UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT
COMPANIES
Investment Company Act file number 811-09651
811-09735
Name of Fund: BlackRock Focus Growth Fund, Inc.
Master Focus Growth LLC
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: Donald C. Burke, Chief
Executive Officer, BlackRock Focus Growth Fund, Inc. and Master
Focus Growth LLC, 800 Scudders Mill Road, Plainsboro, NJ, 08536.
Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011
Registrant's telephone number, including area code: (800) 441-7762
Date of fiscal year end: 11/30/2007
Date of reporting period: 12/01/2006 - 11/30/2007
Item 1 - Report to Stockholders
EQUITIES FIXED INCOME REAL ESTATE LIQUIDITY ALTERNATIVES
BLACKROCK SOLUTIONS
BlackRock Focus Growth
Fund, Inc.
ANNUAL REPORT NOVEMBER 30, 2007
(BLACKROCK logo)
NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE
This report is transmitted to shareholders only. It is not authorized for
use as an offer of sale or a solicitation of an offer to buy shares of the
Fund unless accompanied or preceded by the Fund's current prospectus. Past
performance results shown in this report should not be considered a
representation of future performance. Investment return and principal value
of shares will fluctuate so that shares, when redeemed, may be worth more
or less than their original cost. Statements and other information herein
are as dated and are subject to change.
BlackRock Focus Growth Fund, Inc.
100 Bellevue Parkway
Wilmington, DE 19809
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Table of Contents
Page
A Letter to Shareholders 3
Annual Report:
Fund Summary 4
About Fund Performance 6
Disclosure of Expenses 6
Fund Financial Statements:
Statement of Assets and Liabilities 7
Statement of Operations 8
Statements of Changes in Net Assets 9
Fund Financial Highlights 10
Fund Notes to Financial Statements 12
Fund Report of Independent Registered Public Accounting Firm 15
Master LLC Portfolio Summary 16
Master LLC Financial Statements:
Schedule of Investments 17
Statement of Assets and Liabilities 19
Statement of Operations 20
Statements of Changes in Net Assets 21
Master LLC Financial Highlights 21
Master LLC Notes to Financial Statements 22
Master LLC Report of Independent Registered Public Accounting Firm 26
Proxy Results 27
Officers and Directors 28
BlackRock Fund Information 32
Mutual Fund Family 34
Effective December 17, 2007, Master Focus Twenty LLC and its corresponding
feeder fund, BlackRock Focus Twenty Fund, Inc., changed their names to Master
Focus Growth LLC and BlackRock Focus Growth Fund, Inc., respectively. Fund
management, the investment objective and the investment strategies of the
Funds remain the same.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
A Letter to Shareholders
Dear Shareholder
The November reporting period was fairly tumultuous for financial markets,
culminating in mixed results for some of the major benchmark indexes:
Total Returns as of November 30, 2007 6-month 12-month
U.S. equities (S&P 500 Index) -2.33% + 7.72%
Small cap U.S. equities (Russell 2000 Index) -8.82 - 1.17
International equities (MSCI Europe, Australasia, Far East Index) +2.82 +17.30
Fixed income (Lehman Brothers U.S. Aggregate Bond Index) +5.32 + 6.05
Tax-exempt fixed income (Lehman Brothers Municipal Bond Index) +2.40 + 2.71
High yield bonds (Lehman Brothers U.S. Corporate High Yield 2% Issuer Cap Index) -2.84 + 3.01
Past performance is no guarantee of future results. Index performance shown
for illustrative purposes only. You cannot invest directly in an index.
Subprime mortgage woes dominated headlines for much of 2007, but intensified
in the summer and fall, spawning a widespread liquidity and credit crisis with
ramifications across global markets. The Federal Reserve Board (the "Fed")
stepped in to inject liquidity into the markets and bolster investor
confidence, cutting the federal funds rate by 0.50% in September, 0.25% in
October and 0.25% in December, which brought the target short-term interest
rate to 4.25%. In taking action, the central bankers, who had long deemed
themselves inflation fighters, were seeking to stem the fallout from the
credit crunch and forestall a wider economic unraveling.
Amid the volatility throughout 2007, equity markets displayed surprising
resilience. To some extent, the credit turmoil dampened corporate merger-and-
acquisition (M&A) activity, a key source of strength for equity markets.
Still, market fundamentals generally held firm, dividend payouts and share
buybacks continued, and valuations remained attractive. As the returns
indicate, the most recent six months were more trying, reflecting the slowing
U.S. economy, a troubled housing market and a more difficult corporate
earnings backdrop. Overall, large cap stocks outperformed small caps as
investors grew increasingly risk averse. International markets fared better
than their U.S. counterparts, benefiting from generally stronger economies.
In fixed income markets, mixed economic signals and the credit woes resulted
in a flight to quality. Investors shunned bonds associated with the housing
and credit markets in favor of higher-quality Treasury issues. The yield on
10-year Treasury issues, which touched 5.30% in June (its highest level in
five years), fell to 3.97% by period-end, while prices correspondingly rose.
Meanwhile, the tax-exempt bond market has been challenged by a combination of
record-setting supply, economic uncertainty and concerns around the credit
worthiness of bond insurers. This brought municipal bond prices to relatively
attractive levels and, as such, demand generally held firm.
As you navigate market volatility, we encourage you to review your investment
goals with your financial professional and to make portfolio changes, as
needed. For more market insight and commentary from BlackRock investment
professionals, we invite you to visit www.blackrock.com/funds. As always, we
thank you for entrusting BlackRock with your investment assets, and we look
forward to continuing to serve you in the months and years ahead.
Sincerely,
/s/ Rob Kapito
- --------------
Rob Kapito
President, BlackRock Advisors, LLC
THIS PAGE NOT PART OF YOUR FUND REPORT
Fund Summary
Portfolio Management Commentary
Effective December 17, 2007, BlackRock Focus Twenty Fund, Inc. was renamed
BlackRock Focus Growth Fund, Inc.
How did the Fund perform?
* The Fund, through its investment in Master Focus Growth LLC, significantly
outperformed its benchmark for the fiscal year ended November 30, 2007.
What factors influenced performance?
* Security selection accounted for 70% of the Fund's outperformance of the
benchmark. Fund holdings in the health care, industrials and materials
sectors contributed to returns, as did an absence of exposure to financials
for most of the period. Stock selection in the information technology
sector, although more mixed, was largely positive as well. Fund holdings
that contributed to performance over the period included Intuitive
Surgical, Inc., Potash Corp. of Saskatchewan Inc., Jacobs Engineering
Group, Inc., Sotheby's Holdings, Inc. and BE Aerospace, Inc.
* Security selection among consumer discretionary stocks detracted from
performance, although not enough to derail the Fund's strong outperformance
for the period. An underweight position and disappointing stock selection
within the energy sector also impeded returns modestly.
Describe recent portfolio activity.
* During the fiscal year, we increased the Fund's exposure to the health
care, telecommunications, consumer staples and materials sectors, and
reduced holdings in energy and financials. These sector shifts were based
on stock-specific transactions rather than a top-down view of the market.
* Overall, we continued our efforts to take advantage of what we believe to
be the most attractive growth stock opportunities available in the market,
taking into consideration growth prospects and valuation parameters. To
that end, we eliminated a number of portfolio holdings that underperformed
our expectations.
Describe Fund positioning at period-end.
* We believe the U.S. economy is likely to experience below-trend expansion
over the next few quarters. In our view, the events of early August 2007
(that is, those related to conditions in the credit and financing markets)
are likely to have an ongoing negative impact on the U.S. housing market
and, perhaps, consumer spending as well. We are more cautious in our
outlook and continue to monitor market conditions to determine if they may
pose a more serious threat to economic growth in 2008. Although this
current environment may challenge broader market earnings growth over time,
we believe it should provide an attractive investment environment for
select growth stocks going forward.
* At the close of the period, the portfolio had overweight positions relative
to the benchmark in the materials, telecommunications, industrials, health
care and information technology sectors, and was underweight in energy,
consumer discretionary and consumer staples. The portfolio had no exposure
to financials at the end of the fiscal year.
Expense Example
Actual Hypothetical**
Beginning Ending Beginning Ending
Account Value Account Value Expenses Paid Account Value Account Value Expenses Paid
June 1, 2007 Nov. 30, 2007 During the Period* June 1, 2007 Nov. 30, 2007 During the Period*
Institutional $1,000 $1,110.10 $ 6.40 $1,000 $1,019.03 $ 6.12
Investor A $1,000 $1,107.60 $ 9.09 $1,000 $1,016.48 $ 8.69
Investor B $1,000 $1,100.00 $13.69 $1,000 $1,012.06 $13.11
Investor C $1,000 $1,105.30 $14.04 $1,000 $1,011.76 $13.41
* For each class of the Fund, expenses are equal to the annualized expense ratio for the class (1.21% for Institutional,
1.72% for Investor A, 2.60% for Investor B and 2.66% for Investor C), multiplied by the average account value over the
period, multiplied by 183/365 (to reflect the one-half year period shown). Because the Fund is a feeder fund, the expense
table example reflects the expenses of both the feeder fund and the master portfolio in which it invests.
** Hypothetical 5% annual return before expenses is calculated by pro-rating the number of days in the most recent fiscal
half year divided by 365.
See "Disclosure of Expenses" on page 6 for further information on how expenses were calculated.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Total Return Based on a $10,000 Investment
A line graph illustrating the growth of a $10,000 investment in Institutional
Shares*++ and Investor A Shares*++ compared to a similar investment in S&P
500 (R) Index++++ and S&P 500 Citigroup Growth Index ++++++. Values illustrated
are as follows:
Institutional Shares*++
Date Value
03/03/2000 $10,000.00
November 2000 $ 6,240.00
November 2001 $ 2,000.00
November 2002 $ 1,280.00
November 2003 $ 1,570.00
November 2004 $ 1,650.00
November 2005 $ 1,820.00
November 2006 $ 2,010.00
November 2007 $ 2,520.00
Investor A Shares*++
Date Value
03/03/2000 $ 9,475.00
November 2000 $ 5,903.00
November 2001 $ 1,886.00
November 2002 $ 1,203.00
November 2003 $ 1,478.00
November 2004 $ 1,544.00
November 2005 $ 1,706.00
November 2006 $ 1,876.00
November 2007 $ 2,340.00
S&P 500 (R) Index++++
Date Value
03/03/2000 $10,000.00
November 2000 $ 9,411.00
November 2001 $ 8,260.00
November 2002 $ 6,896.00
November 2003 $ 7,937.00
November 2004 $ 8,957.00
November 2005 $ 9,714.00
November 2006 $11,096.00
November 2007 $11,953.00
S&P 500 Citigroup Growth Index++++++
Date Value
03/03/2000 $10,000.00
November 2000 $ 8,501.00
November 2001 $ 6,881.00
November 2002 $ 5,319.00
November 2003 $ 6,050.00
November 2004 $ 6,491.00
November 2005 $ 6,799.00
November 2006 $ 7,521.00
November 2007 $ 8,224.00
* Assuming maximum sales charge, if any, transaction costs and other
operating expenses, including advisory fees.
** Commencement of operations.
++ The Fund invests all of its assets in Master Focus Growth LLC. The
Master LLC invests primarily in common stocks of approximately 20 to
30 companies that the Manager believes have strong earnings growth and
capital appreciation potential.
++++ This unmanaged Index covers 500 industrial, utility, transportation and
financial companies of the U.S. markets (mostly NYSE issues),
representing about 75% of NYSE market capitalization and 30% of NYSE
issues. S&P 500 is a registered trademark of the McGraw-Hill Companies.
++++++ This unmanaged broad-based Index is designed to provide a comprehensive
measure of large-cap U.S. equity "growth" performance. It is an
unmanaged float adjusted market capitalization weighted index comprised
of stocks representing approximately half the market capitalization of
the S&P 500 Index that have been identified as being on the growth end
of the growth-value spectrum.
