,811			11,147,475			534,018			14,591,812
Shares redeemed		(3,972,265	)		(103,854,228	)		(10,417,182	)		(287,023,270	)

Net decrease		(2,631,901	)	$	(69,667,454	)		(8,087,634	)	$	(222,976,569	)


Service
Shares sold		20,467		$	466,841			22,811		$	571,015
Shares issued in reinvestment of distributions		32,166			735,878			29,405			729,748
Shares redeemed		(82,357	)		(1,896,556	)		(296,460	)		(7,447,946	)

Net decrease		(29,724	)	$	(693,837	)		(244,244	)	$	(6,147,183	)


Investor A
Shares sold and automatic conversion of shares		1,824,856		$	40,899,020			1,003,085		$	23,776,514
Shares issued in reinvestment of distributions		680,672			14,620,023			476,822			11,184,532
Shares redeemed		(1,756,805	)		(38,263,962	)		(4,443,882	)		(105,249,999	)

Net increase (decrease)		748,723		$	17,255,081			(2,963,975	)	$	(70,288,953	)


Investor B
Shares sold		—		$	—			—		$	40
Shares issued in reinvestment of distributions		—			—			243			3,922
Shares redeemed and automatic conversion of shares		—			—			(11,237	)		(181,858	)

Net decrease		—		$	—			(10,994	)	$	(177,896	)


Investor C
Shares sold		326,950		$	4,690,818			895,301		$	14,543,893
Shares issued in reinvestment of distributions		449,505			6,328,462			407,989			6,484,420
Shares redeemed		(3,070,975	)		(45,688,049	)		(3,179,671	)		(51,215,444	)

Net decrease		(2,294,520	)	$	(34,668,769	)		(1,876,381	)	$	(30,187,131	)

Total Net Decrease		(4,207,422	)	$	(87,774,979	)		(13,183,228	)	$	(329,777,732	)


86		2 0 1 9 B L A C K R O C K S E M I - A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (unaudited) (continued)


	Six Months Ended 03/31/19						Year Ended 09/30/18
International Dividend	Shares			Amount			Shares			Amount

Institutional
Shares sold		273,828		$	7,396,282			1,012,358		$	30,836,121
Shares issued in reinvestment of distributions		119,354			3,143,177			200,664			6,064,305
Shares redeemed		(934,924	)		(25,176,778	)		(4,017,740	)		(121,958,241	)

Net decrease		(541,742	)	$	(14,637,319	)		(2,804,718	)	$	(85,057,815	)


Service
Shares sold		4,847		$	124,513			16,160		$	465,478
Shares issued in reinvestment of distributions		5,694			142,144			8,638			247,644
Shares redeemed		(37,929	)		(958,679	)		(104,612	)		(3,011,003	)

Net decrease		(27,388	)	$	(692,022	)		(79,814	)	$	(2,297,881	)


Investor A
Shares issued from conversion^(a)		635,168		$	16,213,097			477		$	13,819
Shares sold and automatic conversion of shares		—			—			673,834			19,033,336
Shares issued in reinvestment of distributions		206,799			5,077,387			264,520			7,462,762
Shares redeemed		(925,951	)		(23,328,860	)		(6,881,762	)		(198,379,510	)

Net decrease		(83,984	)	$	(2,038,376	)		(5,942,931	)	$	(171,869,593	)


Investor B
Shares issued in reinvestment of distributions		—		$	—			3		$	86
Shares converted		—			—			513			13,819
Shares redeemed and automatic conversion of shares		—			—			(4	)		(114	)

Net decrease		—		$	—			(514	)	$	(13,847	)


Investor C
Shares sold		34,457		$	750,664			79,923		$	1,999,619
Shares issued in reinvestment of distributions		44,184			949,780			68,497			1,702,995
Shares redeemed		(712,459	)		(16,013,672	)		(722,537	)		(17,945,511	)

Net decrease		(633,818	)	$	(14,313,228	)		(574,117	)	$	(14,242,897	)


