UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21162 Name of Fund: BlackRock Principal Protected Trust Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809 Name and address of agent for service: Anne Ackerley, Chief Executive Officer, BlackRock Principal Protected Trust, 55 East 52(nd) Street, New York City, NY 10055. Registrant's telephone number, including area code: (800) 441-7762 Date of fiscal year end: BlackRock Core Principal Protected Fund 9/30 BlackRock Basic Value Principal Protected Fund 6/30 BlackRock Fundamental Growth Principal Protected Fund 8/31 Date of reporting period: 07/01/2009 -- 06/30/2010 Item 1 -- Proxy Voting Record -- Attached hereto. Pursuant to the requirements of 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 Principal Protected Trust By: /s/ Anne Ackerley Anne Ackerley Chief Executive Officer of BlackRock Principal Protected Trust Date: August 23, 2010 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21162 Reporting Period: 07/01/2009 - 06/30/2010 BlackRock Principal Protected Trust =================== BLACKROCK CORE PRINCIPAL PROTECTED FUND ==================== There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ================ BLACKROCK BASIC VALUE PRINCIPAL PROTECTED FUND ================ ANALOG DEVICES, INC. Ticker: ADI Security ID: 032654105 Meeting Date: JUL 20, 2009 Meeting Type: Special Record Date: JUN 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Stock Option Exchange Program For Against Management - -------------------------------------------------------------------------------- CLOROX COMPANY, THE Ticker: CLX Security ID: 189054109 Meeting Date: NOV 18, 2009 Meeting Type: Annual Record Date: SEP 21, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel Boggan, Jr. For For Management 1.2 Elect Director Richard H. Carmona For For Management 1.3 Elect Director Tully M. Friedman For For Management 1.4 Elect Director George J. Harad For For Management 1.5 Elect Director Donald R. Knauss For For Management 1.6 Elect Director Robert W. Matschullat For For Management 1.7 Elect Director Gary G. Michael For For Management 1.8 Elect Director Edward A. Mueller For For Management 1.9 Elect Director Jan L. Murley For For Management 1.10 Elect Director Pamela Thomas-Graham For For Management 1.11 Elect Director Carolyn M. Ticknor For For Management 2 Ratify Auditors For For Management 3 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 21, 2009 Meeting Type: Annual Record Date: JUL 23, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Bradbury H. Anderson For For Management 2 Elect Director R. Kerry Clark For For Management 3 Elect Director Paul Danos For For Management 4 Elect Director William T. Esrey For For Management 5 Elect Director Raymond V. Gilmartin For For Management 6 Elect Director Judith Richards Hope For For Management 7 Elect Director Heidi G. Miller For For Management 8 Elect Director Hilda Ochoa-Brillembourg For For Management 9 Elect Director Steve Odland For For Management 10 Elect Director Kendall J. Powell For For Management 11 Elect Director Lois E. Quam For For Management 12 Elect Director Michael D. Rose For For Management 13 Elect Director Robert L. Ryan For For Management 14 Elect Director Dorothy A. Terrell For For Management 15 Approve Omnibus Stock Plan For For Management 16 Ratify Auditors For For Management 17 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- MAXIM INTEGRATED PRODUCTS, INC. Ticker: MXIM Security ID: 57772K101 Meeting Date: DEC 10, 2009 Meeting Type: Annual Record Date: OCT 15, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tunc Doluca For For Management 1.2 Elect Director B. Kipling Hagopian For For Management 1.3 Elect Director James R. Bergman For Withhold Management 1.4 Elect Director Joseph R. Bronson For For Management 1.5 Elect Director Robert E. Grady For Withhold Management 1.6 Elect Director William D. Watkins For For Management 1.7 Elect Director A.R. Frank Wazzan For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Amend Omnibus Stock Plan For For Management 5 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- MICRON TECHNOLOGY, INC. Ticker: MU Security ID: 595112103 Meeting Date: DEC 10, 2009 Meeting Type: Annual Record Date: OCT 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven R. Appleton For For Management 2 Elect Director Teruaki Aoki For For Management 3 Elect Director James W. Bagley For For Management 4 Elect Director Robert L. Bailey For For Management 5 Elect Director Mercedes Johnson For For Management 6 Elect Director Lawrence N. Mondry For For Management 7 Elect Director Robert E. Switz For For Management 8 Approve