Performance Summary for the Year Ended November 30, 2007
Average Annual Total Returns*
1 Year 5 Years Since Inception**
6-Month w/o sales w/sales w/o sales w/sales w/o sales w/sales
Total Returns charge charge charge charge charge charge
Institutional +11.01% +25.37% -- +14.51% -- -16.30% --
Investor A +10.76 +24.75 +18.20% +14.23 +13.00% -16.52 -17.10%
Investor B +10.00 +23.53 +19.03 +13.25 +13.01 -17.24 -17.24
Investor C +10.53 +24.19 +23.19 +13.25 +13.25 -17.24 -17.24
S&P 500 Index - 2.33 + 7.72 -- +11.63 -- + 2.33 --
S&P 500 Citigroup Growth Index + 1.00 + 9.35 -- + 9.11 -- - 2.49 --
* Assuming maximum sales charges. See "About Fund Performance" on page 6 for a detailed description of share classes,
including any related sales charges and fees.
** The Fund commenced operations on 3/03/00.
Past performance is not indicative of future results.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
About Fund Performance
* Institutional Shares are not subject to any sales charge. Institutional
Shares bear no ongoing distribution or service fees and are available only
to eligible investors.
* Investor A Shares incur a maximum initial sales charge (front-end load) of
5.25% and a service fee of 0.25% per year (but no distribution fee).
* Investor B Shares are subject to a maximum contingent deferred sales charge
of 4.50% declining to 0% after six years. In addition, Investor B Shares
are subject to a distribution fee of 0.75% per year and a service fee of
0.25% per year. These shares automatically convert to Investor A Shares
after approximately eight years. (There is no initial sales charge for
automatic share conversions.) All returns for periods greater than eight
years reflect this conversion.
* Investor C Shares are subject to a distribution fee of 0.75% and a service
fee of 0.25% per year. In addition, Investor C Shares are subject to a 1%
contingent deferred sales charge if redeemed within one year of purchase.
Performance information reflects past performance and does not guarantee
future results. Current performance may be lower or higher than the
performance data quoted. Refer to www.blackrock.com/funds to obtain
performance data current to the most recent month-end. Performance results do
not reflect the deduction of taxes that a shareholder would pay on fund
distributions or the redemption of fund shares. Figures shown in the
performance tables on page 5 assume reinvestment of all dividends and capital
gain distributions, if any, at net asset value on the ex-dividend date.
Investment return and principal value of shares will fluctuate so that shares,
when redeemed, may be worth more or less than their original cost. Dividends
paid to each class of shares will vary because of the different levels of
service, distribution and transfer agency fees applicable to each class, which
are deducted from the income available to be paid to shareholders.
Disclosure of Expenses
Shareholders of this Fund may incur the following charges: (a) expenses
related to transactions, including sales charges, redemption fees and exchange
fees; and (b) operating expenses including advisory fees, distribution fees
including 12b-1 fees, and other Fund expenses. The expense example on page 4
(which is based on a hypothetical investment of $1,000 invested on June 1,
2007 and held through November 30, 2007) is intended to assist shareholders
both in calculating expenses based on an investment in the Fund and in
comparing these expenses with similar costs of investing in other mutual funds.
The table provides information about actual account values and actual
expenses. In order to estimate the expenses a shareholder paid during the
period covered by this report, shareholders can divide their account value by
$1,000 and then multiply the result by the number corresponding to their share
class under the heading entitled "Expenses Paid During the Period."
The table also provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses. In order to assist shareholders
in comparing the ongoing expenses of investing in this Fund and other funds,
compare the 5% hypothetical example with the 5% hypothetical examples that
appear in other funds' shareholder reports.
The expenses shown in the table are intended to highlight shareholders'
ongoing costs only and do not reflect any transactional expenses, such as
sales charges, redemption fees or exchange fees. Therefore, the hypothetical
table is useful in comparing ongoing expenses only, and will not help
shareholders determine the relative total expenses of owning different funds.
If these transactional expenses were included, shareholder expenses would have
been higher.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statement of Assets and Liabilities BlackRock Focus Growth Fund, Inc.
As of November 30, 2007
Assets
Investment in Master Focus Growth LLC, (the "Master LLC"), at value
(identified cost--$63,664,383) $ 75,086,385
Prepaid expenses 39,204
---------------
Total assets 75,125,589
---------------
Liabilities
Payables:
Other affiliates $ 61,518
Distributor 43,160
Administrator 15,751 120,429
---------------
Accrued expenses 32,774
---------------
Total liabilities 153,203
---------------
Net Assets
Net assets $ 74,972,386
===============
Net Assets Consist of
Institutional Shares of Common Stock, $.10 par value, 100,000,000 shares authorized $ 609,395
Investor A Shares of Common Stock, $.10 par value, 100,000,000 shares authorized 376,634
Investor B Shares of Common Stock, $.10 par value, 300,000,000 shares authorized 1,269,106
Investor C Shares of Common Stock, $.10 par value, 300,000,000 shares authorized 910,525
Paid-in capital in excess of par 1,604,620,426
Accumulated realized capital losses allocated from the Master LLC--net (1,544,235,702)
Unrealized appreciation allocated from the Master LLC--net 11,422,002
---------------
Net Assets $ 74,972,386
===============
Net Asset Value
Institutional--Based on net assets of $15,357,402 and 6,093,953 shares outstanding $ 2.52
===============
Investor A--Based on net assets of $9,291,473 and 3,766,341 shares outstanding $ 2.47
===============
Investor B--Based on net assets of $29,325,725 and 12,691,057 shares outstanding $ 2.31
===============
Investor C--Based on net assets of $20,997,786 and 9,105,246 shares outstanding $ 2.31
===============
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statement of Operations BlackRock Focus Growth Fund, Inc.
For the Year Ended November 30, 2007
Investment Income
Net investment loss allocated from the Master LLC:
Dividends $ 228,732
Interest from affiliates 80,423
Securities lending--net 3,467
Expenses (459,161)
---------------
Total loss (146,539)
---------------
Expenses
Service and distribution fees--Investor B $ 301,243
Service and distribution fees--Investor C 202,281
Administration fees 184,643
Transfer agent fees--Investor B 177,186
Transfer agent fees--Investor C 129,331
Printing and shareholder reports 72,420
Transfer agent fees--Institutional 49,171
Registration fees 45,574
Transfer agent fees--Investor A 42,108
Professional fees 34,582
Service fees--Investor A 21,035
Other 17,530
---------------
Total expenses 1,277,104
---------------
Investment loss--net (1,423,643)
---------------
Realized & Unrealized Gain Allocated from the Master LLC--Net
Realized gain on:
Investments--net 10,814,547
Options written--net 1,035,094 11,849,641
---------------
Change in unrealized appreciation/depreciation on:
Investments--net 5,409,876
Options written--net (79,444) 5,330,432
Total realized and unrealized gain--net --------------- ---------------
17,180,073
---------------
Net Increase in Net Assets Resulting from Operations $ 15,756,430
===============
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statements of Changes in Net Assets BlackRock Focus Growth Fund, Inc.
For the
Year Ended November 30,
Increase (Decrease) in Net Assets: 2007 2006
Operations
Investment loss--net $ (1,423,643) $ (1,294,877)
Realized gain--net 11,849,641 14,243,911
Change in unrealized appreciation--net 5,330,432 (4,963,321)
--------------- ---------------
Net increase in net assets resulting from operations 15,756,430 7,985,713
--------------- ---------------
Capital Share Transactions
Net decrease in net assets derived from capital share transactions (17,624,365) (30,129,646)
--------------- ---------------
Net Assets
Total decrease in net assets (1,867,935) (22,143,933)
Beginning of year 76,840,321 98,984,254
--------------- ---------------
End of year $ 74,972,386 $ 76,840,321
=============== ===============
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Financial Highlights BlackRock Focus Growth Fund, Inc.
The following per share data Institutional Investor A
and ratios have been derived
from information provided in For the Year Ended November 30, For the Year Ended November 30,
the financial statements. 2007 2006 2005 2004 2003 2007 2006 2005 2004 2003
Per Share Operating Performance
Net asset value, beginning
of year $ 2.01 $ 1.82 $ 1.65 $ 1.57 $ 1.28 $ 1.98 $ 1.80 $ 1.63 $ 1.56 $ 1.27
--------------------------------------------- ---------------------------------------------
Investment loss--net** (.02) (.01) (.02) (.01) (.02) (.03) (.02) (.02) (.02) (.02)
Realized and unrealized gain--net .53 .20 .19 .09 .31 .52 .20 .19 .09 .31
--------------------------------------------- ---------------------------------------------
Total from investment operations .51 .19 .17 .08 .29 .49 .18 .17 .07 .29
--------------------------------------------- ---------------------------------------------
Net asset value, end of year $ 2.52 $ 2.01 $ 1.82 $ 1.65 $ 1.57 $ 2.47 $ 1.98 $ 1.80 $ 1.63 $ 1.56
============================================= =============================================
Total Investment Return*
Based on net asset value per share 25.37% 10.44% 10.30% 5.10% 22.66% 24.75% 10.00% 10.43% 4.49% 22.83%
============================================= =============================================
Ratios to Average Net Assets++
Expenses 1.40% 1.55% 1.63% 1.70% 1.86% 1.84% 1.80% 1.88% 1.95% 2.10%
============================================= =============================================
Investment loss--net (.98%) (.66%) (.92%) (.83%) (1.33%) (1.41%) (.92%) (1.17%) (1.08%) (1.57%)
============================================= =============================================
Supplemental Data
Net assets, end of year
(in thousands) $ 15,357 $14,217 $16,277 $20,962 $27,105 $ 9,291 $ 8,534 $10,146 $13,494 $18,007
============================================= =============================================
Portfolio turnover of the
Master LLC 144.83% 117.18% 143.17% 182.69% 316.42% 144.83% 117.18% 143.17% 182.69% 316.42%
============================================= =============================================
* Total investment returns exclude the effects of any sales charges.
** Based on average shares outstanding.
++ Includes the Fund's share of the Master LLC's allocated expenses and/or investment loss--net.
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Financial Highlights (concluded) BlackRock Focus Growth Fund, Inc.
The following per share data Investor B Investor C
and ratios have been derived
from information provided in For the Year Ended November 30, For the Year Ended November 30,
the financial statements. 2007 2006 2005 2004 2003 2007 2006 2005 2004 2003
Per Share Operating Performance
Net asset value, beginning
of year $ 1.87 $ 1.71 $ 1.57 $ 1.51 $ 1.24 $ 1.86 $ 1.71 $ 1.56 $ 1.51 $ 1.24
--------------------------------------------- ---------------------------------------------
Investment loss--net** (.05) (.03) (.03) (.03) (.03) (.05) (.03) (.03) (.03) (.03)
Realized and unrealized gain--net .49 .19 .17 .09 .30 .50 .18 .18 .08 .30
--------------------------------------------- ---------------------------------------------
Total from investment operations .44 .16 .14 .06 .27 .45 .15 .15 .05 .27
--------------------------------------------- ---------------------------------------------
Net asset value, end of year $ 2.31 $ 1.87 $ 1.71 $ 1.57 $ 1.51 $ 2.31 $ 1.86 $ 1.71 $ 1.56 $ 1.51
============================================= =============================================
Total Investment Return*
Based on net asset value per share 23.53% 9.36% 8.92% 3.97% 21.77% 24.19% 8.77% 9.62% 3.31% 21.77%
============================================= =============================================
Ratios to Average Net Assets++
Expenses 2.71% 2.66% 2.75% 2.81% 2.98% 2.75% 2.68% 2.77% 2.83% 3.01%
============================================= =============================================
Investment loss--net (2.29%) (1.77%) (2.04%) (1.93%) (2.45%) (2.32%) (1.79%) (2.06%) (1.95%) (2.49%)
============================================= =============================================
Supplemental Data
Net assets, end of year
(in thousands) $ 29,326 $33,161 $45,104 $67,922 $89,384 $20,998 $20,928 $27,457 $41,234 $53,202
============================================= =============================================
Portfolio turnover of the
Master LLC 144.83% 117.18% 143.17% 182.69% 316.42% 144.83% 117.18% 143.17% 182.69% 316.42%
============================================= =============================================
* Total investment returns exclude the effects of sales charges.
