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: 811-23339

Name of Fund:  BlackRock Funds V

                                    BlackRock Floating Rate Income Portfolio                               

Fund Address:   100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service:  John M. Perlowski, Chief Executive Officer, BlackRock Funds V, 50 Hudson Yards, New York, NY 10001

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

Date of fiscal year end: 07/31/2023

Date of reporting period: 07/31/2023

Item 1 – Report to Stockholders

(a)

The Report to Shareholders is attached herewith.

(b)

Not Applicable

JULY

31,

2023

Not

FDIC

Insured

-

May

Lose

Value

-

No

Bank

Guarantee

2023

Annual

Report

BlackRock

Funds

V

BlackRock

Floating

Rate

Income

Portfolio

Dear

Shareholder,

Despite

an

uncertain

economic

landscape

during

the

12-month

reporting

period

ended

July

31,

2023,

the

resilience

of

the

U.S.

economy

in

the

face

of

ever

tighter

financial

conditions

provided

an

encouraging

backdrop

for

investors.

While

inflation

was

near

multi-decade

highs

at

the

beginning

of

the

period,

it

declined

precipitously

as

commodity

prices

dropped.

Labor

shortages

also

moderated,

although

wages

continued

to

grow

and

unemployment

rates

reached

the

lowest

levels

in

decades.

This

robust

labor

market

powered

further

growth

in

consumer

spending,

backstopping

the

economy.

Equity

returns

were

solid,

as

the

durability

of

consumer

sentiment

eased

investors’

concerns

about

the

economy’s

trajectory.

The

U.S.

economy

resumed

growth

in

the

third

quarter

of

2022

and

continued

to

expand

thereafter.

Most

major

classes

of

equities

advanced,

including

large-

and

small-capitalization

U.S.

stocks

and

equities

from

developed

and

emerging

markets.

The

10-year

U.S.

Treasury

yield

rose

during

the

reporting

period,

driving

its

price

down,

as

investors

reacted

to

elevated

inflation

and

attempted

to

anticipate

future

interest

rate

changes.

The

corporate

bond

market

also

faced

inflationary

headwinds,

although

high-yield

corporate

bond

prices

fared

significantly

better

than

investment-

grade

bonds

as

demand

from

yield-seeking

investors

remained

strong.

The

U.S.

Federal

Reserve

(the

“Fed”),

acknowledging

that

inflation

has

been

more

persistent

than

expected,

raised

interest

rates

seven

times

during

the

12-month

period

ended

July

31,

2023.

Furthermore,

the

Fed

wound

down

its

bond-buying

programs

and

incrementally

reduced

its

balance

sheet

by

not

replacing

securities

that

reach

maturity.

However,

the

Fed

declined

to

raise

interest

rates

at

its

June

2023

meeting,

the

first

time

it

paused

its

tightening

in

the

current

cycle,

before

again

raising

rates

in

July

2023.

Supply

constraints

appear

to

have

become

an

embedded

feature

of

the

new

macroeconomic

environment,

making

it

difficult

for

developed

economies

to

increase

production

without

sparking

higher

inflation.

Geopolitical

fragmentation

and

an

aging

population

risk

further

exacerbating

these

constraints,

keeping

the

labor

market

tight

and

wage

growth

high.

Although

the

Fed

has

decelerated

the

pace

of

interest

rate

hikes

and

recently

opted

for

a

pause,

we

believe

that

the

new

economic

regime

means

that

the

Fed

will

need

to

maintain

high

rates

for

an

extended

period

to

keep

inflation

under

control.

Furthermore,

ongoing

structural

changes

may

mean

that

the

Fed

will

be

hesitant

to

cut

interest

rates

in

the

event

of

faltering

economic

activity

lest

inflation

accelerate

again.

We

believe

investors

should

expect

a

period

of

higher

volatility

as

markets

adjust

to

the

new

economic

reality

and

policymakers

attempt

to

adapt.

While

we

favor

an

overweight

position

to

developed

market

equities

in

the

long

term,

we

prefer

an

underweight

stance

in

the

near-term.

Expectations

for

corporate

earnings

remain

elevated,

which

seems

inconsistent

with

macroeconomic

constraints.

Nevertheless,

we

are

overweight

on

emerging

market

stocks

in

the

near-term

as

growth

trends

for

emerging

markets

appear

brighter.

We

also

believe

that

stocks

with

an

A.I.

tilt

should

benefit

from

an

investment

cycle

that

is

set

to

support

revenues

and

margins.

We

are

neutral

on

credit

overall

amid

tightening

credit

and

financial

conditions;

however,

there

are

selective

opportunities

in

the

near

term.

For

fixed

income

investing

with

a

six-

to

twelve-month

horizon,

we

see

the

most

attractive

investments

in

short-term

U.S.

Treasuries,

U.S.

inflation-linked

bonds,

U.S.

mortgage-backed

securities,

and

hard-currency

emerging

market

bonds.

Overall,

our

view

is

that

investors

need

to

think

globally,

position

themselves

to

be

prepared

for

a

decarbonizing

economy,

and

be

nimble

as

market

conditions

change.

We

encourage

you

to

talk

with

your

financial

advisor

and

visit

blackrock.com

for

further

insight

about

investing

in

today’s

markets.

Sincerely,

Rob

Kapito

President,

BlackRock

Advisors,

LLC

The

Markets

in

Review

Rob

Kapito

President,

BlackRock

Advisors,

LLC

Past

performance

is

not

an

indication

of

future

results.

Index

performance

is

shown

for

illustrative

purposes

only.

You

cannot

invest

directly

in

an

index.

Total

Returns

as

of

July

31,

2023

6-Month

12-Month

U.S.

large

cap

equities

(S&P

500

®

Index)

13.52%

13.02%

U.S.

small

cap

equities

(Russell

2000

®

Index)

4.51

7.91

International

equities

(MSCI

Europe,

Australasia,

Far

East

Index)

6.65

16.79

Emerging

market

equities

(MSCI

Emerging

Markets

Index)

3.26

8.35

3-month

Treasury

bills

(ICE

BofA

3-Month

U.S.

Treasury

Bill

Index)

2.34

3.96

U.S.

Treasury

securities

(ICE

BofA

10-Year

U.S.

Treasury

Index)

(2.08)

(7.56)

U.S.

investment

grade

bonds

(Bloomberg

U.S.

Aggregate

Bond

Index)

(1.02)

(3.37)

Tax-exempt

municipal

bonds

(Bloomberg

Municipal

Bond

Index)

0.20

0.93

U.S.

high

yield

bonds

(Bloomberg

U.S.

Corporate

High

Yield

2%

Issuer

Capped

Index)

2.92

4.42

This

Page

is

not

Part

of

Your

Fund

Report

2

Table

of

Contents

Page

3

The

Markets

in

Review

...................................................................................................

2

Annual

Report:

Fund

Summary

........................................................................................................

4

About

Fund

Performance

..................................................................................................

7

Disclosure

of

Expenses

...................................................................................................

8

Derivative

Financial

Instruments

.............................................................................................

8

Financial

Statements:

Schedule

of

Investments

................................................................................................

9

Statement

of

Assets

and

Liabilities

..........................................................................................

26

Statements

of

Operations

................................................................................................

28

Statements

of

Changes

in

Net

Assets

........................................................................................

29

Financial

Highlights

.....................................................................................................

30

Notes

to

Financial

Statements

...............................................................................................

34

Report

of

Independent

Registered

Public

Accounting

Firm

..............................................................................

45

Important

Tax

Information

.................................................................................................

46

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

...................................................................

47

Trustee

and

Officer

Information

..............................................................................................

50

Additional

Information

....................................................................................................

53

Glossary

of

Terms

Used

in

this

Report

..........................................................................................

55

Fund

Summary

as

of

July

31,

2023

2023

BlackRock

Annual

Report

to

Shareholders

4

BlackRock

Floating

Rate

Income

Portfolio

Investment

Objective

BlackRock

Floating

Rate

Income

Portfolio’s

(the

“Fund”)

investment

objective

is

to

seek

to

provide

high

current

income,

with

a

secondary

objective

of

long-term

capital

appreciation.

On

June

1,

2023,

the

Board

of

Trustees

of

the

Trust

(the

"Board")

approved

a

change

in

the

fiscal

year-end

of

the

Fund,

effective

as

of

July

31,

2023,

from

August

31

to

July

31.

Portfolio

Management

Commentary

How

did

the

Fund

perform?

For

the

abbreviated

fiscal

reporting

period

from

September

1,

2022

to

July

31,

2023,

all

of

the

Fund's

share

classes

outperformed

its

benchmark,

the

Morningstar

LSTA

Leveraged

Loan

Index,

with

the

exception

of

Investor

C

shares

which

underperformed.

What

factors

influenced

performance?

Bank

loans

performed

well

in

the

annual

period,

as

the

backdrop

of

falling

inflation

and

continued

economic

growth

fueled

positive

returns

for

the

credit-sensitive

areas

of

the

fixed-income

market.