Executive Incentive Bonus Plan For For Management 9 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: H5833N103 Meeting Date: OCT 29, 2009 Meeting Type: Special Record Date: SEP 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Director Gordon T. Hall For Did Not Vote Management 1.2 Director Jon A. Marshall For Did Not Vote Management 2 Approval Of The Amendment And For Did Not Vote Management Restatement Of The Noble Corporation 1991 Stock Option And Restricted Stock Plan effective As Of October 29, 2009 - -------------------------------------------------------------------------------- SCHERING-PLOUGH CORP. Ticker: SGP Security ID: 806605101 Meeting Date: AUG 7, 2009 Meeting Type: Special Record Date: JUN 22, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with For For Management Acquisition 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: JUL 20, 2009 Meeting Type: Annual Record Date: JUN 5, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3.1 Elect Director Robert M. Amen For For Management 3.2 Elect Director Michael J. Critelli For For Management 3.3 Elect Director Frances D. Fergusson For For Management 3.4 Elect Director Victor F. Ganzi For For Management 3.5 Elect Director Robert Langer For For Management 3.6 Elect Director John P. Mascotte For For Management 3.7 Elect Director Raymond J. McGuire For For Management 3.8 Elect Director Mary Lake Polan For For Management 3.9 Elect Director Bernard Poussot For For Management 3.10 Elect Director Gary L. Rogers For For Management 3.11 Elect Director John R. Torell III For For Management 4 Ratify Auditors For For Management 5 Report on Political Contributions Against Against Shareholder 6 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings ============ BLACKROCK FUNDAMENTAL GROWTH PRINCIPAL PROTECTED FUND ============= CHECK POINT SOFTWARE TECHNOLOGIES LTD. Ticker: CHKP Security ID: M22465104 Meeting Date: JUL 29, 2009 Meeting Type: Annual Record Date: JUN 22, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Director Gil Shwed For For Management 1.2 Director Marius Nacht For For Management 1.3 Director Jerry Ungerman For For Management 1.4 Director Dan Propper For For Management 1.5 Director David Rubner For For Management 1.6 Director Tal Shavit For For Management 2 Reelection Of Outside Director: Yoav For For Management Chelouche 3 Reelection Of Outside Director: Guy For For Management Gecht 4 Authorize The Chairman Of The Board Of For For Management Directors To Continue Serving As Chairman Of The Board Of Directors And The Chief Executive Officer For Up To Three Years 5 Ratify The Appointment And Compensation For For Management Of Check Point's Independent Public Accountants 6 Approve Compensation To Check Point's For Against Management Chief Executive Officer Who Is Also The Chairman Of The Board Of Directors 7 I Am A Controlling Shareholder None Abstain Management 8 I Have A Personal Interest in Item 6 None Abstain Management - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 12, 2009 Meeting Type: Annual Record Date: SEP 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Carol A. Bartz For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Michael D. Capellas For For Management 4 Elect Director Larry R. Carter For For Management 5 Elect Director John T. Chambers For For Management 6 Elect Director Brian L. Halla For For Management 7 Elect Director John L. Hennessy For For Management 8 Elect Director Richard M. Kovacevich For For Management 9 Elect Director Roderick C. McGeary For For Management 10 Elect Director Michael K. Powell For For Management 11 Elect Director Arun Sarin For For Management 12 Elect Director Steven M. West For For Management 13 Elect Director Jerry Yang For For Management 14 Amend Omnibus Stock Plan For For Management 15 Amend Qualified Employee Stock Purchase For For Management Plan 16 Ratify Auditors For For Management 17 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 18 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 19 Report on Internet Fragmentation Against Against Shareholder - -------------------------------------------------------------------------------- LAM RESEARCH CORPORATION Ticker: LRCX Security ID: 512807108 Meeting Date: NOV 5, 2009 Meeting Type: Annual Record Date: SEP 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Bagley For For Management 1.2 Elect Director David G. Arscott For For Management 1.3 Elect Director Robert M. Berdahl For For Management 1.4 Elect Director Richard J. Elkus, Jr. For For Management 1.5 Elect Director Grant M. Inman For For Management 1.6 Elect Director Catherine P. Lego For For Management 1.7 Elect