** Based on average shares outstanding.
++ Includes the Fund's share of the Master LLC's allocated expenses and/or investment loss--net.
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements BlackRock Focus Growth Fund, Inc.
1. Significant Accounting Policies:
Effective December 17, 2007, BlackRock Focus Twenty Fund, Inc. and Master
Focus Twenty LLC were renamed BlackRock Focus Growth Fund, Inc. (the "Fund")
and Master Focus Growth LLC (the "Master LLC"), respectively. The Fund is
registered under the Investment Company Act of 1940, as amended, as a non-
diversified, open-end management investment company. The Fund seeks to achieve
its investment objective by investing all of its assets in the Master LLC,
which has the same investment objective and strategies as the Fund. Effective
June 15, 2007, the Master LLC was converted from a Delaware statuatory trust
to a Delaware limited liability company. The value of the Fund's investment in
the Master LLC reflects the Fund's proportionate interest in the net assets of
the Master LLC. The performance of the Fund is directly affected by the
performance of the Master LLC. The financial statements of the Master LLC,
including the Schedule of Investments, are included elsewhere in this report
and should be read in conjunction with the Fund's financial statements. The
Fund's financial statements are prepared in conformity with U.S. generally
accepted accounting principles, which may require the use of management
accruals and estimates. Actual results may differ from these estimates. The
percentage of the Master LLC owned by the Fund at November 30, 2007 was 100%.
The Fund offers multiple classes of shares. Institutional Shares are generally
sold only to certain eligible investors. Investor A Shares are generally sold
with a front-end sales charge. Shares of Investor B and Investor C may be
subject to a contingent deferred sales charge. All classes of shares have
identical voting, dividend, liquidation and other rights and the same terms
and conditions, except that Investor A, Investor B and Investor C Shares bear
certain expenses related to the shareholder servicing of such shares, and
Investor B and Investor C Shares also bear certain expenses related to the
distribution of such shares. Each class has exclusive voting rights with
respect to matters relating to its shareholder servicing and distribution
expenditures (except that Investor B shareholders may vote on certain changes
to the Investor A distribution plan). Income, expenses (other than expenses
attributable to a specific class) and realized and unrealized gains and losses
are allocated daily to each class based on its relative net assets. The
following is a summary of significant accounting policies followed by the Fund.
(a) Valuation of investments--The Fund records its investment at fair value.
Valuation of securities held by the Master LLC is discussed in Note 1(a) of
the Master LLC's Notes to Financial Statements, which are included elsewhere
in this report.
(b) Investment income and expenses--The Fund records daily its proportionate
share of the Master LLC's income, expenses and realized and unrealized gains
and losses. In addition, the Fund accrues its own expenses.
(c) Income taxes--It is the Fund's policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment companies and to
distribute substantially all of its taxable income to shareholders. Therefore,
no federal income tax provision is required.
(d) Prepaid registration fees--Prepaid registration fees are charged to
expense as the related shares are issued.
(e) Dividends and distributions--Dividends and distributions paid by the Fund
are recorded on the ex-dividend dates.
(f) Investment transactions--Investment transactions in the Master LLC are
accounted for on a trade date basis.
(g) Recent accounting pronouncements--In July 2006, the Financial Accounting
Standards Board ("FASB") issued Interpretation No. 48 ("FIN 48"), "Accounting
for Uncertainty in Income Taxes--an interpretation of FASB Statement No. 109."
FIN 48 prescribes the minimum recognition threshold a tax position must meet
in connection with accounting for uncertainties in income tax positions taken
or expected to be taken by an entity including mutual funds before being
measured and recognized in the financial statements. Adoption of FIN 48 is
required for the last net asset value calculation in the first required
financial statement reporting period for fiscal years beginning after December
15, 2006. The impact on the Fund's financial statements, if any, is currently
being assessed.
In September 2006, Statement of Financial Accounting Standards No. 157, "Fair
Value Measurements" ("FAS 157"), was issued and is effective for fiscal years
beginning after November 15, 2007. FAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosures about fair value
measurements. The impact on the Fund's financial statement disclosures, if
any, is currently being assessed.
In addition, in February 2007, Statement of Financial Accounting Standards No.
159, "The Fair Value Option for Financial Assets and Financial Liabilities"
("FAS 159"), was issued and is effective for fiscal years beginning after
November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
year that begins on or before November 15, 2007, provided the entity also
elects to apply the provisions of FAS 157. FAS 159 permits entities to choose
to measure many financial instruments and certain other items at fair value
that are not currently required to be measured at fair value. FAS 159 also
establishes presentation and disclosure requirements designed to facilitate
comparisons between entities that choose different measurement attributes for
similar types of assets and liabilities. The impact on the Fund's financial
statement disclosures, if any, is currently being assessed.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements (continued) BlackRock Focus Growth Fund, Inc.
(h) Reclassification--U.S. generally accepted accounting principles require
that certain components of net assets be adjusted to reflect permanent
differences between financial and tax reporting. Accordingly, during the
current year, $1,423,643 has been reclassified between paid-in capital in
excess of par and accumulated net investment loss as a result of a permanent
difference attributable to a net operating loss. This reclassification has no
effect on net assets or net asset values per share.
2. Transactions with Affiliates:
The Fund has entered into an Administration Agreement with BlackRock Advisors,
LLC (the "Administrator"), an indirect, wholly owned subsidiary of BlackRock,
Inc. The Fund pays a monthly fee at an annual rate of .25% of the Fund's
average daily net assets for the performance of administrative services (other
than investment advice and related portfolio activities) necessary for the
operation of the Fund. The Fund has also entered into separate Distribution
Agreements and Distribution Plans with FAM Distributors, Inc. ("FAMD") and
BlackRock Distributors, Inc. and its affiliates ("BDI") (collectively, the
"Distributor"). FAMD is a wholly owned subsidiary of Merrill Lynch Group,
Inc., and BDI is an affiliate of BlackRock, Inc. Merrill Lynch & Co., Inc.
("Merrill Lynch") and The PNC Financial Services Group, Inc. ("PNC") are the
principal owners of BlackRock, Inc.
Pursuant to the Distribution Plans adopted by the Fund in accordance with Rule
12b-1 under the Investment Company Act of 1940, the Fund pays the Distributor
ongoing service and distribution fees. The fees are accrued daily and paid
monthly at annual rates based upon the average daily net assets of the shares
as follows:
Service Distribution
Fee Fee
Investor A .25% --
Investor B .25% .75%
Investor C .25% .75%
Pursuant to sub-agreements with each Distributor, broker-dealers, including
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), a wholly owned
subsidiary of Merrill Lynch, and the Distributor provide shareholder servicing
and distribution services to the Fund. The ongoing service fee compensates
the Distributor and each broker-dealer (including MLPF&S) for providing
shareholder servicing to Investor A, Investor B, and Investor C shareholders.
The ongoing distribution fee compensates the Distributor and broker-dealers
for providing distribution-related services to Investor B and Investor C
shareholders.
For the year ended November 30, 2007, FAMD and BDI earned underwriting
discounts and direct commissions and MLPF&S earned dealer concessions on sales
of the Fund's Investor A Shares, which totaled $6,005.
For the year ended November 30, 2007, affiliates received contingent deferred
sales charges of $31,163 and $1,302 relating to transactions in Investor B and
Investor C Shares, respectively. Furthermore, affiliates received contingent
deferred sales charges of $18 relating to transactions subject to front-end
sales charge waivers in Investor A Shares.
The Administrator maintains a call center, which is responsible for providing
certain shareholder services to the Fund, such as responding to shareholder
inquiries and processing transactions based upon instructions from
shareholders with respect to the subscription and redemption of Fund shares.
During the year ended November 30, 2007, the following amounts have been
accrued by the Fund to reimburse the Administrator for costs incurred running
the call center, which are a component of the transfer agent fees in the
accompanying Statement of Operations.
Call Center
Fees
Institutional $ 183
Investor A $ 371
Investor B $1,664
Investor C $1,215
PFPC Inc., an indirect, wholly owned subsidiary of PNC and an affiliate of the
Administrator, is the Fund's transfer agent.
Certain officers and/or directors of the Fund are officers and/or directors of
BlackRock, Inc. or its affiliates.
3. Capital Share Transactions:
Net decrease in net assets derived from capital share transactions was
$17,624,365 and $30,129,646 for the years ended November 30, 2007 and November
30, 2006, respectively.
Transactions in capital shares for each class were as follows:
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements (concluded) BlackRock Focus Growth Fund, Inc.
For the Year Ended For the Year Ended
November 30, 2007 November 30, 2006
Shares Amount Shares Amount
Institutional Shares
Shares sold 2,007,319 $ 4,746,708 258,600 $ 502,604
Shares redeemed (2,986,244) (6,901,292) (2,115,291) (4,055,990)
------------------------------ ------------------------------
Net decrease (978,925) $ (2,154,584) (1,856,691) $ (3,553,386)
============================== ==============================
Investor A Shares
Shares sold and automatic conversion of shares 496,150 $ 1,139,737 654,796 $ 1,235,282
Shares redeemed (1,047,955) (2,245,242) (1,983,283) (3,764,446)
------------------------------ ------------------------------
Net decrease (551,805) $ (1,105,505) (1,328,487) $ (2,529,164)
============================== ==============================
Investor B Shares
Shares sold 279,590 $ 581,482 237,359 $ 428,396
Shares redeemed and automatic conversion of shares (5,350,086) (10,743,034) (8,820,089) (15,830,739)
------------------------------ ------------------------------
Net decrease (5,070,496) $(10,161,552) (8,582,730) $(15,402,343)
============================== ==============================
Investor C Shares
Shares sold 558,194 $ 1,178,193 416,607 $ 750,300
Shares redeemed (2,679,670) (5,380,917) (5,249,413) (9,395,053)
------------------------------ ------------------------------
Net decrease (2,121,476) $ (4,202,724) (4,832,806) $ (8,644,753)
============================== ==============================
4. Distributions to Shareholders:
As of November 30, 2007, the components of accumulated losses on a tax
basis were as follows:
Capital loss carryforward $ (1,544,231,280)*
Unrealized gains--net 11,417,580**
------------------
Total accumulated losses--net $ (1,532,813,700)
==================
* On November 30, 2007, the Fund had a net capital loss carryforward
of $1,544,231,280, of which $168,538,351 expires in 2008, $1,109,040,883
expires in 2009 and $266,652,046 expires in 2010. This amount will be
available to offset like amounts of any future taxable gains.
** The difference between book-basis and tax-basis unrealized gains
is attributable primarily to the deferral of losses on wash sales.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Report of Independent Registered Public Accounting Firm
BlackRock Focus Growth Fund, Inc.
To the Shareholders and Board of Directors of
BlackRock Focus Growth Fund, Inc.:
We have audited the accompanying statement of assets and liabilities of
BlackRock Focus Growth Fund, Inc. (formerly BlackRock Focus Twenty Fund, Inc.)
(the "Fund") as of November 30, 2007, and the related statement of operations
for the year then ended, the statements of changes in net assets for each of
the two years in the period then ended and the financial highlights for each
of the five years in the period then ended. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements and financial highlights are free of
material misstatement. The Fund is not required to have, nor were we engaged
to perform, an audit of its internal control over financial reporting. Our
audits included consideration of internal control over financial reporting as
a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on
a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
BlackRock Focus Growth Fund, Inc. as of November 30, 2007, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and its financial highlights for each
of the five years in the period then ended, in conformity with accounting
principles generally accepted in the United States of America.