An

overweight

in

CCC

rated

loans,

together

with

issuer

selection

in

the

category,

made

a

large

contribution

to

relative

performance.

Within

the

Fund’s

core

loan

allocation,

selection

in

the

leisure

and

healthcare

sectors

contributed,

as

did

overweights

in

food

&

beverage,

property

&

casualty

insurance,

and

airline

sectors.

An

underweight

allocation

to

B

rated

securities,

which

outperformed,

detracted

from

results.

Underweights

in

the

electric,

transportation

services,

technology

and

midstream

energy

sectors

also

detracted.

Selection

in

packaging

and

construction

machinery

hurt

relative

performance,

as

well.

The

Fund

used

derivatives

to

manage

its

risk

profile,

overall

positioning,

and

the

interest-rate

sensitivity

of

certain

individual

positions.

This

aspect

of

the

Fund’s

strategy

was

a

minor

detractor.

Describe

recent

portfolio

activity.

The

Fund’s

overall

positioning

themes

remained

consistent.

Throughout

the

reporting

period,

the

investment

adviser

increased

the

extent

of

the

portfolio’s

underweight

in

issues

with

weaker

fundamentals,

particularly

in

the

B2

and

B3

ratings

cohorts.

The

Fund

remained

underweight

in

technology,

although

the

sector

was

the

largest

position

in

absolute

terms.

Describe

portfolio

positioning

at

period

end.

The

Fund

maintained

an

underweight

in

B

rated

debt,

primarily

concentrated

in

the

B2/B3

area

given

fundamental

headwinds.

The

Fund

was

also

modestly

underweight

in

BBs

due

to

tight

yield

spreads

in

this

cohort,

and

it

maintained

a

small

but

important

overweight

in

CCCs

in

an

effort

to

capitalize

on

attractive

market

pricing

and

security-

specific

opportunities.

The

Fund’s

allocation

to

high

yield

bonds

remained

close

to

typical

levels,

at

about

5%

when

index

products

were

included.

This

selectivity

has

led

to

the

Fund

holding

positions

in

only

about

one-third

of

the

constituents

in

the

Morningstar

LSTA

Leveraged

Loan

Index.

The

Fund’s

cash

position

was

above

typical

levels

at

the

close

of

the

period.

Given

the

relatively

rich

valuations

of

higher-quality

BB

rated

loans

and

the

idiosyncratic

opportunities

in

the

lower-quality

portion

of

the

market,

the

Fund

held

a

barbelled

stance

with

positions

in

lower-quality

loans

balanced

by

an

elevated

cash

weighting.

While

the

cash

position

was

a

modest

drag

on

results

in

a

period

of

positive

market

performance,

selection

in

lower-rated

loans

contributed

strongly.

The

views

expressed

reflect

the

opinions

of

BlackRock

as

of

the

date

of

this

report

and

are

subject

to

change

based

on

changes

in

market,

economic

or

other

conditions.

These

views

are

not

intended

to

be

a

forecast

of

future

events

and

are

no

guarantee

of

future

results.

Fund

Summary

as

of

July

31,

2023

(continued)

5

Fund

Summary

BlackRock

Floating

Rate

Income

Portfolio

GROWTH

OF

$10,000

INVESTMENT

Performance

N/A

—

Not

Applicable

as

share

class

and

index

do

not

have

a

sales

charge.

Past

performance

is

not

an

indication

of

future

results.

Performance

results

may

include

adjustments

made

for

financial

reporting

purposes

in

accordance

with

U.S.

generally

accepted

accounting

principles.

(a)

Assuming

maximum

sales

charges,

if

any,

transaction

costs

and

other

operating

expenses,

including

investment

advisory

fees

and

administration

fees,

if

any.

Institutional

Shares

do

not

have

a

sales

charge.

(b)

The

Fund

normally

invests

at

least

80%

of

its

assets

in

floating

rate

investments

and

investments

that

are

the

economic

equivalent

of

floating

rate

investments,

which

effectively

enables

the

Fund

to

achieve

a

floating

rate

of

income.

On

September

17,

2018,

the

Fund

acquired

all

of

the

assets,

subject

to

the

liabilities,

of

BlackRock

Floating

Rate

Income

Portfolio

(the

“Predecessor

Fund”),

a

series

of

BlackRock

Funds

II,

through

a

tax-free

reorganization

(the

“Reorganization”).

The

Predecessor

Fund

is

the

performance

and

accounting

survivor

of

the

Reorganization.

(c)

An

unmanaged

market

value-weighted

index

designed

to

measure

the

performance

of

the

U.S.

leveraged

loan

market

based

upon

spreads,

interest

payments

and

market

weightings

subject

to

a

single

loan

facility

weight

cap

of

2%.

Average

Annual

Total

Returns

(a)(b)

1

Year

5

Years

10

Years

Standardized

30-Day

Yields

Unsubsidized

30-Day

Yields

Without

Sales

Charge

With

Sales

Charge

Without

Sales

Charge

With

Sales

Charge

Without

Sales

Charge

With

Sales

Charge

Institutional

..........................

8.45‌%

8.44‌%

10.00‌%

N/A‌

3.91‌%

N/A‌

3.80‌%

N/A‌

Investor

A

...........................

8.00‌

7.98‌

9.74‌

6.99‌%

3.65‌

3.13‌%

3.52‌

3.26‌%

Investor

C

...........................

7.42‌

7.40‌

8.89‌

7.89‌

2.87‌

2.87‌

2.91‌

2.91‌

Class

K

............................

8.54‌

8.52‌

10.20‌

N/A‌

3.99‌

N/A‌

3.77‌

N/A‌

Morningstar

LSTA

Leveraged

Loan

Index

....

—‌

—‌

9.79‌

N/A‌

4.25‌

N/A‌

4.10‌

N/A‌

(a)

Assuming

maximum

sales

charges,

if

any,

transaction

costs

and

other

operating

expenses,

including

investment

advisory

fees

and

administration

fees,

if

any.

Institutional

Shares

do

not

have

a

sales

charge.

Average

annual

total

returns

with

and

without

sales

charges

reflect

reductions

for

distribution

and

service

fees.

See

"About

Fund

Performance"

for

a

detailed

description

of

share

classes,

including

any

related

sales

charges

and

fees,

and

how

performance

was

calculated

for

certain

share

classes.

(b)

The

Fund

normally

invests

at

least

80%

of

its

assets

in

floating

rate

investments

and

investments

that

are

the

economic

equivalent

of

floating

rate

investments,

which

effectively

enables

the

Fund

to

achieve

a

floating

rate

of

income.

On

September

17,

2018,

the

Fund

acquired

all

of

the

assets,

subject

to

the

liabilities,

of

the

Predecessor

Fund,

a

series

of

BlackRock

Funds

II,

through

the

Reorganization.

The

Predecessor

Fund

is

the

performance

and

accounting

survivor

of

the

Reorganization.

Fund

Summary

as

of

July

31,

2023

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

6

BlackRock

Floating

Rate

Income

Portfolio

Expense

Example

E

See

“Disclosure

of

Expenses”

for

further

information

on

how

expenses

were

calculated.

Portfolio

Information

Actual

Hypothetical

5%

Return

Expenses

Paid

During

the

Period

Including

Interest

Expense

Excluding

Interest

Expense

Annualized

Expense

Ratio

Beginning

Account

Value

(02/01/23)

Ending

Account

Value

(07/31/23)

Including

Interest

Expense

(a)

Excluding

Interest

Expense

(a)

Beginning

Account

Value

(02/01/23)

Ending

Account

Value

(07/31/23)

Expenses

Paid

During

the

Period

(a)

Ending

Account

Value

(07/31/23)

Expenses

Paid

During

the

Period

(a)

Including

Interest

Expense

Excluding

Interest

Expense

Institutional

....

$

1,000.00‌

$

1,049.10‌

$

3.40‌

$

3.40‌

$

1,000.00‌

$

1,021.47‌

$

3.36‌

$

1,021.47‌

$

3.36‌

0.67‌%

0.67‌%

Investor

A

.....

1,000.00‌

1,047.90‌

4.62‌

4.62‌

1,000.00‌

1,020.28‌

4.56‌

1,020.28‌

4.56‌

0.91‌

0.91‌

Investor

C

.....

1,000.00‌

1,043.90‌

8.51‌

8.51‌

1,000.00‌

1,016.46‌

8.40‌

1,016.46‌

8.40‌

1.68‌

1.68‌

Class

K

......

1,000.00‌

1,050.60‌

3.00‌

3.00‌

1,000.00‌

1,021.87‌

2.96‌

1,021.87‌

2.96‌

0.59‌

0.59‌

(a)

For

each

class

of

the

Fund,

expenses

are

equal

to

the

annualized

expense

ratio

for

the

class,

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

181/365

(to

reflect

the

one-half

year

period

shown).