								Period 01/25/18^(b)to 09/30/18
								Shares			Amount
Class K
Shares sold		20,722		$	558,173			143,149		$	4,187,215
Shares issued in reinvestment of dividends		4,579			120,576			2,263			66,602
Shares redeemed		(18,091	)		(491,732	)		(19,971	)		(582,522	)

Net increase		7,210		$	187,017			125,441		$	3,671,295

Total Net Decrease		(1,279,722	)	$	(31,493,928	)		(9,276,653	)	$	(269,810,738	)

^(a)

On December 27, 2017, Investor B Shares converted into Investor A Shares.

^(b)

Commencement of operations.


N O T E S T O F I N A N C I A L S			87

Notes to Financial Statements (unaudited) (continued)


	Six Months Ended 03/31/19						Year Ended 09/30/18
Technology Opportunities	Shares			Amount			Shares			Amount

Institutional
Shares sold		11,367,796		$	339,391,849			15,923,563		$	461,931,385
Shares issued in reinvestment of dividends		798,252			5,066,162			545,934			13,484,546
Shares redeemed		(5,633,027	)		(156,501,615	)		(3,865,247	)		(107,720,522	)

Net increase		6,533,021		$	187,956,396			12,604,250		$	367,695,409


Service
Shares sold		198,794		$	5,285,613			618,439		$	16,915,568
Shares issued in reinvestment of dividends		6,057			156,799			23,275			546,735
Shares redeemed		(114,007	)		(3,063,363	)		(396,769	)		(10,781,482	)

Net increase		90,844		$	2,379,049			244,945		$	6,680,821


Investor A
Shares sold		4,603,418		$	121,548,853			15,906,609		$	426,575,621
Shares issued in reinvestment of dividends		238,235			6,034,551			982,028			22,586,415
Shares redeemed		(5,062,263	)		(130,540,068	)		(6,998,503	)		(186,358,004	)

Net increase (decrease)		(220,610	)	$	(2,956,664	)		9,890,134		$	262,804,032


Investor C
Shares sold		981,717		$	21,942,723			2,518,167		$	57,703,941
Shares issued in reinvestment of dividends		75,643			1,622,352			356,227			7,003,420
Shares redeemed		(1,007,541	)		(22,258,491	)		(901,615	)		(20,221,986	)

Net increase		49,819		$	1,306,584			1,972,779		$	44,485,375


Class R
Shares sold		179,326		$	4,697,443			226,410		$	6,235,474
Shares reinvestments		5,613			143,693			30,234			704,461
Shares redeemed		(86,758	)		(2,210,760	)		(203,414	)		(5,390,717	)

Net increase		98,181		$	2,630,376			53,230		$	1,549,218

Total Net Increase		6,551,255		$	191,315,741			24,765,338		$	683,214,855

At March 31, 2019, 10,911 Class K Shares of the Advantage International and 6,295 Class K Shares of the International Dividend were owned by BlackRock Financial Management, Inc., an affiliate of each Fund.

12.

REGULATION S-X AMENDMENTS

On August 17, 2018, the SEC adopted amendments to certain disclosure requirements in Securities Act Release No. 33-10532, Disclosure Update and Simplification. The Fund has adopted the amendments pertinent to Regulation S-X in this shareholder report. The amendments impacted certain disclosure presentation on the Statements of Assets and Liabilities, Statements of Changes in Net Assets and Notes to the Financial Statements.

Prior year distribution information and undistributed net investment income in the Statement of Changes in Net Assets has been modified to conform to the current year presentation in accordance with the Regulation S-X changes.