Deloitte & Touche LLP
Princeton, New Jersey
January 23, 2008
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Portfolio Summary Master Focus Growth LLC
As of November 30, 2007
Percent of
Ten Largest Equity Investments Net Assets
Google, Inc. Class A 4.3%
China Mobile (Hong Kong) Ltd. 4.3
Potash Corp. of Saskatchewan, Inc. 4.2
Gilead Sciences, Inc. 4.0
Waters Corp. 3.9
General Cable Corp. 3.9
Apple Computer, Inc. 3.7
SBA Communications Corp. Class A 3.7
FTI Consulting, Inc. 3.7
Freeport-McMoRan Copper & Gold, Inc. Class B 3.6
Percent of
Total
Industry Classification Investments
Wireless Telecommunication Services 8.0%
Life Sciences Tools & Services 7.5
Internet Software & Services 7.4
Biotechnology 7.3
Electrical Equipment 7.2
Metals & Mining 7.1
Chemicals 4.2
Computers & Peripherals 3.8
Commercial Services & Supplies 3.7
Household Products 3.6
Aerospace & Defense 3.6
Health Care Equipment & Supplies 3.5
Food & Staples Retailing 3.5
Internet & Catalog Retail 3.4
Pharmaceuticals 3.4
Oil, Gas & Consumable Fuels 3.4
Beverages 3.4
Semiconductors & Semiconductor Equipment 3.4
Construction & Engineering 3.3
Software 3.2
Communications Equipment 3.2
Electronic Equipment & Instruments 2.9
For Master LLC compliance purposes, the Master LLC's industry classifications
refer to any one or more of the industry sub-classifications used by one or
more widely recognized market indexes or ratings group indexes, and/or as
defined by Master LLC management. This definition may not apply for purposes
of this report, which may combine industry sub-classifications for reporting
ease.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Schedule of Investments as of November 30, 2007
Master Focus Growth LLC (in U.S. dollars)
Shares
Common Stocks Held Value
United States--99.6%
Aerospace & Defense--3.6%
Precision Castparts Corp. 18,200 $ 2,681,588
Beverages--3.4%
Cia de Bebidas das Americas (Preference Shares) (b) 33,600 2,522,688
Biotechnology--7.3%
Celgene Corp. (a) 40,000 2,462,000
Gilead Sciences, Inc. (a) 64,200 2,987,868
------------
5,449,868
Chemicals--4.2%
Potash Corp. of Saskatchewan, Inc. 26,200 3,141,118
Commercial Services & Supplies--3.7%
FTI Consulting, Inc. (a) 48,300 2,753,100
Communications Equipment--3.2%
Cisco Systems, Inc. (a) 85,400 2,392,908
Computers & Peripherals--3.7%
Apple Computer, Inc. (a) 15,400 2,806,188
Construction & Engineering--3.3%
Jacobs Engineering Group, Inc. (a) 29,400 2,462,838
Electrical Equipment--7.1%
General Cable Corp. (a) 39,100 2,908,258
Roper Industries, Inc. 39,000 2,474,550
------------
5,382,808
Electronic Equipment & Instruments--2.9%
Itron, Inc. (a) 28,000 2,171,400
Food & Staples Retailing--3.5%
CVS/Caremark Corp. 65,000 2,605,850
Health Care Equipment & Supplies--3.5%
Hologic, Inc. (a) 39,800 2,642,321
Household Products--3.6%
The Procter & Gamble Co. 36,300 2,686,200
Internet & Catalog Retail--3.4%
Amazon.com, Inc. (a) 28,600 2,590,015
Internet Software & Services--7.4%
Google, Inc. Class A (a) 4,650 3,222,450
eBay, Inc. (a) 70,200 2,353,806
------------
5,576,256
Life Sciences Tools & Services--7.4%
Thermo Fisher Scientific, Inc. (a) 45,400 2,616,856
Waters Corp. (a) 38,000 2,965,520
------------
5,582,376
Metals & Mining--7.1%
Barrick Gold Corp. 64,700 2,620,997
Freeport-McMoRan Copper & Gold, Inc. Class B 27,500 2,720,575
------------
5,341,572
Oil, Gas & Consumable Fuels--3.4%
Consol Energy, Inc. 43,000 2,549,042
Pharmaceuticals--3.4%
Teva Pharmaceutical Industries Ltd. (b) 57,300 2,557,299
Shares
Common Stocks Held Value
United States (concluded)
Semiconductors & Semiconductor Equipment--3.4%
Intel Corp. 96,500 $ 2,516,720
Software--3.2%
Microsoft Corp. 71,300 2,395,680
Wireless Telecommunication Services--7.9%
China Mobile (Hong Kong) Ltd. (b) 34,900 3,198,934
SBA Communications Corp. Class A (a) 73,800 2,763,072
------------
5,962,006
Total Investments Before Options Written
(Cost--$63,268,395*)--99.6% 74,769,841
Number of
Options Written Contracts
Call Options Written
Amazon.Com, Inc.:
expiring December 2007 at USD 85 41 (28,392)
expiring January 2008 at USD 90 41 (25,830)
Apple Computer, Inc.:
expiring December 2007 at USD 175 22 (27,115)
expiring January 2008 at USD 180 22 (34,925)
Barrick Gold Corp., expiring January 2008 at USD 45 92 (10,580)
Celgene Corp., expiring January 2008 at USD 65 57 (13,823)
China Mobile (Hong Kong) Ltd.:
expiring December 2007 at USD 90 52 (29,120)
expiring January 2008 at USD 90 43 (33,970)
Cisco Systems, Inc.:
expiring December 2007 at USD 32.5 111 (611)
expiring January 2008 at USD 30 122 (8,235)
eBay, Inc., expiring December 2007 at USD 35 100 (5,500)
Freeport-McMoRan Copper & Gold, Inc. Class B:
expiring December 2007 at USD 110 34 (5,117)
expiring January 2008 at USD 100 34 (26,010)
Gilead Sciences, Inc., expiring December 2007 at USD 45 91 (21,840)
Google, Inc. Class A:
expiring December 2007 at USD 720 7 (9,450)
expiring January 2008 at USD 720 7 (19,880)
Jacobs Engineering Group, Inc.:
expiring December 2007 at USD 85 42 (10,710)
expiring January 2008 at USD 85 42 (19,530)
Potash Corp. of Saskatchewan, Inc.:
expiring December 2007 at USD 120 32 (19,360)
expiring January 2008 at USD 120 37 (36,630)
Precision Castparts Corp.:
expiring December 2007 at USD 150 26 (11,050)
expiring January 2008 at USD 150 26 (20,670)
Total Options Written
(Premiums Received--$338,904)--(0.6%) (418,348)
Total Investments, Net of Options Written
(Cost--$62,929,491)--99.0% 74,351,493
Other Assets Less Liabilities--1.0% 734,892
------------
Net Assets--100.0% $ 75,086,385
============
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Schedule of Investments (concluded)
Master Focus Growth LLC (in U.S. dollars)
* The cost and unrealized appreciation (depreciation) of investments
as of November 30, 2007, as computed for federal income tax purposes,
were as follows:
Aggregate cost $ 63,272,817
===============
Gross unrealized appreciation $ 11,758,547
Gross unrealized depreciation (261,523)
---------------
Net unrealized appreciation $ 11,497,024
===============
(a) Non-income producing security.
(b) Depositary receipts.
o Investments in companies considered to be an affiliate of the Master LLC,
for purposes of Section 2(a)(3) of the Investment Company Act of 1940,
were as follows:
Net Interest
Affiliate Activity Income
BlackRock Liquidity Series, LLC
Cash Sweep Series $(3,913,588) $80,423
BlackRock Liquidity Series, LLC
Money Market Series $(8,445,400) $ 3,467
o For Master LLC compliance purposes, the Master LLC's industry
classifications refer to any one or more of the industry sub-
classifications used by one or more widely recognized market indexes or
ratings group indexes, and/or as defined by Master LLC management. This
definition may not apply for purposes of this report, which may combine
industry sub-classifications for reporting ease. Industries are shown as
a percent of net assets. These industry classifications are unaudited.
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statement of Assets and Liabilities Master Focus Growth LLC
As of November 30, 2007
Assets
Investments in unaffiliated securities, at value (identified cost--$63,268,395) $ 74,769,841
Receivables:
Securities sold $ 4,089,062
Dividends 28,247
Contributions 20,900
Interest from affiliates 5,343 4,143,552
---------------
Prepaid expenses and other assets 2,966
---------------
Total assets 78,916,359
---------------
Liabilities
Bank overdraft 632,212
Options written, at value (premiums received $338,904) 418,348
Payables:
Securities purchased 2,528,176
Withdrawals 190,442
Investment adviser 25,233
Other affiliates 535 2,744,386
---------------
Accrued expenses and other liabilities 35,028
---------------
Total liabilities 3,829,974
---------------
Net Assets
Net assets $ 75,086,385
===============
Net Assets Consist of
Investor's capital $ 63,664,383
Unrealized appreciation--net 11,422,002
---------------
Net Assets $ 75,086,385
===============
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statement of Operations Master Focus Growth LLC
For the Year Ended November 30, 2007
Investment Income
Dividends (net of $4,832 foreign withholding tax) $ 228,732
Interest from affiliates 80,423
Securities lending--net 3,467
---------------
Total income 312,622
---------------
Expenses
Investment advisory fees $ 443,849
Accounting services 78,245
Professional fees 33,144
Custodian fees 23,154
Directors' fees and expenses 13,144
Printing and shareholder reports 4,622
Pricing fees 1,171
Other 9,782
---------------
Total expenses before waiver 607,111
Waiver of expenses (147,950)
---------------
Total expenses after waiver 459,161
---------------
Investment loss--net (146,539)
---------------
Realized & Unrealized Gain (Loss)--Net
Realized gain on:
Investments--net 10,814,547
Options written--net 1,035,094 11,849,641
---------------
Change in unrealized appreciation (depreciation) on:
Investments--net 5,409,876
Options written--net (79,444) 5,330,432
--------------- ---------------
Total realized and unrealized gain--net 17,180,073
---------------
Net Increase in Net Assets Resulting from Operations $ 17,033,534
===============
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Statements of Changes in Net Assets Master Focus Growth LLC
For the
Year Ended November 30,
Increase (Decrease) in Net Assets: 2007 2006
Operations
Investment income (loss)--net $ (146,539) $ 258,739
Realized gain--net 11,849,641 14,243,911
Change in unrealized appreciation--net 5,330,432 (4,963,321)
--------------- ---------------
Net increase in net assets resulting from operations 17,033,534 9,539,329
--------------- ---------------
Capital Transactions
Proceeds from contributions 7,647,533 2,111,897
Fair value of withdrawals (26,555,437) (33,887,396)
--------------- ---------------
Net decrease in net assets derived from capital transactions (18,907,904) (31,775,499)
--------------- ---------------
Net Assets
Total decrease in net assets (1,874,370) (22,236,170)
Beginning of year 76,960,755 99,196,925
--------------- ---------------
End of year $ 75,086,385 $ 76,960,755
================ ===============
See Notes to Financial Statements.
Financial Highlights Master Focus Growth LLC
The following per share data and ratios have been derived For the Year Ended November 30,
from information provided in the financial statements. 2007 2006 2005 2004 2003
Total Investment Return
Total investment return 26.17% 11.40% 11.30% 6.07% 23.82%
========== ========== ========== ========== ==========
Ratios to Average Net Assets
Expenses, net of waiver .62% .59% .63% .71% .71%
========== ========== ========== ========== ==========
Expenses .82% .79% .75% .73% .71%
========== ========== ========== ========== ==========
Investment income (loss)--net (.20%) .30% .07% .17% (.19%)
========== ========== ========== ========== ==========
Supplemental Data
Net assets, end of year (in thousands) $ 75,086 $ 76,961 $ 99,197 $ 143,964 $ 188,072
========== ========== ========== ========== ==========
Portfolio turnover 144.83% 117.18% 143.17 182,69% 316.42%
========== ========== ========== ========== ==========
See Notes to Financial Statements.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements Master Focus Growth LLC
1. Significant Accounting Policies:
Effective December 17, 2007, Master Focus Twenty LLC was renamed Master Focus
Growth LLC (the "Master LLC"). The Master LLC is registered under the
Investment Company Act of 1940, as amended, and is organized as a Delaware
limited liability company. Prior to June 15, 2007, the Master LLC was
organized as a Delaware statuatory trust (the "Trust). The Limited Liability
Company Agreement (the "LLC Agreement"), permits Directors (and prior to
June 16, 2007 the Declaration of Trust permitted the Trustees) to issue
nontransferable interests in the Master LLC, subject to certain limitations.