PORTFOLIO

COMPOSITION

Asset

Type

Percent

of

at

Total

Investments

(a)

Floating

Rate

Loan

Interests

...........................

94.7‌

%

Investment

Companies

...............................

3.3‌

Corporate

Bonds

...................................

1.9‌

Preferred

Securities

.................................

0.1‌

Common

Stocks

...................................

0.0‌

(b)

Warrants

........................................

0.0‌

(b)

Other

Interests

....................................

—‌

CREDIT

QUALITY

ALLOCATION

Credit

Rating

(c)

Percent

of

Total

Investments

(a)

BBB/Baa

.......................................

4.9‌

%

BB/Ba

.........................................

28.4‌

B

............................................

55.1‌

CCC/

Caa

.......................................

7.4‌

D

............................................

0.0‌

(b

)

NR

...........................................

4.2‌

(a)

Excludes

short-term

securities.

(b)

Represents

less

than

0.1%

of

the

Fund's

total

investments.

(c)

For

financial

reporting

purposes,

credit

quality

ratings

shown

above

reflect

the

highest

rating

assigned

by

either

S&P

Global

Ratings

or

Moody’s

Investors

Service

if

ratings

differ.

These

rating

agencies

are

independent,

nationally

recognized

statistical

rating

organizations

and

are

widely

used.

Investment

grade

ratings

are

credit

ratings

of

BBB/Baa

or

higher.

Below

investment

grade

ratings

are

credit

ratings

of

BB/Ba

or

lower.

Investments

designated

NR

are

not

rated

by

either

rating

agency.

Unrated

investments

do

not

necessarily

indicate

low

credit

quality.

Credit

quality

ratings

are

subject

to

change.

About

Fund

Performance

7

About

Fund

Performance

Institutional

and

Class

K Shares

are

not

subject

to

any

sales

charge.

These

shares

bear

no

ongoing

distribution

or

service

fees

and

are

available

only

to

certain

eligible

investors. Cl

ass

K

Shares

performance

results

shown

prior

to

the

Class

K

Shares

inception

date

of

March

28,

2016

is

that

of

Investor

A

Shares.

The

performance

of

the

Fund’s

Class

K

Shares

would

be

substantially

similar

to

Investor

A

Shares

because

Class

K

Shares

and

Investor

A

Shares

invest

in

the

same

portfolio

of

securities

and

performance

would

only

differ

to

the

extent

that

Class

K

Shares

have

different

expenses

than

Investor

A

Shares.

The

actual

returns

of

Class

K

Shares

would

have

been

higher

than

those

of

the

Investor

A

Shares

because

Class

K

Shares

have

lower

expenses

than

the

Investor

A

Shares.

Investor

A

Shares

are

subject

to

a

maximum

initial

sales

charge

(front-end

load)

of 

2.50

%

and

a

service

fee

of

0.25%

per

year

(but

no

distribution

fee).

Certain

redemptions

of

these

shares

may

be

subject

to

a

contingent

deferred

sales

charge

(“CDSC”)

where

no

initial

sales

charge

was

paid

at

the

time

of

purchase.

These

shares

are

generally

available

through

financial

intermediaries.

Investor

C

Shares

 are

subject

to

a 1.00%

CDSC

if

redeemed

within

one

year

of

purchase.

In

addition,

these

shares

are

subject

to

a

distribution

fee

of

0.75

%

per

year

and

a

service

fee

of 

0.25%

per

year.

These

shares

are

generally

available

through

financial

intermediaries.

These

shares

automatically

convert

to

Investor

A

Shares

after

approximately eight

years.

Past

performance

is

not

an

indication

of

future

results.

Financial

markets

have

experienced

extreme

volatility

and

trading

in

many

instruments

has

been

disrupted.

These

circumstances

may

continue

for

an

extended

period

of

time

and

may

continue

to

affect

adversely

the

value

and

liquidity

of

the

Fund’s

investments.

As

a

result,

current

performance

may

be

lower

or

higher

than

the

performance

data

quoted.

Refer

to

blackrock.com 

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

table(s) assume

reinvestment

of

all

distributions,

if

any,

at

net

asset

value

(“NAV”)

on

the

ex-dividend

date

or

payable

date,

as

applicable.

Investment

return

and

principal

value

of

shares

will

fluctuate

so

that

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

Distributions

paid

to

each

class

of

shares

will

vary

because

of

the

different

levels

of

service,

distribution

and

transfer

agency

fees

applicable

to

each

class,

which

are

deducted

from

the

income

available

to

be

paid

to

shareholders. 

BlackRock

Advisors,

LLC

(the

“Manager”),

the

Fund’s

investment

adviser,

has

contractually

and/or

voluntarily

agreed

to

waive

and/or

reimburse

a

portion

of

the

Fund’s

expenses.

Without

such

waiver(s)

and/or

reimbursement(s),

the

Fund’s

performance

would

have

been

lower.

With

respect

to

the

Fund’s

voluntary

waiver(s),

if

any,

the

Manager

is

under

no

obligation

to

waive

and/or

reimburse

or

to

continue

waiving

and/or

reimbursing

its

fees

and

such

voluntary

waiver(s)

may

be

reduced

or

discontinued

at

any

time.

With

respect

to

the

Fund’s

contractual

waiver(s),

if

any,

the

Manager

is

under

no

obligation

to

continue

waiving

and/or

reimbursing

its

fees

after

the

applicable

termination

date

of

such

agreement.

See

the

Notes

to

Financial

Statements

for

additional

information

on

waivers

and/or

reimbursements. 

The

standardized

30-day

yield

includes

the

effects

of

any

waivers

and/or

reimbursements.

The

unsubsidized

30-day

yield

excludes

the

effects

of

any

waivers

and/or

reimbursements. 

Disclosure

of

Expenses

2023

BlackRock

Annual

Report

to

Shareholders

8

Shareholders

of

the

Fund

may

incur

the

following

charges:

(a)

transactional

expenses,

such

as

sales

charges;

and

(b)

operating

expenses,

including

investment

advisory

fees, administration

fees,

service

and

distribution

fees,

including

12b-1

fees,

acquired

fund

fees

and

expenses, and

other

fund

expenses.

The

expense

example

shown

(which

is

based

on

a

hypothetical

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

through

the

end

of

the

period)

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

expense

example

provides

information

about

actual

account

values

and

actual

expenses.

Annualized

expense

ratios

reflect

contractual

and

voluntary

fee

waivers,

if

any.

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

expense

example

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

the

Fund

and

other

funds,

compare

the

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds. 

The

expenses

shown

in

the

expense

example

are

intended

to

highlight

shareholders’

ongoing

costs

only

and

do

not

reflect

transactional

expenses,

such

as

sales

charges,

if

any.

Therefore,

the

hypothetical

example 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.

Derivative

Financial

Instruments

The

Fund

may

invest

in

various

derivative

financial

instruments.

These

instruments

are

used

to

obtain

exposure

to

a

security,

commodity,

index,

market,

and/or

other

assets

without

owning

or

taking

physical

custody

of

securities,

commodities

and/or

other

referenced

assets

or

to

manage

market,

equity,

credit,

interest

rate,

foreign

currency

exchange

rate,

commodity

and/or

other

risks.

Derivative

financial

instruments

may

give

rise

to

a

form

of

economic

leverage

and

involve

risks,

including

the

imperfect

correlation

between

the

value

of

a

derivative

financial

instrument

and

the

underlying

asset,

possible

default

of

the

counterparty

to

the

transaction

or

illiquidity

of

the

instrument. Pursuant

to Rule

18f-4

under

the

1940

Act,

among

other

things,

the

Fund

must

either

use

derivative

financial

instruments

with

embedded

leverage

in

a

limited

manner

or

comply

with

an

outer

limit

on

fund

leverage

risk

based

on

value-at-risk.

The

Fund’s

successful

use

of

a

derivative

financial

instrument

depends

on

the

investment

adviser’s

ability

to

predict

pertinent

market

movements

accurately,

which

cannot

be

assured.

The

use

of

these

instruments

may

result

in

losses

greater

than

if

they

had

not

been

used,

may

limit

the

amount

of

appreciation the

Fund

can

realize

on

an

investment

and/or

may

result

in

lower

distributions

paid

to

shareholders.

The

Fund’s

investments

in

these

instruments,

if

any,

are

discussed

in

detail

in

the

Notes

to

Financial

Statements.

Schedule

of

Investments

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

9

(Percentages

shown

are

based

on

Net

Assets)

Security

Shares

Shares

Value

Common

Stocks

Construction

&

Engineering

—

0.0%

Mcdermott

International

Ltd.

(a)

..........

541,445

$

97,460

Energy

Equipment

&

Services

—

0.0%

Project

Investor

Holdings

LLC,

(Acquired

02/12/19,

cost

$0)

(a)(b)(c)

.............