Director Stephen G. Newberry For For Management 1.8 Elect Director Patricia S. Wolpert For For Management 2 Eliminate Cumulative Voting For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MICRON TECHNOLOGY, INC. Ticker: MU Security ID: 595112103 Meeting Date: DEC 10, 2009 Meeting Type: Annual Record Date: OCT 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven R. Appleton For For Management 2 Elect Director Teruaki Aoki For For Management 3 Elect Director James W. Bagley For For Management 4 Elect Director Robert L. Bailey For For Management 5 Elect Director Mercedes Johnson For For Management 6 Elect Director Lawrence N. Mondry For For Management 7 Elect Director Robert E. Switz For For Management 8 Approve Executive Incentive Bonus Plan For For Management 9 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 19, 2009 Meeting Type: Annual Record Date: SEP 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director William H. Gates, III For For Management 2 Elect Director Steven A. Ballmer For For Management 3 Elect Director Dina Dublon For For Management 4 Elect Director Raymond V. Gilmartin For For Management 5 Elect Director Reed Hastings For For Management 6 Elect Director Maria Klawe For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Ratify Auditors For For Management 11 Permit Right to Call Special Meeting For For Management 12 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 13 Adopt Principles for Health Care Reform Against Against Shareholder 14 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 7, 2009 Meeting Type: Annual Record Date: AUG 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Berg For For Management 1.2 Elect Director H. Raymond Bingham For For Management 1.3 Elect Director Michael J. Boskin For For Management 1.4 Elect Director Safra A. Catz For For Management 1.5 Elect Director Bruce R. Chizen For For Management 1.6 Elect Director George H. Conrades For For Management 1.7 Elect Director Lawrence J. Ellison For For Management 1.8 Elect Director Hector Garcia-Molina For For Management 1.9 Elect Director Jeffrey O. Henley For For Management 1.10 Elect Director Donald L. Lucas For For Management 1.11 Elect Director Charles E. Phillips, Jr. For For Management 1.12 Elect Director Naomi O. Seligman For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 5 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 6 Stock Retention/Holding Period Against For Shareholder - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 13, 2009 Meeting Type: Annual Record Date: AUG 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kenneth I. Chenault For For Management 2 Elect Director Scott D. Cook For For Management 3 Elect Director Rajat K. Gupta For For Management 4 Elect Director A.G. Lafley For For Management 5 Elect Director Charles R. Lee For For Management 6 Elect Director Lynn M. Martin For For Management 7 Elect Director Robert A. McDonald For For Management 8 Elect Director W. James McNerney, Jr. For For Management 9 Elect Director Johnathan A. Rodgers For For Management 10 Elect Director Ralph Snyderman For For Management 11 Elect Director Mary Agnes Wilderotter For For Management 12 Elect Director Patricia A. Woertz For For Management 13 Elect Director Ernesto Zedillo For For Management 14 Ratify Auditors For For Management 15 Amend Code of Regulations For For Management 16 Approve Omnibus Stock Plan For For Management 17 Provide for Cumulative Voting Against Against Shareholder 18 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- SEAGATE TECHNOLOGY Ticker: STX Security ID: G7945J104 Meeting Date: OCT 28, 2009 Meeting Type: Annual Record Date: SEP 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Stephen J. Luczo as Director For For Management 1b Election Frank J. Biondi, Jr. as For For Management Director 1c Election William W. Bradley as Director For For Management 1d Election David F. Marquardt as Director For For Management 1e Election Lydia M. Marshall as Director For For Management 1f Election Albert A. Pimentel as Director For For Management 1g Election C.S. Park as Director For For Management 1h Election Gregorio Reyes as Director For For Management 1i Election John W. Thompson as Director For For Management 1j Election Edward J. Zander as Director For For Management 2 Increase Number of Shares Reserved For For Management Under Seagate Technology's Employee Stock Purchase Plan in the Amount of 10 Million Shares 3 Approve Employee Stock Option Exchange For Against Management Program 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Transact Other Business (Non-Voting) None None Management ========== END NPX REPORT