Throughout this report the Trust and the Master LLC are referred to as the
Master LLC and the Board of Directors of the Master LLC and the Board of
Trustees of the Trust are referred to as the Board of Directors. The Master
LLC's financial statements are prepared in conformity with U.S. generally
accepted accounting principles, which may require the use of management
accruals and estimates. Actual results may differ from these estimates. The
following is a summary of significant accounting policies followed by the
Master LLC.
(a) Valuation of investments--Equity securities held by the Master LLC that
are traded on stock exchanges or the NASDAQ Global Market, Inc. are valued at
the last sale price or official close price on the exchange, as of the close
of business on the day the securities are being valued or, lacking any sales,
at the last available bid price for long positions, and at the last available
asked price for short positions. In cases where equity securities are traded
on more than one exchange, the securities are valued on the exchange
designated as the primary market by or under the authority of the Board of
Directors of the Master LLC. Long positions traded in the over-the-counter
("OTC") markets, NASDAQ Capital Market or Bulletin Board are valued at the
last available bid price or yield equivalent obtained from one or more dealers
or pricing services approved by the Board of Directors of the Master LLC.
Short positions traded in the OTC markets are valued at the last available
asked price. Portfolio securities that are traded both in the OTC markets and
on a stock exchange are valued according to the broadest and most
representative market.
Effective September 4, 2007, 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 and previously were valued at the last sales price as
of the close of options trading on applicable exchanges. Options traded in the
OTC market are valued at the last asked price (options written) or the last
bid price (options purchased). Swap agreements are valued based upon quoted
fair valuations received daily by the Master LLC from a pricing service or
counterparty. Financial futures contracts and options thereon, which are
traded on exchanges, are valued at their last sale price as of the close of
such exchanges. Valuation of short-term investment vehicles is generally
based on the net asset value of the underlying investment vehicle or
amortized cost.
Repurchase agreements are valued at cost plus accrued interest. The Master LLC
employs pricing services to provide certain securities prices for the Master
LLC. Securities and assets for which market quotations are not readily
available are valued at fair value as determined in good faith by or under the
direction of the Board of Directors of the Master LLC, including valuations
furnished by the pricing services retained by the Master LLC, which may use a
matrix system for valuations. The procedures of a pricing service and its
valuations are reviewed by the officers of the Master LLC under the general
supervision of the Master LLC's Board of Directors. Such valuations and
procedures will be reviewed periodically by the Board of Directors of the
Master LLC.
Generally, trading in foreign securities, as well as U.S. government
securities, money market instruments and certain fixed income securities, is
substantially completed each day at various times prior to the close of
business on the New York Stock Exchange ("NYSE"). The values of such
securities used in computing the net assets of the Master LLC are determined
as of such times. Foreign currency exchange rates will generally be determined
as of the close of business on the NYSE. Occasionally, events affecting the
values of such securities and such exchange rates may occur between the times
at which they are determined and the close of business on the NYSE that may
not be reflected in the computation of the Master LLC's net assets. If events
(for example, a company announcement, market volatility or a natural disaster)
occur during such periods that are expected to materially affect the value of
such securities, those securities will be valued at their fair value as
determined in good faith by the Master LLC's Board of Directors or by
BlackRock Advisors, LLC (the "Manager"), an indirect, wholly owned subsidiary
of BlackRock, Inc., using a pricing service and/or procedures approved by the
Master LLC's Board of Directors.
(b) Derivative financial instruments--The Master LLC may engage in various
portfolio investment strategies both to increase the return of the Master LLC
and to hedge, or protect, its exposure to interest rate movements and
movements in the securities markets. Losses may arise due to changes in the
value of the contract due to an unfavorable change in the price of the
underlying security, or index, or if the counterparty does not perform under
the contract. The counterparty for certain instruments may pledge cash or
securities as collateral.
* Financial futures contracts--The Master LLC may purchase or sell financial
futures contracts. Financial futures contracts are contracts for delayed
delivery of securities at a specific future date at a specific price or yield.
Upon entering into a contract, the Master LLC deposits, and maintains as
collateral, such initial margin as required by the exchange on which the
transaction is effected. Pursuant to the contract, the Master LLC agrees to
receive from or pay to the broker an amount of cash equal to the daily
fluctuation in the value of the contract. Such receipts or payments are known
as variation margin and are recorded by the Master LLC as unrealized gains or
losses. When the contract is closed, the Master LLC records a realized gain or
loss equal to the difference between the value of the contract at the time it
was opened and the value at the time it was closed.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements (continued) Master Focus Growth LLC
* Options--The Master LLC may purchase and write call and put options. When
the Master LLC writes an option, an amount equal to the premium received by
the Master LLC is reflected as an asset and an equivalent liability. The
amount of the liability is subsequently marked-to-market to reflect the
current market value of the option written. When a security is purchased or
sold through an exercise of an option, the related premium paid (or received)
is added to (or deducted from) the basis of the security acquired or deducted
from (or added to) the proceeds of the security sold. When an option expires
(or the Master LLC enters into a closing transaction), the Master LLC realizes
a gain or loss on the option to the extent of the premiums received or paid
(or a gain or loss to the extent that the cost of the closing transaction
exceeds the premium paid or received).
Written and purchased options are non-income producing investments.
* Forward foreign exchange contracts--The Master LLC may enter into forward
foreign exchange contracts as a hedge against either specific transactions or
portfolio positions. The contract is marked-to-market daily and the change in
market value is recorded by the Master LLC as an unrealized gain or loss. When
the contract is closed, the Master LLC records a realized gain or loss equal
to the difference between the value at the time it was opened and the value at
the time it was closed.
* Foreign currency options and futures - The Master LLC may also purchase or
sell listed or OTC foreign currency options, foreign currency futures and
related options on foreign currency futures as a short or long hedge against
possible variations in foreign exchange rates. Such transactions may be
effected with respect to hedges on non-U.S. dollar-denominated securities
owned by the Master LLC, sold by the Master LLC but not yet delivered, or
committed or anticipated to be purchased by the Master LLC.
(c) Foreign currency transactions--Transactions denominated in foreign
currencies are recorded at the exchange rate prevailing when recognized.
Assets and liabilities denominated in foreign currencies are valued at the
exchange rate at the end of the period. Foreign currency transactions are the
result of settling (realized) or valuing (unrealized) assets or liabilities
expressed in foreign currencies into U.S. dollars. Realized and unrealized
gains or losses from investments include the effects of foreign exchange rates
on investments. The Master LLC may invest in foreign securities, which may
involve a number of risk factors and special considerations not present with
investments in securities of U.S. corporations.
(d) Income taxes--The Master LLC is classified as a "pass-through entity" for
federal income tax purposes. As such, each investor in the Master LLC is
treated as owner of its proportionate share of the net assets, income,
expenses and realized and unrealized gains and losses of the Master LLC.
Therefore, no federal income tax provision is required. It is intended that
the Master LLC's assets will be managed so an investor in the Master LLC can
satisfy the requirements of Subchapter M of the Internal Revenue Code. Under
the applicable foreign tax law, a withholding tax may be imposed on interest,
dividends or capital gains at various rates.
(e) Security transactions and investment income--Security transactions are
accounted for on the date the securities are purchased or sold (the trade
dates). Realized gains and losses on security transactions are determined on
the identified cost basis. Dividend income is recorded on the ex-dividend
dates. Dividends from foreign securities where the ex-dividend date may have
passed are subsequently recorded when the Master LLC has determined the ex-
dividend date. Interest income is recognized on the accrual basis.
(f) Securities lending--The Master LLC may lend securities to financial
institutions that provide cash or securities issued or guaranteed by the U.S.
government as collateral, which will be maintained at all times in an amount
equal to at least 100% of the current market value of the loaned securities.
The market value of the loaned securities is determined at the close of
business of the Master LLC and any additional required collateral is delivered
to the Master LLC on the next business day. Where the Master LLC receives
securities as collateral for the loaned securities, it receives a fee from the
borrower. The Master LLC typically receives the income on the loaned
securities but does not receive income on the collateral. Where the Master LLC
receives cash collateral, it may invest such collateral and retain the amount
earned on such investment, net of any amount rebated to the borrower. Loans of
securities are terminable at any time and the borrower, after notice, is
required to return borrowed securities within five business days. The Master
LLC may pay reasonable finder's, lending agent, administrative and custodial
fees in connection with its loans. In the event that the borrower defaults on
its obligation to return borrowed securities because of insolvency or for any
other reason, the Master LLC could experience delays and costs in gaining
access to the collateral. The Master LLC also could suffer a loss where the
value of the collateral falls below the market value of the borrowed
securities, in the event of borrower default or in the event of losses on
investments made with cash collateral.
(g) Bank overdraft--The Master LLC recorded a bank overdraft, which resulted
from management estimates of available cash.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements (continued) Master Focus Growth LLC
(h) Recent accounting pronouncements--In July 2006, the Financial Accounting
Standards Board ("FASB") issued Interpretation No. 48 ("FIN 48"), "Accounting
for Uncertainty in Income Taxes--an interpretation of FASB Statement No. 109."
FIN 48 prescribes the minimum recognition threshold a tax position must meet
in connection with accounting for uncertainties in income tax positions taken
or expected to be taken by an entity including mutual funds before being
measured and recognized in the financial statements. Adoption of FIN 48 is
required for the last net asset value calculation in the first required
financial statement reporting period for fiscal years beginning after December
15, 2006. The impact on the Master LLC's financial statements, if any, is
currently being assessed.
In September 2006, Statement of Financial Accounting Standards No. 157, "Fair
Value Measurements" ("FAS 157"), was issued and is effective for fiscal years
beginning after November 15, 2007. FAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosures about fair value
measurements. The impact on the Master LLC's financial statement disclosures,
if any, is currently being assessed.
In addition, in February 2007, Statement of Financial Accounting Standards
No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities"
("FAS 159"), was issued and is effective for fiscal years beginning after
November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
year that begins on or before November 15, 2007, provided the entity also
elects to apply the provisions of FAS 157. FAS 159 permits entities to choose
to measure many financial instruments and certain other items at fair value
that are not currently required to be measured at fair value. FAS 159 also
establishes presentation and disclosure requirements designed to facilitate
comparisons between entities that choose different measurement attributes for
similar types of assets and liabilities. The impact on the Master LLC's
financial statement disclosures, if any, is currently being assessed.
2. Investment Advisory Agreement and Transactions with Affiliates:
The Master LLC has entered into an Investment Advisory Agreement with the
Manager. Merrill Lynch & Co., Inc. ("Merrill Lynch") and The PNC Financial
Services Group, Inc. are the principal owners of BlackRock, Inc.
The Manager is responsible for the management of the Master LLC's investments
and provides the necessary personnel, facilities, equipment and certain other
services necessary to the operations of the Master LLC. For such services, the
Master LLC pays a monthly fee at an annual rate of .60% of the Master LLC's
average daily net assets. The Manager has agreed to waive a portion of the
management fee equal to .20% of the average daily net assets of the Master
LLC. This contractual waiver agreement has a one-year term and is renewable
annually. For the year ended November 30, 2007, the Manager earned fees of
$443,849, of which $147,950 was waived.