42,521

—

Industrial

Conglomerates

—

0.0%

Ameriforge

Group,

Inc.

(a)

..............

5,385

54

Professional

Services

—

0.0%

NMG,

Inc.

(a)

.......................

16,173

1,859,896

Total

Common

Stocks

—

0.0%

(Cost:

$5,272,568)

..............................

1,957,410

Par

(000)

Par

(000)

Corporate

Bonds

Aerospace

&

Defense

—

0.0%

Wesco

Aircraft

Holdings,

Inc.,

9.00%,

11/15/26

(d)

....................

USD

2,628

249,661

Capital

Markets

—

0.0%

AG

TTMT

Escrow

Issuer

LLC,

8.63%,

09/30/27

(d)

....................

1,402

1,445,601

Chemicals

—

0.2%

(d)

Illuminate

Buyer

LLC,

9.00%,

07/01/28

....

168

153,550

WR

Grace

Holdings

LLC,

5.63%,

08/15/29

.

11,508

9,711,486

9,865,036

Commercial

Services

&

Supplies

—

0.3%

(d)

Madison

IAQ

LLC,

5.88%,

06/30/29

......

10,838

9,090,765

Prime

Security

Services

Borrower

LLC,

6.25%,

01/15/28

.....................

1,282

1,206,914

10,297,679

Construction

&

Engineering

—

0.1%

Brand

Industrial

Services,

Inc.,

10.38%,

08/01/30

(d)

....................

2,246

2,290,965

Diversified

Consumer

Services

—

0.1%

Sotheby's,

7.38%,

10/15/27

(d)

..........

5,000

4,429,314

Electric

Utilities

—

0.0%

Texas

Competitive

Electric

Holdings

Co.

LLC,

5.03%,

12/31/49

(a)(c)(e)(f)

............

8,430

—

Electrical

Equipment

—

0.1%

Vertiv

Group

Corp.,

4.13%,

11/15/28

(d)

....

4,771

4,282,792

Health

Care

Equipment

&

Supplies

—

0.2%

(d)

Avantor

Funding,

Inc.,

3.88%,

11/01/29

...

3,578

3,131,141

Medline

Borrower

LP,

5.25%,

10/01/29

....

7,558

6,705,295

9,836,436

Hotels,

Restaurants

&

Leisure

—

0.2%

Fertitta

Entertainment

LLC,

6.75%,

01/15/30

(d)

7,829

6,717,291

Household

Durables

—

0.0%

SWF

Escrow

Issuer

Corp.,

6.50%,

10/01/29

(d)

2,848

1,758,716

Insurance

—

0.2%

Alliant

Holdings

Intermediate

LLC,

6.75%,

10/15/27

(d)

....................

6,951

6,584,014

Real

Estate

Management

&

Development

—

0.2%

Realogy

Group

LLC,

5.75%,

01/15/29

(d)

...

8,720

6,452,423

Software

—

0.1%

Cloud

Software

Group,

Inc.,

9.00%,

09/30/29

(d)

5,733

5,134,725

Security

Par

(000)

Par

(000)

Value

Specialty

Retail

—

0.1%

White

Cap

Buyer

LLC,

6.88%,

10/15/28

(d)

..

USD

4,735

$

4,265,817

Wireless

Telecommunication

Services

—

0.0%

Ligado

Networks

LLC,

15.50%,

(15.50%

Cash

or

15.50%

PIK),

11/01/23

(d)(f)(g)

........

1,365

464,209

Total

Corporate

Bonds

—

1.8%

(Cost:

$78,132,659)

..............................

74,074,679

Floating

Rate

Loan

Interests

Aerospace

&

Defense

—

2.4%

(f)

Atlas

CC

Acquisition

Corp.,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.25%),

9.78%

,

 05/25/28

...........

20,712

18,039,227

Atlas

CC

Acquisition

Corp.,

1st

Lien

Term

Loan

C,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.25%),

9.78%

,

 05/25/28

..........

4,218

3,673,317

Bleriot

U.S.

Bidco,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.00%),

9.59%

,

 10/30/28

..

5,399

5,396,910

Cobham

Ultra

SeniorCo

SARL,

Facility

Term

Loan

B,

(6-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

9.36%

,

 08/03/29

......

5,444

5,394,085

Dynasty

Acquisition

Co.,

Inc.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.92%

,

 04/06/26

.................

8,171

8,152,847

Dynasty

Acquisition

Co.,

Inc.,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.92%

,

 04/06/26

.................

4,393

4,382,733

Peraton

Corp.,

1st

Lien

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.17%

,

 02/01/28

.................

16,041

15,890,499

Peraton

Corp.,

2nd

Lien

Term

Loan

B1,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

7.75%),

12.98%

,

 02/01/29

................

9,409

9,153,243

Setanta

Aircraft

Leasing

DAC,

Term

Loan,

(3-

mo.

LIBOR

USD

+

2.00%),

7.54%

,

 11/05/28

7,721

7,712,584

TransDigm,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.25%),

8.49%

,

 08/24/28

.....

20,461

20,467,147

TransDigm,

Inc.,

Term

Loan

H,

(3-mo.

CME

Term

SOFR

+

3.25%),

8.49%

,

 02/22/27

..

3,390

3,394,074

101,656,666

Automobile

Components

—

0.6%

(f)

Adient

US

LLC,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

3.25%),

8.68%

,

 04/10/28

..

4,995

4,996,514

Allison

Transmission,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.14%

,

 03/29/26

.................

1,787

1,784,127

Clarios

Global

LP,

1st

Lien

Term

Loan

(1-mo.

EURIBOR

+

3.25%),

6.82%, 04/30/26

...............

EUR

1,831

2,001,548

(1-mo.

CME

Term

SOFR

+

3.75%),

9.07%, 05/06/30

...............

USD

16,937

16,920,063

25,702,252

Automobiles

—

0.3%

Dealer

Tire

Financial

LLC,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.82%

,

 12/14/27

(f)

...........

12,206

12,180,449

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

10

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Beverages

—

1.0%

(f)

Naked

Juice

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.59%

-

8.67%

,

 01/24/29

...........

USD

32,601

$

30,696,496

Naked

Juice

LLC,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.00%),

11.34%

,

 01/24/30

................

16,722

13,359,571

44,056,067

Broadline

Retail

—

1.5%

(f)

Fanatics

Commerce

Intermediate

Holdco

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.61%

,

 11/24/28

..

11,184

11,165,281

New

SK

Holdco

Sub

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

8.25%),

13.61%

,

 06/30/27

(c)

...............

20,811

18,922,282

Pug

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.93%

,

 02/12/27

.....

26,631

24,567,092

Pug

LLC,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.67%

,

 02/12/27

(c)

................

1,455

1,360,502

Sally

Holdings

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.82%

,

 02/28/30

..

4,322

4,322,168

Woof

Holdings,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.17%

,

 12/21/27

.................

1,219

1,173,538

61,510,863

Building

Products

—

1.1%

(f)

AZZ,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.67%

,

 05/13/29

2,330

2,332,862

CP

Atlas

Buyer,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

4.25%

-

9.17%

,

 11/23/27

................

11,187

10,614,044

CP

Iris

Holdco

I,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.17%

,

 10/02/28

...........

2,527

2,386,020

CP

Iris

Holdco

I,

Inc.,

Delayed

Draw

1st

Lien

Term

Loan,

10/02/28

(h)

.............

437

413,107

CPG

International

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.92%

,

 04/28/29

.................

4,557

4,537,202

Jeld-Wen,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.68%

,

 07/28/28

.....

6,298

6,264,773

LSF10

XL

Bidco

SCA,

Facility

Term

Loan

B4,

(3-mo.

EURIBOR

+

3.93%),

7.52%

,

 04/12/28

.................

EUR

1,707

1,603,860

Wilsonart

LLC,

Term

Loan

E,

(6-mo.

LIBOR

USD

at

1.00%

Floor

+

3.50%),

8.71%

,

 12/31/26

.................

USD

16,598

16,507,684

44,659,552

Capital

Markets

—

2.0%

(f)

Advisor

Group

Holdings,

Inc.,

Term

Loan

B1,

(1-mo.

LIBOR

USD

+

4.50%),

9.93%

,

 07/31/26

.................

9,067

9,067,867

Axalta

Coating

Systems

Dutch

Holding

B

BV,

Facility

Term

Loan

B4,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.24%

,

 12/20/29

.................

7,991

8,009,393

Azalea

TopCo,

Inc.,

1st

Lien

Term

Loan

(1-mo.

CME

Term

SOFR

+

3.50%),

8.93%, 07/24/26

...............

12,407

11,967,312

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.18%, 07/24/26

.........

2,894

2,786,306

Security

Par

(000)

Par

(000)

Value

Capital

Markets

(continued)

Castlelake

Aviation

One

DAC,

Term

Loan,

(3-

mo.