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Notes to Financial Statements (unaudited) (continued)

Distributions for the year ended September 30, 2018 were classified as follows:


Fund Name	Share Class	Net Investment Income		Net Realized Gain
Advantage International	Institutional	$	1,075,242	$	—
	Investor A		1,762,109		—
	Investor C		—		—
	Class K		—		—
	Class R		12,673		—
Health Sciences Opportunities	Institutional	$	904,012	$	77,926,323
	Service		—		1,102,369
	Investor A		—		87,981,985
	Investor B		—		17,920
	Investor C		—		36,350,049
	Class K		96,082		1,951,240
	Class R		—		6,964,866
High Equity Income	Institutional	$	12,903	$	2,658,320
	Service		598,519		132,009
	Investor A		9,648,297		2,070,577
	Investor B		2,242		1,680
	Investor C		5,338,390		1,425,187
International Dividend	Institutional	$	4,504,523	$	2,161,818
	Service		163,674		89,597
	Investor A		5,018,054		2,747,825
	Investor B		—		86
	Investor C		968,479		808,533
	Class K		68,313		—
Technology Opportunities	Institutional	$	—	$	14,848,785
	Service		—		551,498
	Investor A		—		24,075,269
	Investor C		—		7,119,306
	Class R		—		717,053

Undistributed (distributions in excess of) net investment income (loss) as of September 30, 2018 were as follows:


	Undistributed (Distributions in Excess of) Net Investment Income
Advantage International		$ 16,692,551
Health Sciences Opportunities		4,326,871
High Equity Income		6,526,440
International Dividend		809,032
Technology Opportunities		(5,369,192)

13.

SUBSEQUENT EVENTS

Effective April 18, 2019, the credit agreement was extended until April 2020 under the same terms.


N O T E S T O F I N A N C I A L S			89

Trustee and Officer Information

Mark Stalnecker, Chair of the Board and Trustee

Bruce R. Bond, Trustee

Susan J. Carter, Trustee

Collette Chilton, Trustee

Neil A. Cotty, Trustee

Robert Fairbairn, Trustee

Lena G. Goldberg, Trustee

Robert M. Hernandez, Trustee

Henry R. Keizer, Trustee

Cynthia A. Montgomery, Trustee

Donald C. Opatrny, Trustee

Joseph P. Platt, Trustee

Kenneth L. Urish, Trustee

Claire A. Walton, Trustee

John M. Perlowski, Trustee, President and Chief Executive Officer

Thomas Callahan, Vice President

Jennifer McGovern, Vice President

Neal J. Andrews, Chief Financial Officer

Jay M. Fife, Treasurer

Charles Park, Chief Compliance Officer

John MacKessy, Anti-Money Laundering Compliance Officer

Benjamin Archibald, Secretary

At a special meeting of shareholders held on November 21, 2018, the each Fund’s shareholders elected Trustees who took office on January 1, 2019. The newly elected Trustees include ten former Trustees and five individuals who served as directors/trustees of the funds in the BlackRock Equity-Bond Complex. Information regarding the individuals who began serving as Trustees effective January 1, 2019 can be found in the proxy statement for the special meeting of shareholders, which is available on the SEC’s EDGAR Database at http://www.sec.gov.


Investment Adviser		Independent Registered Public Accounting Firm
BlackRock Advisors, LLC		Deloitte & Touche LLP
Wilmington, DE 19809		Philadelphia, PA 19103

Sub-Adviser^(a)		Distributor
BlackRock International Limited		BlackRock Investments, LLC
Edinburgh EH3 8BL, United Kingdom		New York, NY 10022

Accounting Agent and Transfer Agent		Legal Counsel
BNY Mellon Investment Servicing (US) Inc.		Sidley Austin LLP
Wilmington, DE 19809		New York, NY 10019

Custodian		Address of the Trust
The Bank of New York Mellon		100 Bellevue Parkway
New York, NY 10286		Wilmington, DE 19809

^(a)	BlackRock International Dividend Fund


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Additional Information

Proxy Results

Shareholders approved the Trustees* of BlackRock Funds^SM with voting results as follows:


	Votes For		Votes Withheld
Bruce R. Bond		1,194,453,855		13,902,348
Susan J. Carter		1,196,552,121		11,804,082
Collette Chilton		1,196,528,363		11,827,840
Neil A. Cotty		1,196,166,120		12,190,083
Robert Fairbairn		1,193,957,290		14,398,913
Lena G. Goldberg		1,196,028,565		12,327,638
Robert M. Hernandez		1,194,378,100		13,978,103
Henry R. Keizer		1,195,228,758		13,127,445
Cynthia A. Montgomery		1,196,372,720		11,983,483
Donald C. Opatrny		1,195,869,847		12,486,356
John M. Perlowski		1,193,999,184		14,357,019
Joseph P. Platt		1,195,764,828		12,591,375
Mark Stalnecker		1,195,994,960		12,361,243
Kenneth L. Urish		1,195,716,210		12,639,993
Claire A. Walton		1,196,904,200		11,452,003

Denotes Trust-wide proposal and voting results.

The above Trustees, referred to as the BlackRock Multi-Asset Board, have also been elected to serve as trustees for other BlackRock-advised equity, multi-asset, index and money market funds.

General Information

Householding

Availability of Quarterly Schedule of Investments

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ 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 operations of the Public Reference Room or how to access documents on the SEC’s website without charge may be obtained by calling (800) SEC-0330. The Funds’ Forms N-Q may also be obtained upon request and without charge by calling (800) 441-7762.

Availability of Proxy Voting Policies and Procedures

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 441-7762; (2) athttp://www.blackrock.com;and (3) on the SEC’s website at http://www.sec.gov.

Availability of Proxy Voting Record

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

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income and tax-exempt investing. Visithttp://www.blackrock.comfor more information.

Shareholder Privileges

Account Information

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


A D D I T I O N A L I N F O R M A T I O N			91

Additional Information (continued)

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 balance is at least $10,000.

Retirement Plans

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

BlackRock Privacy Principles

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

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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Glossary of Terms Used in this Report


Currency

CHF		Swiss Frank

EUR		Euro

GBP		British Pound

USD		U.S. Dollar


Portfolio Abbreviation

ADR		American Depositary Receipts


G L O S S A R Y O F T E R M S U S E D I N T H I S R E P O R T			93

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless preceded or accompanied by that 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.

LOGO


Eq-Opps-3/19-SAR


Item 2 –		Code of Ethics – Not Applicable to this semi-annual report

Item 3 –		Audit Committee Financial Expert – Not Applicable to this semi-annual report

Item 4 –		Principal Accountant Fees and Services – Not Applicable to this semi-annual report

Item 5 –		Audit Committee of Listed Registrants – Not Applicable

Item 6 –		Investments

		(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this Form.

		(b) Not Applicable due to no such divestments during the semi-annual period covered since the previousForm N-CSR filing.

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

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

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

Item 10 –		Submission of Matters to a Vote of Security Holders –There have been no material changes to these procedures.

Item 11 –		Controls and Procedures

		(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 Rule30a-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 Rule30a-3(b) under the 1940 Act and Rule15d-15(b) under the Securities Exchange Act of 1934, as amended.

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

Item 12 –		Disclosure of Securities Lending Activities forClosed-End Management Investment Companies – Not Applicable

Item 13 –		Exhibits attached hereto

		(a)(1) – Code of Ethics – Not Applicable to this semi-annual report

		(a)(2) – Certifications – Attached hereto

		(a)(3) – Not Applicable


		(a)(4) – Not Applicable

		(b) – Certifications – Attached hereto

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

BlackRock Funds


By:		/s/ John M. Perlowski
		John M. Perlowski
		Chief Executive Officer (principal executive officer) of
		BlackRock Funds

Date: June 5, 2019

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


By:		/s/ John M. Perlowski
		John M. Perlowski
		Chief Executive Officer (principal executive officer) of
		BlackRock Funds

Date: June 5, 2019


By:		/s/ Neal J. Andrews
		Neal J. Andrews
		Chief Financial Officer (principal financial officer) of
		BlackRock Funds

Date: June 5, 2019

BlackRock 20/80 Target Allocation Fund, Investor A (BACPX) N-CSRSCertified semi-annual shareholder report (management investment company)