In addition, the Manager has entered into a sub-advisory agreement with
BlackRock Investment Management, LLC ("BIM"), an affiliate of the Manager,
under which the Manager pays the sub-adviser for services it provides a
monthly fee at an annual rate equal to a percentage of the management fee paid
by the Master LLC to the Manager.
The Master LLC has received an exemptive order from the Securities and
Exchange Commission permitting it to lend portfolio securities to Merrill
Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), a wholly owned
subsidiary of Merrill Lynch, or its affiliates. Pursuant to that order, the
Master LLC has retained BIM as the securities lending agent for a fee based on
a share of the returns on investment of cash collateral. BIM may, on behalf of
the Master LLC, invest cash collateral received by the Master LLC for such
loans, among other things, in a private investment company managed by the
Manager or in registered money market funds advised by the Manager or its
affiliates. For the year ended November 30, 2007, BIM received $1,361 in
securities lending agent fees.
In addition, MLPF&S received $15,266 in commissions on the execution of
portfolio security transactions for the Master LLC for the year ended
November 30, 2007.
For the year ended November 30, 2007, the Master LLC reimbursed the Manager
$1,325 for certain accounting services.
Certain officers and/or directors of the Master LLC are officers and/or
directors of BlackRock, Inc. or its affiliates.
3. Investments:
Purchases and sales of investments, excluding short-term securities, for the
year ended November 30, 2007 were $104,966,473 and $117,936,035, respectively.
Transactions in call options written for the year ended November 30, 2007 were
as follows:
Number of Premiums
Contracts Received
Outstanding call options written,
beginning of year -- --
Options written 13,787 $ 2,998,939
Options exercised (5,522) (749,243)
Options expired (3,603) (849,421)
Options closed (3,581) (1,061,371)
-------------- ---------------
Outstanding call options written,
end of year 1,081 $ 338,904
============== ===============
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Notes to Financial Statements (concluded) Master Focus Growth LLC
Transactions in put options written for the year ended November 30, 2007 were
as follows:
Number of Premiums
Contracts Received
Outstanding put options written,
beginning of year -- --
Options written 910 $ 312,925
Options closed (910) (312,925)
-------------- ---------------
Outstanding put options written,
end of year -- $ --
============== ===============
4. Short-Term Borrowings:
The Master LLC, along with certain other funds managed by the Manager and its
affiliates, is a party to a $500,000,000 credit agreement with a group of
lenders. The Master LLC may borrow under the credit agreement to fund
shareholder redemptions and for other lawful purposes other than for leverage.
The Master LLC may borrow up to the maximum amount allowable under the Master
LLC's current prospectus and statement of additional information, subject to
various other legal, regulatory or contractual limits. The Master LLC pays a
commitment fee of .06% per annum based on the Master LLC's pro rata share of
the unused portion of the credit agreement. Amounts borrowed under the credit
agreement bear interest at a rate equal to, at each fund's election, the
federal funds rate plus .35% or a base rate as defined in the credit
agreement. The Master LLC did not borrow under the credit agreement during the
year ended November 30, 2007. On November 21, 2007, the credit agreement was
renewed for one year under substantially the same terms.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Report of Independent Registered Public Accounting Firm
Master Focus Growth LLC
To the Investor and Board of Directors of
Master Focus Growth LLC:
We have audited the accompanying statement of assets and liabilities,
including the schedule of investments, of Master Focus Growth LLC, (formerly
Master Focus Twenty Trust) (the "Master LLC"), as of November 30, 2007 and the
related statement of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended, and
the financial highlights for each of the five years in the period then ended.
These financial statements and financial highlights are the responsibility of
the Master LLC's management. Our responsibility is to express an opinion on
these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements and financial highlights are free of material
misstatement. The Master LLC is not required to have, nor were we engaged to
perform, an audit of its internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the
Master LLC's internal control over financial reporting. Accordingly, we
express no such opinion. An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. Our procedures included confirmation of securities owned as of
November 30, 2007, by correspondence with the custodian and brokers; where
replies were not received from brokers, we performed other auditing
procedures. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Master Focus Growth LLC as of November 30, 2007, the results of its operations
for the year then ended, the changes in its net assets for each of the two
years in the period then ended, and its financial highlights for each of the
five years in the period then ended, in conformity with accounting principles
generally accepted in the United States of America.
Deloitte & Touche LLP
Princeton, New Jersey
January 23, 2008
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Proxy Results
During the six-month period ended November 30, 2007, the shareholders* of
BlackRock Focus Growth Fund, Inc. voted on the following proposal, which was
approved at a special shareholders' meeting on September 7, 2007. This
proposal was a part of the reorganization of the Fund's Board of Directors
that took effect on November 1, 2007. A description of the proposal and number
of shares voted are as follows:
Shares Voted Shares Withheld
For From Voting
To elect the Fund's Board of Directors: James H. Bodurtha 27,848,946 902,220
Bruce R. Bond 27,845,275 905,891
Donald W. Burton 27,844,440 906,726
Richard S. Davis 27,844,076 907,090
Stuart E. Eizenstat 27,844,440 906,726
Laurence D. Fink 27,844,500 906,666
Kenneth A. Froot 27,845,275 905,891
Henry Gabbay 27,848,946 902,220
Robert M. Hernandez 27,845,275 905,891
John F. O'Brien 27,845,275 905,891
Roberta Cooper Ramo 27,849,781 901,385
Jean Margo Reid 27,847,548 903,618
David H. Walsh 27,848,946 902,220
Fred G. Weiss 27,849,781 901,385
Richard R. West 27,848,460 902,706
* As feeder fund of Master Focus Growth LLC, the shareholders of BlackRock
Focus Growth Fund, Inc. also voted to elect the above-named individuals
as Directors of Master Focus Growth LLC.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Officers and Directors
Number of
BlackRock-
Advised Funds
Position(s) and Portfolios
Name, Address Held with Length of Currently Public
and Year of Birth Fund Time Served Principal Occupation(s) During Past 5 Years Overseen Directorships
Non-Interested Directors*
James H. Bodurtha Director 1995 to Director, The China Business Group, Inc. since 37 Funds None
40 East 52nd Street present 1996 and Executive Vice President thereof from 99 Portfolios
New York, NY 10022 1996 to 2003; Chairman of the Board, Berkshire
1944 Holding Corporation since 1980; Partner, Squire,
Sanders & Dempsey (a law firm) from 1980 to
1993.
Bruce R. Bond Director 2007 to Trustee and member of the Governance Committee, 37 Funds Avaya, Inc. from
40 East 52nd Street present State Street Research mutual funds ("SSR Funds") 99 Portfolios 1983 to present.
New York, NY 10022 from 1997 to 2005.
1946
Donald W. Burton Director 2007 to Managing General Partner of The Burton Partnership, 37 Funds Knology, Inc.
40 East 52nd Street present Limited Partnership (an investment partnership) 99 Portfolios (telecommunica-
New York, NY 10022 since 1979; Managing General Partner of The South tions);
1944 Atlantic Venture Funds since 1983; Member of the Capital
Investment Advisory Council of the Florida State Southwest
Board of Administration since 2001. (financial).
Honorable Director 2007 to Partner and Head of International Practice, 37 Funds UPS Corporation,
Stuart E. Eizenstat present Covington and Burling (law firm) from 2001 to the 99 Portfolios 2005 to present.
40 East 52nd Street present. Deputy Secretary of the Treasury from
New York, NY 10022 1999 to 2001; Under Secretary of State for Economic,
1943 Business and Agricultural Affairs from 1997 to 1999;
Under Secretary of Commerce for International Trade
from 1996 to 1997; U.S. Ambassador to the European
Union from 1993 to 1996.
Kenneth A. Froot Director 2005 to Professor, Harvard University since 1992; 37 Funds None
40 East 52nd Street present Professor, Massachusetts Institute of 99 Portfolios
New York, NY 10022 Technology from 1986 to 1992.
1957
Robert M. Hernandez Director, 2007 to USX Corporation, (a diversified company 37 Funds ACE Limited
40 East 52nd Street Chairman of present principally engaged in energy and steel 99 Portfolios (insurance
New York, NY 10022 the Board of businesses); Director from 1991 to 2001; Vice company)
1944 Directors and Chairman and Chief Financial Officer from 1994 from 1995
Member of to 2001; Executive Vice President--Accounting to present;
the Audit and Finance and Chief Financial Officer Eastman
Committee from 1991 to 1994. Chemical
Company
from 2002
to present;
RTI
International
Metals,
Inc. from
1990 to
present.
John F. O'Brien Director 2007 to President and Chief Executive Officer of Allmerica 37 Funds Cabot Corporation
40 East 52nd Street present Financial Corporation (financial services holding 99 Portfolios (chemicals);
New York, NY 10022 company) from 1995 to 2002 and Director from 1995 LKQ Corporation
1943 to 2003; President of Allmerica Investment (auto parts
Management Co., Inc. (investment adviser) from manufacturing);
1989 to 2002, Director from 1989 to 2002 and TJX Companies,
Chairman of the Board from 1989 to 1990; President, Inc. (retailer).
Chief Executive Officer and Director of First
Allmerica Financial Life Insurance Company from
1989 to 2002 and Director of various other
Allmerica Financial companies until 2002;
Director from 1989 to 2006, Member of the
Governance Nominating Committee from 2004 to 2006,
Member of the Compensation Committee from 1989
to 2006 and Member of the Audit Committee from
1990 to 2004 of ABIOMED; Director, Member of the
Governance and Nomination Committee and Member of
the Audit Committee of Cabot Corporation since
1990; Director and Member of the Audit Committee
and Compensation Committee of LKQ Corporation
since 2003; Lead Director of TJX Companies, Inc.
since 1996; Trustee of the Woods Hole Oceanographic
Institute since 2003. Director, Ameresco, Inc.
since 2006. Director, Boston Lyric Opera since 2002.
* Directors serve until their resignation, removal or death,
or until December 31 of the year in which they turn 72.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Officers and Directors (continued)
Number of
BlackRock-
Advised Funds
Position(s) and Portfolios
Name, Address Held with Length of Currently Public
and Year of Birth Fund Time Served Principal Occupation(s) During Past 5 Years Overseen Directorships
Non-Interested Directors (concluded)*
Roberta Cooper Ramo Director 1999 to Shareholder, Modrall, Sperling, Roehl, Harris & 37 Funds None
40 East 52nd Street present Sisk, P.A. since 1993; President, American Bar 99 Portfolios
New York, NY 10022 Association from 1995 to 1996 and Member of the
1942 Board of Governors thereof from 1994 to 1997;
Shareholder, Poole, Kelly and Ramo, Attorneys at
Law P.C. from 1977 to 1993; Director of ECMC
Group (service provider to students, schools and
lenders) since 2001; Director, United New Mexico
Bank (now Wells Fargo) from 1983 to 1988; Director,
First National Bank of New Mexico (now Wells
Fargo) from 1975 to 1976; Vice President, American
Law Institute from 2004 to 2007 and President
elect thereof since 2007.
Jean Margo Reid Director 2007 to Self-employed consultant since 2001; Counsel of 37 Funds None
40 East 52nd Street present Alliance Capital Management (investment adviser) in 99 Portfolios
New York, NY 10022 2000; General Counsel, Director and Secretary of
1945 Sanford C. Bernstein & Co., Inc.
(investment adviser/broker-dealer) from 1997 to
2000; Secretary, Sanford C. Bernstein Fund, Inc.
from 1994 to 2000; Director and Secretary of
SCB, Inc. since 1998; Director and Secretary of SCB
Partners, Inc. since 2000; and Director of Covenant
House from 2001 to 2004.
David H. Walsh Director 2007 to Director, Ruckleshaus Institute and Haub School of 37 Funds None
40 East 52nd Street present Natural Resources at the University of Wyoming 99 Portfolios
New York, NY 10022 since 2006; Consultant with Putnam Investments from
1941 1993 to 2003, and employed in various capacities
therewith from 1973 to 1992; Director,
Massachusetts Audubon Society from 1990 to 1997;
Director, The National Audubon Society from 1998
to 2005; Director, The American Museum of Fly
Fishing since 1997.