LIBOR

USD

at

0.50%

Floor

+

2.75%),

8.30%

,

 10/22/26

.................

USD

9,486

$

9,471,696

Focus

Financial

Partners

LLC,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.82%

,

 06/30/28

...........

7,882

7,840,408

Focus

Financial

Partners

LLC,

Term

Loan

B6,

06/30/28

(h)

.....................

5,668

5,660,915

Greenhill

&

Co.,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.25%),

8.73%

,

 04/12/24

..

3,141

3,134,910

ION

Trading

Finance

Ltd.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.75%),

10.09%

,

 04/01/28

................

4,477

4,368,660

Mercury

Borrower,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%

,

 08/02/28

...........

13,059

12,847,283

Mercury

Borrower,

Inc.,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.50%),

12.03%

,

 08/02/29

...........

7,991

7,372,148

82,526,898

Chemicals

—

3.4%

(f)

ARC

Falcon

I,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.17%

,

 09/30/28

.................

8,175

7,946,341

Aruba

Investments

Holdings

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.42%

,

 11/24/27

......

2,561

2,478,038

Ascend

Performance

Materials

Operations

LLC,

Term

Loan,

(6-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.75%),

9.71%

,

 08/27/26

.

9,550

9,227,813

CPC

Acquisition

Corp.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.25%

,

 12/29/27

...........

2,276

1,788,077

Discovery

Purchaser

Corp.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.38%),

9.62%

,

 10/04/29

......

6,609

6,436,448

Ecovyst

Catalyst

Technologies

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.97%

,

 06/09/28

...........

9,753

9,694,284

Element

Solutions,

Inc.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.32%

,

 01/31/26

.................

12,592

12,576,704

Herens

Holdco

SARL,

Facility

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.93%),

9.27%

,

 07/03/28

...........

5,486

4,700,067

Ineos

US

Finance

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.92%

,

 02/18/30

.................

4,531

4,477,217

LSF11

A5

Holdco

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%

,

 10/15/28

.................

10,924

10,803,545

Lummus

Technology

Holdings

V

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.93%

,

 06/30/27

.................

2,817

2,799,143

Messer

Industries

GmbH,

Term

Loan

B1,

(3-mo.

CME

Term

SOFR

+

2.50%),

8.00%

,

 03/02/26

.................

11,217

11,202,524

Momentive

Performance

Materials,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

4.50%),

9.82%

,

 03/29/28

.................

13,769

13,608,800

Nouryon

Finance

BV,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.00%),

9.32%

,

 04/03/28

..

5,015

4,993,084

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

11

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Chemicals

(continued)

Olympus

Water

US

Holding

Corp.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.00%),

10.27%

,

 11/09/28

...........

USD

4,786

$

4,648,402

Oxea

Holding

Vier

GmbH,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.92%

,

 10/14/24

.................

11,379

11,237,124

SCIH

Salt

Holdings,

Inc.,

1st

Lien

Term

Loan

B1,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.63%

,

 03/16/27

..........

6,118

6,041,638

Sparta

US

HoldCo

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.25%),

8.68%

,

 08/02/28

...........

11,862

11,735,610

WR

Grace

Holdings

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.31%

,

 09/22/28

.................

6,597

6,577,334

142,972,193

Commercial

Services

&

Supplies

—

2.9%

(f)

Allied

Universal

Holdco

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.17%

,

 05/12/28

.................

22,456

21,610,481

Amentum

Government

Services

Holdings

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.22%

,

 02/15/29

.................

8,191

7,904,470

Aramark

Intermediate

HoldCo

Corp.,

Term

Loan

B6,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.93%

,

 06/22/30

.................

10,242

10,203,639

Asplundh

Tree

Expert

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.17%

,

 09/07/27

.................

2,173

2,170,715

Clean

Harbors,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.43%

,

 10/08/28

..

1,409

1,411,755

Covanta

Holding

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.82%

,

 11/30/28

.................

9,732

9,706,396

Covanta

Holding

Corp.,

Term

Loan

C,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.82%

,

 11/30/28

.................

738

736,274

EnergySolutions

LLC,

Term

Loan,

(3-mo.

LIBOR

USD

at

1.00%

Floor

+

3.75%),

9.29%

,

 05/09/25

.................

1,944

1,927,762

GFL

Environmental,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.47%

,

 05/31/27

.................

5,059

5,064,050

LABL,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.00%),

10.42%

,

 10/29/28

................

5,243

5,211,605

PECF

USS

Intermediate

Holding

III

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.68%

-

9.88%

,

 12/15/28

7,921

6,327,721

Prime

Security

Services

Borrower

LLC,

1st

Lien

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.75%),

8.18%

,

 09/23/26

.

7,170

7,157,528

Tempo

Acquisition

LLC,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.32%

,

 08/31/28

.................

20,987

21,008,163

TruGreen

LP,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.42%

,

 11/02/27

.................

13,872

12,895,405

Security

Par

(000)

Par

(000)

Value

Commercial

Services

&

Supplies

(continued)

Viad

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.00%),

10.43%

,

 07/30/28

................

USD

8,949

$

8,688,342

122,024,306

Communications

Equipment

—

0.2%

(f)

Ciena

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.75%

,

 01/18/30

.....

1,637

1,640,990

ViaSat,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.82%

,

 03/02/29

.................

6,463

6,194,101

7,835,091

Construction

&

Engineering

—

1.2%

(f)

Brand

Industrial

Services,

Inc.,

Term

Loan

B

(h)

 08/01/30

......................

25,027

24,234,395

 08/01/30

......................

8,836

8,808,236

Legence

Holdings

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.17%

,

 12/16/27

.................

1,550

1,539,537

Pike

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.00%),

8.43%

,

 01/21/28

.....

7,546

7,529,832

USIC

Holdings,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.50%),

8.93%

,

 05/12/28

...........

7,828

7,555,213

49,667,213

Construction

Materials

—

0.7%

(f)

American

Builders

&

Contractors

Supply

Co.,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.42%

,

 01/15/27

...........

11,306

11,283,199

New

AMI

I

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.00%),

11.32%

,

 03/08/29

................

7,739

6,191,282

Oscar

AcquisitionCo

LLC,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.84%

,

 04/29/29

.................

8,336

8,215,440

Standard

Building

Solutions,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.91%

,

 09/22/28

...........

3,426

3,429,637

29,119,558

Consumer

Staples

Distribution

&

Retail

—

0.4%

US

Foods,

Inc.,

Term

Loan

B

(f)

(1-mo.

CME

Term

SOFR

+

2.00%),

7.43%, 09/13/26

...............

11,497

11,494,114

(1-mo.

CME

Term

SOFR

+

2.75%),

8.18%, 11/22/28

...............

4,141

4,141,634

15,635,748

Containers

&

Packaging

—

0.8%

(f)

Charter

Next

Generation,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.18%

,

 12/01/27

......

16,914

16,827,140

Mauser

Packaging

Solutions

Holding

Co.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

4.00%),

9.32%

,

 08/14/26

.................

8,372

8,356,864

Trident

TPI

Holdings,

Inc.,

Term

Loan

B3,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.54%

,

 09/15/28

...........

8,062

7,999,687

33,183,691

Distributors

—

0.2%

PAI

Holdco,

Inc.,

1st

Lien

Term

Loan

B,

(3-mo.

LIBOR

USD

at

0.75%

Floor

+

3.75%),

9.38%

,

 10/28/27

(f)

................

8,574

7,999,198

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

12

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Diversified

Consumer

Services

—

2.1%

(f)

2U,

Inc.,

Term

Loan,

(6-mo.

CME

Term

SOFR

at

0.75%

Floor

+

6.50%),

11.95%

,

 12/28/26

USD

1,902

$

1,823,700

Ascend

Learning

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.92%

,

 12/11/28

............

6,645

6,239,632

Ascend

Learning

LLC,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.75%),

11.17%

,

 12/10/29

...........

7,144

6,079,830

Bright

Horizons

Family

Solutions

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.68%

,

 11/24/28

......

8,146

8,113,302

Kuehg

Corp.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.00%),

10.24%

,

 06/12/30

................

9,501

9,448,365

Sotheby's,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

10.07%

,

 01/15/27

12,669

12,333,508

Spring

Education

Group,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.00%),

9.54%

,

 07/30/25

.................

4,816

4,767,710

Veritas

US,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

5.00%),

10.43%

,

 09/01/25

................

18,714

15,690,721

Wand

Newco

3,

Inc.,

1st

Lien

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.17%

,

 02/05/26

.................

15,682

15,651,207

WCG

Purchaser

Corp.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

4.00%),

9.43%

,

 01/08/27

...........

8,456

8,342,283

88,490,258

Diversified

REITs

—

0.1%

RHP

Hotel

Properties,

LP,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.07%

,

 05/18/30

(f)

................

4,221

4,228,807

Diversified

Telecommunication

Services

—

3.3%

(f)

Altice

Financing

SA,

Term

Loan

(3-mo.

LIBOR

USD

+

2.75%),

8.32%, 07/15/25

...............

4,139

4,062,291

(3-mo.

LIBOR

USD

+

2.75%),

8.32%, 01/31/26

...............

9,123

8,963,535

Connect

Finco

SARL,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

3.50%),

8.82%

,

 12/11/26

.................

28,526

28,423,162

Consolidated

Communications,

Inc.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.50%),

8.93%

,

 10/02/27

..........

3,001

2,585,508

Eircom

Finco

SARL,

Facility

Term

Loan

B,

(1-

mo.

EURIBOR

+

3.25%),

6.69%

,

 05/15/26

EUR

1,222

1,332,679

Iridium

Satellite

LLC,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.50%),

7.92%

,

 11/04/26

.................

USD

12,600

12,585,888

Level

3

Financing,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.18%

,

 03/01/27

.................

11,504

10,793,459

Lumen

Technologies,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.68%

,

 03/15/27

.................

15,957

11,096,403

Orbcomm,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.25%),

9.68%

-

9.73%

,

 09/01/28

...........

5,767

4,916,391

Radiate

Holdco

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.25%),

8.68%

,

 09/25/26

.................

20,682

17,369,281

Security

Par

(000)

Par

(000)

Value

Diversified

Telecommunication

Services

(continued)

Virgin

Media

Bristol

LLC,

Facility

Term

Loan

N,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.84%

,

 01/31/28

.................

USD

5,254

$

5,110,627

Virgin

Media

Bristol

LLC,

Facility

Term

Loan

Q,

(1-mo.

CME

Term

SOFR

+

3.25%),

8.59%

,

 01/31/29

.................

4,308

4,246,611

Zayo

Group

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.00%),

8.43%

,

 03/09/27

.................

35,798

27,191,625

138,677,460

Electric

Utilities

—

0.1%

Calpine

Construction

Finance

Co.

LP,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.43%

,

 01/15/25

(f)

................

3,065

3,042,220

Electrical

Equipment

—

0.3%

Arcline

FM

Holdings

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.75%),

10.25%

,

 06/23/28

(c)(f)

.........

12,015

11,865,004

Electronic

Equipment,

Instruments

&

Components

—

0.2%

Coherent

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 07/02/29

(f)

................

9,837

9,814,458

Energy

Equipment

&

Services

—

0.2%

(f)

Lealand

Finance

Co.

BV,

Term

Loan

(1-mo.

CME

Term

SOFR

+

3.00%),

8.43%, 06/28/24

...............

178

128,992

(1-mo.

CME

Term

SOFR

+

1.00%),

6.32%

-

9.22%, 06/30/25

...............

1,335

727,773

Oryx

Midstream

Services

Permian

Basin

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 10/05/28

.

7,909

7,904,469

8,761,234

Entertainment

—

4.4%

(f)

AMC

Entertainment

Holdings,

Inc.,

Term

Loan

B1,

(1-mo.

LIBOR

USD

+

3.00%),

8.20%

,

 04/22/26

.................

17,134

13,320,153

Aristocrat

Technologies,

Inc.,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.59%

,

 05/24/29

...........

908

907,881

Cirque

du

Soleil

Canada,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.49%

,

 03/08/30

...........

6,018

5,975,311

City

Football

Group

Ltd.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.41%

,

 07/21/28

.................

11,974

11,794,055

Creative

Artists

Agency

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.82%

,

 11/27/28

.................

10,838

10,770,101

Equinox

Holdings,

Inc.,

1st

Lien

Term

Loan

B1,

(3-mo.

LIBOR

USD

at

1.00%

Floor

+

3.00%),

8.54%

-

8.73%

,

 03/08/24

......

34,479

32,331,013

Formula

One

Management

Ltd.,

Facility

1st

Lien

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.32%

,

 01/15/30

9,385

9,385,000

Live

Nation

Entertainment,

Inc.,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.11%

,

 10/19/26

.................

19,280

19,216,927

NASCAR

Holdings

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.93%

,

 10/19/26

.................

2,072

2,074,329

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

13

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Entertainment

(continued)

Playtika

Holding

Corp.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.07%

,

 03/13/28

.................

USD

11,344

$

11,293,810

SMG

US

Midco

2,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

2.50%),

8.13%

,

 01/23/25

.................

10,482

10,449,460

UFC

Holdings

LLC,

1st

Lien

Term

Loan

B3,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.75%),

8.37%

,

 04/29/26

...........

12,438

12,415,246

William

Morris

Endeavor

Entertainment

LLC,

1st

Lien

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.18%

,

 05/18/25

.....

24,453

24,385,443

WMG

Acquisition

Corp.,

Term

Loan

G,

(1-mo.

LIBOR

USD

+

2.13%),

7.56%

,

 01/20/28

.

20,217

20,192,894

184,511,623

Financial

Services

—

3.1%

(f)

ABG

Intermediate

Holdings

2

LLC,

1st

Lien

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.92%

,

 12/21/28

.

6,360

6,349,028

Altice

France

SA,

Term

Loan

B14,

(3-mo.

CME

Term

SOFR

+

5.50%),

10.81%

,

 08/15/28

.

12,663

10,415,409

Belron

Finance

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

2.25%),

7.88%

,

 10/30/26

(c)

.

2,260

2,257,592

Belron

Finance

US

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.16%

,

 04/18/29

.................

3,108

3,106,073

Belron

Group

SA,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.43%),

8.06%

,

 04/13/28

.................

9,461

9,449,103

Deerfield

Dakota

Holding

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

3.75%),

8.99%

,

 04/09/27

......

30,541

29,342,917

Deerfield

Dakota

Holding

LLC,

2nd

Lien

Term

Loan,

(3-mo.

LIBOR

USD

at

0.75%

Floor

+

6.75%),

12.29%

,

 04/07/28

...........

11,870

11,039,100

FinCo

I

LLC,

Term

Loan,

(6-mo.

LIBOR

USD

+

2.50%),

8.08%

,

 06/27/25

...........

1,649

1,646,359

FinCo

I

LLC,

Term

Loan

B,

06/27/28

(c)(h)

....

2,975

2,967,522

LBM

Acquisition

LLC,

1st

Lien

Term

Loan,

(1-

mo.

LIBOR

USD

at

0.75%

Floor

+

3.75%),

9.17%

,

 12/17/27

.................

5,608

5,428,473

Lions

Gate

Capital

Holdings

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.67%

,

 03/24/25

.................

11,763

11,728,726

Sotera

Health

Holdings

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 12/11/26

......

13,415

13,263,915

Travelport

Finance

(Luxembourg)

SARL,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

8.50%),

13.36%

,

 05/29/26

(c)

...............

9,870

6,316,600

UPC

Financing

Partnership,

Facility

Term

Loan

AX,

(1-mo.

CME

Term

SOFR

+

2.93%),

8.26%

,

 01/31/29

.................

5,169

5,029,095

WEX,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.68%

,

 03/31/28

.....

5,167

5,162,931

White

Cap

Supply

Holdings

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.07%

,

 10/19/27

...........

8,422

8,386,737

131,889,580

Security

Par

(000)

Par

(000)

Value

Food

Products

—

3.0%

(f)

8th

Avenue

Food

&

Provisions,

Inc.,

1st

Lien

Term

Loan,

(LIBOR

USD

+

0.00%),

9.18%

,

 10/01/25

.................

USD

14,216

$

13,132,033

B&G

Foods,

Inc.,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

2.50%),

2.50%

,

 10/10/26

..

1,590

1,568,426

Chobani

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

3.50%),

8.93%

,

 10/25/27

.................

25,316

25,276,879

Froneri

International

Ltd.,

Facility

1st

Lien

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.67%

,

 01/29/27

.................

22,779

22,663,000

H-Food

Holdings

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.69%),

9.27%

,

 05/23/25

..

3,397

3,016,235

Hostess

Brands

LLC,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

+

2.50%),

7.74%

,

 06/30/30

.................

9,430

9,406,066

Nomad

Foods

Ltd.,

Facility

Term

Loan

B2,

(6-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

8.56%

,

 11/12/29

............

6,343

6,343,833

Sovos

Brands

Intermediate,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.50%),

9.13%

,

 06/08/28

......

13,159

13,122,606

Triton

Water

Holdings,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.75%

,

 03/31/28

...........

15,194

14,679,759

Utz

Quality

Foods

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.00%),

8.43%

,

 01/20/28

.................

17,903

17,870,784

127,079,621

Ground

Transportation

—

0.9%

(f)

AIT

Worldwide

Logistics

Holdings,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.75%),

10.01%

,

 04/06/28

.

4,132

4,044,582

Avis

Budget

Car

Rental

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.18%

,

 08/06/27

.................

7,638

7,596,055

Genesee

&

Wyoming,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

2.00%),

7.34%

,

 12/30/26

.................