Fred G. Weiss Director 2007 to Managing Director of FGW Associates since 1997; 37 Funds Watson
40 East 52nd Street and present Board member of certain BlackRock-advised funds 99 Portfolios Pharmaceutical
New York, NY 10022 Chairman of since 1998; Vice President, Planning, Investment Inc.
1941 the Board of and Development of Warner Lambert Co. from 1979 to (pharmaceutical
Directors 1997; Director of Michael J. Fox Foundation for company).
Parkinson's Research since 2000; Director, Watson
Pharmaceutical, Inc. (pharmaceutical company)
since 1999; Director of Osmotica Holdings Corp.
(a drug delivery technology company) since 2003;
Director of KIMC Investments, Inc. dba MedVance
Institute (a chain of for-profit allied health
training schools) since 2003.
Richard R. West Director 2007 to Professor of Finance from 1984 to 1995, Dean from 37 Funds Bowne & Co., Inc.
40 East 52nd Street and Member present 1984 to 1993 and since 1995 Dean Emeritus of New 99 Portfolios (financial
New York, NY 10022 of the Audit York University's Leonard N. Stern School of printers);
1938 Committee Business Administration. Vornado Realty
Trust (real
estate company);
Alexander's, Inc.
(real estate
company).
* Directors serve until their resignation, removal or death,
or until December 31 of the year in which they turn 72.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Officers and Directors (continued)
Number of
BlackRock-
Advised Funds
Position(s) and Portfolios
Name, Address Held with Length of Currently Public
and Year of Birth Fund Time Served Principal Occupation(s) During Past 5 Years Overseen Directorships
Interested Directors*
Richard S. Davis Director 2007 to Managing Director, BlackRock, Inc. since 2005; 184 Funds None
40 East 52nd Street present Chief Executive Officer, State Street Research & 289 Portfolios
New York, NY 10022 Management Company from 2000 to 2005; Chairman of
1945 the Board of Trustees, State Street Research mutual
funds ("SSR Funds") from 2000 to 2005; Senior Vice
President, Metropolitan Life Insurance Company from
1999 to 2000; Chairman SSR Realty from 2000 to 2004.
Laurence D. Fink Director 2007 to Chairman and Chief Executive Officer of BlackRock, 37 Funds None
40 East 52nd Street present Inc. since its formation in 1998 and of BlackRock, 99 Portfolios
New York, NY 10022 Inc.'s predecessor entities since 1988; Chairman
1952 of the Executive and Management Committees;
formerly, Managing Director of the First Boston
Corporation, Member of its Management Committee,
Co-head of its Taxable Fixed Income Division and
Head of its Mortgage and Real Estate Products
Group; Chairman of the Board of several of
BlackRock's alternative investment vehicles;
Director of several of BlackRock's offshore funds;
Member of the Board of Trustees of New York
University, Chair of the Financial Affairs
Committee and a member of the Executive Committee,
the Ad Hoc Committee on Board Governance, and the
Committee on Trustees; Co-Chairman of the NYU
Hospitals Center Board of Trustees, Chairman of the
Development/Trustee Stewardship Committee and
Chairman of the Finance Committee; Trustee of
The Boys' Club of New York.
Henry Gabbay Director 2007 to Consultant, BlackRock since 2007; Managing 183 Funds None
40 East 52nd Street present Director, BlackRock, Inc. from 1989 to June, 2007; 288 Portfolios
New York, NY 10022 Chief Administrative Officer, BlackRock Advisors,
1947 LLC from 1998 to 2007; President of BlackRock Funds
and BlackRock Bond Allocation Target Shares from
2005 to 2007; Treasurer of certain closed-end funds
in the Fund complex from 1989 to 2006.
* Messrs. Davis, Fink and Gabbay are all "interested persons," as
defined in the Investment Company Act of 1940, of the Fund based on their
positions with BlackRock, Inc. and its affiliates. Directors serve until
their resignation, removal or death, or until December 31 of the year in
which they turn 72.
Advisory Board Member
Joe Grills* Member 2007 to Member of the Committee of Investment of Employee 37 Funds Kimco
40 East 52nd Street of the present Benefit Assets of the Association of Financial 99 Portfolios Realty
New York, NY 10022 Advisory Professionals ("CIEBA") since 1986; Member of Corporation
1935 Board CIEBA's Executive Committee since 1988 and its
Chairman from 1991 to 1992; Assistant Treasurer
of International Business Machines Corporation
("IBM") and Chief Investment Officer of IBM
Retirement Funds from 1986 to 1993; Member of the
Investment Advisory Committee of the State of New
York Common Retirement Fund from 1989 to 2006;
Member of the Investment Advisory Committee of the
Howard Hughes Medical Institute from 1997 to 2000;
Director, Duke University Management Company from
1992 to 2004, Vice Chairman thereof from 1998 to
2004, and Director Emeritus thereof since 2004;
Director, LaSalle Street Fund from 1995 to 2001;
Director, Kimco Realty Corporation since 1997;
Member of the Investment Advisory Committee of the
Virginia Retirement System since 1998, Vice
Chairman thereof from 2002 to 2005, and Chairman
thereof since 2005; Director, Montpelier Foundation
since 1998, its Vice Chairman from 2000 to 2006,
and Chairman, thereof, since 2006; Member of the
Investment Committee of the Woodberry Forest School
since 2000; Member of the Investment Committee of
the National Trust for Historic Preservation since
2000.
* Joe Grills resigned from the Advisory Board of the Fund effective December 31, 2007.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Officers and Directors (concluded)
Position(s)
Held with
Name, Address Fund/ Length of
and Year of Birth Master LLC Time Served Principal Occupation(s) During Past 5 Years
Fund Officers*
Donald C. Burke Fund 2007 to Managing Director of BlackRock, Inc. since 2006; Formerly Managing Director of
40 East 52nd Street President present Merrill Lynch Investment Managers, L.P. ("MLIM") and Fund Asset Management, L.P.
New York, NY 10022 and Chief ("FAM") in 2006; First Vice President thereof from 1997 to 2005; Treasurer thereof
1960 Executive from 1999 to 2006 and Vice President thereof from 1990 to 1997.
Officer
Anne F. Ackerley Vice 2007 to Managing Director of BlackRock, Inc. since 2000 and First Vice President and Chief
40 East 52nd Street President present Operating Officer of Mergers and Acquisitions Group from 1997 to 2000; First Vice
New York, NY 10022 President and Chief Operating Officer of Public Finance Group thereof from 1995 to
1962 1997; Formerly First Vice President of Emerging Markets Fixed Income Research of
Merrill Lynch & Co., Inc. from 1994 to 1995.
Howard Surloff Secretary 2007 to Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock,
40 East 52nd Street present Inc. since 2006; Formerly General Counsel (U.S.) of Goldman Sachs Asset Management,
New York, NY 10022 L.P. from 1993 to 2006.
1965
Brian P. Kindelan Chief 2007 to Chief Compliance Officer of the Funds since 2007 and Anti-Money Laundering Officer
40 East 52nd Street Compliance present of BlackRock, Inc. since 2007; Managing Director and Senior Counsel thereof since
New York, NY 10022 Officer January 2005; Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 to
1959 2004 and Vice President and Senior Counsel, thereof from 1998 to 2000; Senior Counsel
of PNC Bank Corp. from 1995 to 1998.
Neal J. Andrews Chief 2007 to Managing Director of Administration and Operations Group BlackRock, Inc., since 2006;
40 East 52nd Street Financial present Formerly Senior Vice President and Line of Business Head of Fund Accounting and
New York, NY 10022 Officer Administration at PFPC Inc., from 1992 to 2006.
1966
Jay M. Fife Treasurer 2007 to Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Formerly
40 East 52nd Street present Assistant Treasurer of the MLIM/FAM advised funds from 2005 to 2006; Director of MLIM
New York, NY 10022 Fund Services Group from 2001 to 2006.
1970
* Officers of the Fund/Master LLC serve at the pleasure of the Board of Directors.
Further information about the Fund's Officers and Directors is available in
the Fund's Statement of Additional Information, which can be obtained without
charge by calling 800-441-7762.
Custodian
The Bank of New York Mellon
New York, NY 10286
Transfer Agent
PFPC Inc.
Wilmington, DE 19809
Accounting Agent
State Street Bank and
Trust Company
Princeton, NJ 08540
Independent Registered Public
Accounting Firm
Deloitte & Touche LLP
Princeton, NJ 08540
Legal Counsel
Willkie Farr &
Gallagher LLP
New York, NY 10019
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
BlackRock Fund Information
BlackRock Privacy Principles
BlackRock is committed to maintaining the privacy of its current and former
fund investors and individual clients (collectively, "Clients") and to
safeguarding their nonpublic personal information. The following information
is provided to help you understand what personal information BlackRock
collects, how we protect that information and why in certain cases we share
such information with select parties.
If you are located in a jurisdiction where specific laws, rules or regulations
require BlackRock to provide you with additional or different privacy-related
rights beyond what is set forth below, then BlackRock will comply with those
specific laws, rules or regulations.
BlackRock obtains or verifies personal nonpublic 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 Web sites.
BlackRock does not sell or disclose to nonaffiliated 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 nonaffiliated 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
nonpublic 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 nonpublic personal information of its Clients, including procedures
relating to the proper storage and disposal of such information.
Availability of Additional Information
Electronic copies of most financial reports and prospectuses are available on
the Fund's Web site or shareholders can sign up for e-mail notifications of
quarterly statements, annual and semi-annual reports and prospectuses by
enrolling in the Fund's electronic delivery program.
To enroll:
Shareholders Who Hold Accounts with Investment Advisers, Banks or Brokerages:
Please contact your financial advisor. Please note that not all investment
advisers, banks or brokerages may offer this service.
Shareholders Who Hold Accounts Directly with BlackRock:
1) Access the BlackRock Web site at
http://www.blackrock.com/edelivery
2) Select "eDelivery" under the "More Information" section
3) Log into your account
The Fund will mail only one copy of shareholder documents, including
prospectuses, annual and semi-annual reports and proxy statements, to
shareholders with multiple accounts at the same address. This practice is
commonly called "householding" and it is intended to reduce expenses and
eliminate duplicate mailings of shareholder documents. Mailings of your
shareholder documents may be householded indefinitely unless you instruct us
otherwise. If you do not want the mailing of these documents to be combined
with those for other members of your household, please contact the Fund at
(800) 441-7762.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
BlackRock Fund Information (concluded)
Availability of Additional Information (concluded)
Availability of Proxy Voting Policies and Procedures
The Fund has delegated proxy voting responsibilities to BlackRock and its
affiliates, subject to the general oversight of the Fund's Board of Directors.
A description of the policies and procedures that BlackRock and its affiliates
use to determine how to vote proxies relating to portfolio securities is
available without charge, upon request, on our Web site at www.blackrock.com,
by calling (800) 441-7762, or on the Web site of the Securities and Exchange
Commission (the "Commission") at http://www.sec.gov.
Availability of Proxy Voting Record
Information on how proxies relating to the Fund's voting securities were
voted (if any) by BlackRock during the most recent 12-month period ended
June 30 is available, upon request and without charge, on our Web site at
www.blackrock.com, by calling (800) 441-7762 or on the Web site of the
Commission at http://www.sec.gov.
Availability of Quarterly Portfolio Schedule
The Fund files its complete schedule of portfolio holdings for the first and
third quarters of its fiscal year with the Commission on Form N-Q. The Fund's
Forms N-Q are available on the Commission's Web site at http://www.sec.gov and
may be reviewed and copied at the Commission's Public Reference Room in
Washington, D.C. Information regarding the operation of the Public Reference
Room may be obtained by calling (800) SEC-0330. The Fund's Forms N-Q may also
be obtained upon request, without charge, by calling (800) 441-7762.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Shareholder Privileges
Account Information
Call us at (800) 441-7762 8:00 AM - 6:00 PM EST to get information about your
account balances, recent transactions and share prices. You can also reach us
on the Web at www.blackrock.com/funds.