6,017

6,009,736

SIRVA

Worldwide,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

5.50%),

10.93%

-

11.13%

,

 08/04/25

................

6,914

6,187,823

Uber

Technologies,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

2.75%),

8.00%

-

8.03%

,

 03/03/30

.................

11,976

11,973,305

35,811,501

Health

Care

Equipment

&

Supplies

—

1.5%

(f)

Bausch

+

Lomb

Corp.,

Term

Loan,

05/10/27

(h)

4,345

4,240,199

Chariot

Buyer

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.67%

,

 11/03/28

.................

17,574

17,298,171

Femur

Buyer,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.50%),

10.00%

,

 03/05/26

................

6,674

6,173,550

Insulet

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 05/04/28

.................

4,812

4,816,834

Medline

Borrower

LP,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 10/23/28

.................

31,954

31,605,828

64,134,582

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

14

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Health

Care

Providers

&

Services

—

2.0%

(f)

CHG

Healthcare

Services,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 09/29/28

......

USD

11,344

$

11,313,965

CNT

Holding

I

Corp.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.50%),

8.80%

,

 11/08/27

............

10,480

10,450,511

Electron

Bidco,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.43%

,

 11/01/28

.................

11,168

11,131,128

Envision

Healthcare

Corp.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

4.25%),

9.49%

,

 03/31/27

.................

13,510

3,187,544

EyeCare

Partners

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.75%),

9.25%

,

 02/18/27

.................

8,535

6,837,443

EyeCare

Partners

LLC,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.75%),

12.25%

,

 11/15/29

...........

2,582

1,458,894

HomeVi,

Facility

Term

Loan

B1,

(3-mo.

EURIBOR

+

3.25%),

6.96%

,

 10/31/26

...

EUR

2,000

1,965,356

MED

ParentCo.

LP,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

4.25%),

9.68%

,

 08/31/26

.................

USD

11,829

11,025,337

Medical

Solutions

Holdings,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.61%

,

 11/01/28

......

8,515

8,146,871

Medical

Solutions

Holdings,

Inc.,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

7.00%),

12.36%

,

 11/01/29

.....

3,446

3,058,325

Option

Care

Health,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 10/27/28

...........

7,357

7,354,345

PetVet

Care

Centers

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.50%),

8.92%

,

 02/14/25

...........

3,112

3,040,211

Surgery

Center

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.12%

,

 08/31/26

...........

4,331

4,329,535

Vizient,

Inc.,

Term

Loan

B7,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.66%

,

 05/16/29

.................

2,673

2,672,038

85,971,503

Health

Care

Technology

—

1.6%

(f)

Athenahealth

Group,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.81%

,

 02/15/29

.................

23,003

22,292,453

Polaris

Newco

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.54%

,

 06/02/28

.................

30,722

28,960,093

Verscend

Holding

Corp.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

7.00%),

12.43%

,

 04/02/29

(c)

..........

2,893

2,893,000

Verscend

Holding

Corp.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

+

4.00%),

9.43%

,

 08/27/25

.................

14,964

14,939,065

69,084,611

Security

Par

(000)

Par

(000)

Value

Hotels,

Restaurants

&

Leisure

—

5.6%

(f)

1011778

BC

Unlimited

Liability

Co.,

Term

Loan

B4,

(1-mo.

LIBOR

USD

+

1.75%),

7.18%

,

 11/19/26

.................

USD

15,903

$

15,786,443

Aimbridge

Acquisition

Co.,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.18%

,

 02/02/26

.................

12,133

11,755,824

Alterra

Mountain

Co.,

Term

Loan

B3,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.17%

,

 05/31/30

.................

891

888,220

Bally's

Corp.,

Facility

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.84%

,

 10/02/28

.................

5,910

5,818,895

Caesars

Entertainment,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.67%

,

 02/06/30

...........

8,632

8,626,495

Carnival

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.00%),

8.43%

,

 08/02/27

.................

15,264

15,241,507

Churchill

Downs,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.42%

,

 03/17/28

.................

9,550

9,519,935

Fertitta

Entertainment

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.32%

,

 01/27/29

...........

31,042

30,679,129

Flutter

Entertainment

plc,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

2.25%),

7.75%

,

 07/21/26

.................

10,474

10,461,295

Flutter

Entertainment

plc,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.75%

,

 07/22/28

.................

8,190

8,187,080

Four

Seasons

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.67%

,

 11/30/29

............

17,895

17,911,836

Hilton

Worldwide

Finance

LLC,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.15%

,

 06/22/26

.................

15,913

15,888,784

Hurtigruten

Group

AS,

Facility

Term

Loan

B,

(6-

mo.

EURIBOR

+

6.50%),

9.70%

,

 02/26/27

EUR

2,000

1,799,398

IRB

Holding

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.00%),

8.42%

,

 12/15/27

.................

USD

18,047

17,938,633

Light

&

Wonder

International,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.30%

,

 04/14/29

...........

7,058

7,036,749

Packers

Holdings

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.25%),

8.60%

,

 03/09/28

.................

7,763

5,261,619

Penn

Entertainment,

Inc.,

Facility

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.17%

,

 05/03/29

...........

11,911

11,884,517

Playa

Resorts

Holding

BV,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.47%

,

 01/05/29

.................

3,453

3,442,568

Seaworld

Parks

&

Entertainment,

Inc.,

Term

Loan,

(1-mo.

LIBOR

USD

at

0.50%

Floor

+

3.00%),

8.43%

,

 08/25/28

...........

6,231

6,222,940

Station

Casinos

LLC,

Facility

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.25%

Floor

+

2.25%),

7.67%

,

 02/08/27

...........

11,042

10,994,316

Whatabrands

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 08/03/28

.................

16,050

15,970,139

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

15

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Hotels,

Restaurants

&

Leisure

(continued)

Wyndham

Hotels

&

Resorts,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.67%

,

 05/24/30

...........

USD

5,668

$

5,674,922

236,991,244

Household

Durables

—

1.4%

(f)

ACProducts

Holdings,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.75%

,

 05/17/28

.................

12,363

10,607,486

Hunter

Douglas

Holding

BV,

Term

Loan

B1,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.67%

,

 02/26/29

...........

20,821

19,753,630

Serta

Simmons

Bedding,

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

7.50%),

12.74%

,

 06/29/28

...........

1,762

1,758,712

SWF

Holdings

I

Corp.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.43%

,

 10/06/28

...........

10,040

8,336,845

Weber-Stephen

Products

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.25%),

8.68%

,

 10/30/27

...........

21,970

19,578,675

60,035,348

Household

Products

—

0.0%

Energizer

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.66%

,

 12/22/27

(f)

................

2,080

2,077,670

Independent

Power

and

Renewable

Electricity

Producers

—

0.5%

(f)

Calpine

Construction,

1st

Lien

Term

Loan

B,

07/19/30

(h)

.....................

8,229

8,165,166

Calpine

Corp.,

Term

Loan,

(1-mo.

LIBOR

USD

+

2.00%),

7.43%

,

 04/05/26

..........

4,600

4,594,170

Constellation

Renewables

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

2.50%),

8.03%

,

 12/15/27

...........

8,952

8,894,896

21,654,232

Industrial

Conglomerates

—

0.1%

SVP-Singer

Holdings,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

6.75%),

12.29%

,

 07/28/28

(f)

...............

3,444

2,617,184

Insurance

—

3.3%

(f)

Alliant

Holdings

Intermediate

LLC,

Term

Loan

B4,

(1-mo.

LIBOR

USD

at

0.50%

Floor

+

3.50%),

8.92%

,

 11/05/27

............

13,158

13,116,512

Alliant

Holdings

Intermediate

LLC,

Term

Loan

B5,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.72%

,

 11/05/27

..........

23,948

23,888,244

AmWINS

Group,

Inc.,

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.25%),

7.68%, 02/19/28

.........

16,941

16,866,566

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.75%),

8.18%, 02/19/28

.........

1,406

1,402,926

AssuredPartners,

Inc.,

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%, 02/12/27

.........

21,469

21,318,202

Hub

International

Ltd.,

Term

Loan

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.07%, 11/10/29

..........

3,519

3,524,066

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.25%),

9.58%, 06/20/30

.........

21,935

22,017,257

Security

Par

(000)

Par

(000)

Value

Insurance

(continued)

Ryan

Specialty

Group

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.00%),

8.42%

,

 09/01/27

.................

USD

12,611

$

12,585,586

USI,

Inc.,

Term

Loan

(3-mo.

CME

Term

SOFR

+

3.25%),

8.79%, 12/02/26

...............

3,015

3,014,721

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

8.99%, 11/22/29

..........

19,221

19,204,186

136,938,266

Interactive

Media

&

Services

—

0.9%

(f)

Acuris

Finance

US,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.39%

,

 02/16/28

.................

2,747

2,724,605

Adevinta

ASA,

Facility

Term

Loan

B2,

(3-mo.