Automatic Investment Plans
Investor Class shareholders who want to invest regularly can arrange to have
$50 or more automatically deducted from their checking or savings account and
invested in any of the BlackRock funds.
Systematic Withdrawal Plans
Investor Class shareholders can establish a systematic withdrawal plan and
receive periodic payments of $50 or more from their BlackRock funds, as long
as their account is at least $10,000.
Retirement Plans
Shareholders may make investments in conjunction with Traditional, Rollover,
Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
A World-Class Mutual Fund Family
BlackRock offers a diverse lineup of open-end mutual funds crossing all
investment styles and managed by experts in equity, fixed income and tax-
exempt investing.
Equity Funds
BlackRock All-Cap Global Resources Portfolio
BlackRock Aurora Portfolio
BlackRock Asset Allocation Portfolio++
BlackRock Balanced Capital Fund++
BlackRock Basic Value Fund
BlackRock Capital Appreciation Portfolio
BlackRock Developing Capital Markets Fund
BlackRock Equity Dividend Fund
BlackRock EuroFund
BlackRock Focus Growth Fund
BlackRock Focus Value Fund
BlackRock Fundamental Growth Fund
BlackRock Global Allocation Fund++
BlackRock Global Dynamic Equity Fund
BlackRock Global Financial Services Fund
BlackRock Global Growth Fund
BlackRock Global Opportunities Portfolio
BlackRock Global Resources Portfolio
BlackRock Global Science & Technology
Opportunities Portfolio
BlackRock Global SmallCap Fund
BlackRock Healthcare Fund
BlackRock Health Sciences Opportunities Portfolio*
BlackRock Index Equity Portfolio*
BlackRock International Fund
BlackRock International Index Fund
BlackRock International Opportunities Portfolio*
BlackRock International Value Fund
BlackRock Large Cap Core Fund
BlackRock Large Cap Growth Fund
BlackRock Large Cap Value Fund
BlackRock Latin America Fund
BlackRock Mid-Cap Growth Equity Portfolio
BlackRock Mid-Cap Value Equity Portfolio
BlackRock Mid Cap Value Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Pacific Fund
BlackRock Small Cap Core Equity Portfolio
BlackRock Small Cap Growth Equity Portfolio
BlackRock Small Cap Growth Fund II
BlackRock Small Cap Index Fund
BlackRock Small Cap Value Equity Portfolio*
BlackRock Small/Mid-Cap Growth Portfolio
BlackRock S&P 500 Index Fund
BlackRock Technology Fund
BlackRock U.S. Opportunities Portfolio
BlackRock Utilities and Telecommunications Fund
BlackRock Value Opportunities Fund
Fixed Income Funds
BlackRock Commodity Strategies Fund
BlackRock Enhanced Income Portfolio
BlackRock GNMA Portfolio
BlackRock Government Income Portfolio
BlackRock High Income Fund
BlackRock High Yield Bond Portfolio
BlackRock Inflation Protected Bond Portfolio
BlackRock Intermediate Bond Portfolio II
BlackRock Intermediate Government
Bond Portfolio
BlackRock International Bond Portfolio
BlackRock Low Duration Bond Portfolio
BlackRock Managed Income Portfolio
BlackRock Short-Term Bond Fund
BlackRock Total Return Fund
BlackRock Total Return Portfolio II
BlackRock World Income Fund
Municipal Bond Funds
BlackRock AMT-Free Municipal Bond Portfolio
BlackRock California Insured Municipal Bond Fund
BlackRock Delaware Municipal Bond Portfolio
BlackRock Florida Municipal Bond Fund
BlackRock High Yield Municipal Fund
BlackRock Intermediate Municipal Fund
BlackRock Kentucky Municipal Bond Portfolio
BlackRock Municipal Insured Fund
BlackRock National Municipal Fund
BlackRock New Jersey Municipal Bond Fund
BlackRock New York Municipal Bond Fund
BlackRock Ohio Municipal Bond Portfolio
BlackRock Pennsylvania Municipal Bond Fund
BlackRock Short-Term Municipal Fund
Target Risk & Target Date Funds
BlackRock Prepared Portfolios
Conservative Prepared Portfolio
Moderate Prepared Portfolio
Growth Prepared Portfolio
Aggressive Growth Prepared Portfolio
BlackRock Lifecycle Prepared Portfolios
Prepared Portfolio 2010
Prepared Portfolio 2015
Prepared Portfolio 2020
Prepared Portfolio 2025
Prepared Portfolio 2030
Prepared Portfolio 2035
Prepared Portfolio 2040
Prepared Portfolio 2045
Prepared Portfolio 2050
* See the prospectus for information on specific limitations
on investments in the fund.
++ Mixed asset fund.
BlackRock mutual funds are distributed by BlackRock Distributors, Inc. and
certain funds are also distributed by FAM Distributors, Inc. You should
consider the investment objectives, risks, charges and expenses of the funds
under consideration carefully before investing. Each fund's prospectus
contains this and other information and is available at www.blackrock.com or
by calling 800-882-0052 or from your financial advisor. The prospectus should
be read carefully before investing.
BLACKROCK FOCUS GROWTH FUND, INC. NOVEMBER 30, 2007
Item 2 - Code of Ethics - The registrant (or the "Fund") has adopted
a code of ethics, as of the end of the period covered by this
report, applicable to the registrant's principal executive officer,
principal financial officer and principal accounting officer, or
persons performing similar functions. During the period covered by
this report, there have been no amendments to or waivers granted
under the code of ethics. A copy of the code of ethics is available
without charge at www.blackrock.com.
Item 3 - Audit Committee Financial Expert - The registrant's board
of directors or trustees, as applicable (the "board of directors")
has determined that (i) the registrant has the following audit
committee financial experts serving on its audit committee and (ii)
each audit committee financial expert is independent:
Robert M. Hernandez (term began, effective November 1, 2007)
Joe Grills (term ended, effective November 1, 2007)
Robert S. Salomon, Jr. (not reappointed to the Audit Committee,
effective November 1, 2007)
Fred G. Weiss (term began, effective November 1, 2007)
Richard R. West (term began, effective November 1, 2007)
Under applicable securities laws, a person determined to be an audit
committee financial expert will not be deemed an "expert" for any
purpose, including without limitation for the purposes of Section 11
of the Securities Act of 1933, as a result of being designated or
identified as an audit committee financial expert. The designation
or identification as an audit committee financial expert does not
impose on such person any duties, obligations, or liabilities
greater than the duties, obligations, and liabilities imposed on
such person as a member of the audit committee and board of
directors in the absence of such designation or identification.
Item 4 - Principal Accountant Fees and Services
(a) Audit Fees (b) Audit-Related Fees 1 (c) Tax Fees 2 (d) All Other Fees 3
Entity Name Current Previous Current Previous Current Previous Current Previous
Fiscal Fiscal Fiscal Fiscal Fiscal Fiscal Fiscal Fiscal
Year End Year End Year End Year End Year End Year End Year End Year End
BlackRock Focus
Growth Fund, Inc. $6,600 $6,600 $0 $0 $6,100 $6,000 $1,042 $0
Master Focus
Growth LLC $26,400 $26,400 $0 $0 $0 $0 $0 $0
1 The nature of the services include assurance and related services
reasonably related to the performance of the audit of financial
statements not included in Audit Fees.
2 The nature of the services include tax compliance, tax advice and
tax planning.
3 The nature of the services include a review of compliance
procedures and attestation thereto.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The registrant's audit committee (the "Committee") has adopted
policies and procedures with regard to the pre-approval of services.
Audit, audit-related and tax compliance services provided to the
registrant on an annual basis require specific pre-approval by the
Committee. The Committee also must approve other non-audit services
provided to the registrant and those non-audit services provided to
the registrant's affiliated service providers that relate directly
to the operations and the financial reporting of the registrant.
Certain of these non-audit services that the Committee believes are
a) consistent with the SEC's auditor independence rules and b)
routine and recurring services that will not impair the independence
of the independent accountants may be approved by the Committee
without consideration on a specific case-by-case basis ("general pre-
approval"). However, such services will only be deemed pre-approved
provided that any individual project does not exceed $5,000
attributable to the registrant or $50,000 for all of the registrants
the Committee oversees. Any proposed services exceeding the pre-
approved cost levels will require specific pre-approval by the
Committee, as will any other services not subject to general pre-
approval (e.g., unanticipated but permissible services). The
Committee is informed of each service approved subject to general
pre-approval at the next regularly scheduled in-person board
meeting.
(e)(2) None of the services described in each of Items 4(b) through
(d) were approved by the audit committee pursuant to paragraph
(c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not Applicable
(g) Affiliates' Aggregate Non-Audit Fees:
Entity Name Current Fiscal Year End Previous Fiscal Year End
BlackRock Focus
Growth Fund, Inc. $291,642 $3,144,117
Master Focus
Growth LLC $284,500 $3,138,117
(h) The registrant's audit committee has considered and determined
that the provision of non-audit services that were rendered to the
registrant's investment adviser (not including any non-affiliated
sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by the registrant's investment
adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services
to the registrant that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with
maintaining the principal accountant's independence.
Regulation S-X Rule 2-01(c)(7)(ii) - $284,500, 0%
Item 5 -Audit Committee of Listed Registrants - Not Applicable
Item 6 - Schedule of Investments - The registrant's Schedule of
Investments is included as part of the Report to Stockholders filed
under Item 1 of this form.
Item 7 -Disclosure of Proxy Voting Policies and Procedures for
Closed-End Management Investment Companies - Not Applicable
Item 8 - Portfolio Managers of Closed-End Management Investment
Companies - Not Applicable
Item 9 -Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers - Not Applicable
Item 10 - Submission of Matters to a Vote of Security Holders - The
registrant's Nominating and Governance Committee will consider
nominees to the Board recommended by shareholders when a vacancy
becomes available. Shareholders who wish to recommend a nominee
should send nominations which include biographical information and
set forth the qualifications of the proposed nominee to the
registrant's Secretary. There have been no material changes to
these procedures.
Item 11 - Controls and Procedures
11(a) - The registrant's principal executive and principal financial
officers or persons performing similar functions have concluded that
the registrant's disclosure controls and procedures (as defined in
Rule 30a-3(c) under the Investment Company Act of 1940, as amended
(the "1940 Act")) are effective as of a date within 90 days of the
filing of this report based on the evaluation of these controls and
procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-
15(b) under the Securities and Exchange Act of 1934, as amended.
11(b) - There were no changes in the registrant's internal control
over financial reporting (as defined in Rule 30a-3(d) under the 1940
Act) that occurred during the second fiscal quarter of the period
covered by this report that have materially affected, or are
reasonably likely to materially affect, the registrant's internal
control over financial reporting.
Item 12 - Exhibits attached hereto
12(a)(1) - Code of Ethics - See Item 2
12(a)(2) - Certifications - Attached hereto
12(a)(3) - Not Applicable
12(b) - Certifications - Attached hereto
Pursuant to the requirements of the Securities Exchange Act of 1934
and the Investment Company Act of 1940, the registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
BlackRock Focus Growth Fund, Inc. and Master Focus Growth LLC
By: /s/ Donald C. Burke
-------------------
Donald C. Burke,
Chief Executive Officer (principal executive officer) of
BlackRock Focus Growth Fund, Inc. and
Master Focus Growth LLC
Date: January 16, 2008
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/ Donald C. Burke
-------------------
Donald C. Burke,
Chief Executive Officer (principal executive officer) of
BlackRock Focus Growth Fund, Inc. and
Master Focus Growth LLC
Date: January 16, 2008
By: /s/ Neal J. Andrews
-------------------
Neal J. Andrews,
Chief Financial Officer (principal financial officer) of
BlackRock Focus Growth Fund, Inc. and
Master Focus Growth LLC
Date: January 16, 2008