LIBOR

USD

at

0.75%

Floor

+

2.75%),

8.29%

,

 06/26/28

.................

2,950

2,948,360

Camelot

U.S.

Acquisition

LLC,

Term

Loan

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

3.00%),

8.43%, 10/30/26

.........

23,471

23,445,575

GoodRx,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.17%

,

 10/10/25

..

3,412

3,405,495

Grab

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

4.50%),

9.93%

,

 01/29/26

.................

5,117

5,110,355

37,634,390

IT

Services

—

2.5%

(f)

Asurion

LLC,

2nd

Lien

Term

Loan

B3,

(1-mo.

CME

Term

SOFR

+

5.25%),

10.68%

,

 01/31/28

................

9,350

8,284,689

Asurion

LLC,

2nd

Lien

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

5.25%),

10.68%

,

 01/20/29

................

3,850

3,355,506

Asurion

LLC,

Term

Loan

B11,

(1-mo.

CME

Term

SOFR

+

4.25%),

9.67%

,

 08/19/28

.....

4,225

4,045,742

Asurion

LLC,

Term

Loan

B8,

(3-mo.

LIBOR

USD

+

3.25%),

8.79%

,

 12/23/26

......

15,224

14,806,987

Epicor

Software

Corp.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

7.75%),

13.17%

,

 07/31/28

...........

7,322

7,333,422

Gainwell

Acquisition

Corp.,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.34%

,

 10/01/27

...........

17,977

17,657,668

Go

Daddy

Operating

Co.

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.82%

,

 11/09/29

.................

9,536

9,544,106

Go

Daddy

Operating

Co.

LLC,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.43%

,

 08/10/27

.................

8,933

8,919,395

Sedgwick

Claims

Management

Services,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.07%

,

 02/24/28

...........

25,409

25,292,892

Venga

Finance

SARL,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.75%),

10.28%

,

 06/28/29

................

4,008

3,908,045

103,148,452

Leisure

Products

—

0.5%

(f)

Fender

Musical

Instruments

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.35%

,

 12/01/28

(c)

..........

4,714

4,537,576

Hayward

Industries,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 05/30/28

...........

3,721

3,643,290

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

16

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Leisure

Products

(continued)

Peloton

Interactive,

Inc.,

Term

Loan,

(6-mo.

CME

Term

SOFR

at

0.50%

Floor

+

7.00%),

12.26%

,

 05/25/27

................

USD

3,447

$

3,449,351

SRAM

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 05/18/28

.................

1,827

1,818,505

Topgolf

Callaway

Brands

Corp.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.92%

,

 03/15/30

.................

7,768

7,749,512

21,198,234

Life

Sciences

Tools

&

Services

—

2.1%

(f)

Avantor

Funding,

Inc.,

Term

Loan

B5,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.67%

,

 11/08/27

.................

5,870

5,865,039

Catalent

Pharma

Solutions,

Inc.,

Term

Loan

B3,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.00%),

7.41%

,

 02/22/28

...........

12,394

12,155,121

Curia

Global,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.17%

,

 08/30/26

.................

1,359

1,175,945

eResearchTechnology,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

4.50%),

9.93%

,

 02/04/27

......

8,710

8,439,943

Fortrea

Holdings,

Inc.,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

8.99%

,

 07/01/30

.................

2,899

2,899,899

ICON

plc,

Term

Loan

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.75%, 07/03/28

.........

17,717

17,722,793

Iqvia,

Inc.,

Term

Loan

B3,

(1-mo.

LIBOR

USD

+

1.75%),

7.29%

,

 06/11/25

............

8,323

8,319,850

Maravai

Intermediate

Holdings

LLC,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.32%

,

 10/19/27

...........

11,495

11,483,337

Parexel

International,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 11/15/28

............

19,129

19,037,867

87,099,794

Machinery

—

3.7%

(f)

Albion

Financing

3

SARL,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.25%),

10.60%

,

 08/17/26

................

11,525

11,482,258

Columbus

McKinnon

Corp.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.23%

,

 05/14/28

.................

3,006

2,998,027

Filtration

Group

Corp.,

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%, 10/21/28

.........

7,247

7,228,000

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.68%, 10/21/28

.........

8,395

8,415,674

Gardner

Denver,

Inc.,

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.17%

,

 03/01/27

.................

5,479

5,474,442

Gates

Global

LLC,

Term

Loan

B3,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

2.50%),

7.92%

,

 03/31/27

.................

12,779

12,740,657

Husky

Injection

Molding

Systems

Ltd.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.00%),

8.73%

,

 03/28/25

.................

18,165

17,748,899

Indicor

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.74%

,

 11/22/29

.................

15,110

15,095,473

Security

Par

(000)

Par

(000)

Value

Machinery

(continued)

Ingersoll-Rand

Services

Co.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.00%

Cap

+

1.75%),

7.17%

,

 03/01/27

...........

USD

12,610

$

12,598,986

Madison

IAQ

LLC,

Term

Loan,

(3-mo.

LIBOR

USD

at

0.50%

Floor

+

3.25%),

8.30%

,

 06/21/28

.................

15,783

15,464,486

SPX

Flow,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.92%

,

 04/05/29

.................

13,796

13,639,429

TK

Elevator

Midco

GmbH,

Facility

Term

Loan

B1,

(6-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

9.38%

,

 07/30/27

..........

20,083

19,995,651

Vertiv

Group

Corp.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.18%

,

 03/02/27

..

12,692

12,687,795

Zurn

LLC,

1st

Lien

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.00%),

7.32%

,

 10/04/28

.................

874

872,332

156,442,109

Media

—

2.6%

(f)

AVSC

Holding

Corp.,

1st

Lien

Term

Loan

B1,

(1-mo.

LIBOR

USD

at

1.00%

Floor

+

3.50%),

8.67%

,

 03/03/25

...........

9,500

9,353,467

AVSC

Holding

Corp.,

1st

Lien

Term

Loan

B3,

(3-mo.

LIBOR

USD

+

15.00%),

15.00%

,

 10/15/26

................

5,008

5,168,995

Cable

One,

Inc.,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.43%

,

 05/03/28

(c)

.

823

819,084

Charter

Communications

Operating

LLC,

Term

Loan

B1,

(3-mo.

CME

Term

SOFR

+

1.75%),

7.12%

,

 04/30/25

.................

8,478

8,465,700

Clear

Channel

Outdoor

Holdings,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.93%

-

9.13%

,

 08/21/26

...........

20,198

19,531,904

Cogeco

Communications

Finance

LP,

Term

Loan

B

(1-mo.

CME

Term

SOFR

+

2.00%),

7.42%, 01/03/25

...............

3,000

2,992,157

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.93%, 09/01/28

.........

7,723

7,594,616

CSC

Holdings

LLC,

Term

Loan

(1-mo.

LIBOR

USD

+

2.25%),

7.59%, 07/17/25

...............

6,673

6,343,006

(1-mo.

LIBOR

USD

+

2.50%),

7.84%, 04/15/27

...............

11,684

10,160,757

DirecTV

Financing

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

5.00%),

10.43%

,

 08/02/27

................

11,225

11,142,566

Learfield

Communications

LLC,

1st

Lien

Term

Loan,

(3-mo.

LIBOR

USD

at

1.00%

Floor

+

3.25%),

8.77%

,

 12/01/23

...........

7,557

5,880,514

Sinclair

Television

Group,

Inc.,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.17%

,

 04/21/29

.................

7,893

5,738,813

Voyage

Digital

Ltd.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.36%

,

 05/11/29

(c)

................

8,410

8,389,025

Ziggo

Financing

Partnership,

Facility

Term

Loan

I,

(1-mo.

CME

Term

SOFR

+

2.50%),

7.84%

,

 04/30/28

.................

6,534

6,348,892

107,929,496

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

17

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Oil,

Gas

&

Consumable

Fuels

—

0.7%

(f)

Freeport

LNG

investments

LLLP,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

9.09%

,

 12/21/28

...........

USD

28,926

$

28,552,189

M6

ETX

Holdings

II

Midco

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.89%

,

 09/19/29

...........

1,796

1,787,443

30,339,632

Passenger

Airlines

—

2.2%

(f)

AAdvantage

Loyalty

IP

Ltd.,

Term

Loan,

(1-mo.

LIBOR

USD

at

0.75%

Floor

+

0.00%),

10.34%

,

 04/20/28

................

17,542

18,148,466

Air

Canada,

Term

Loan,

(3-mo.

LIBOR

USD

at

0.75%

Floor

+

3.50%),

8.84%

,

 08/11/28

..

15,186

15,166,950

American

Airlines,

Inc.,

Term

Loan

(6-mo.

CME

Term

SOFR

+

1.75%),

6.51%, 01/29/27

...............

5,550

5,452,457

(6-mo.

CME

Term

SOFR

+

2.75%),

8.15%, 02/15/28

...............

17,523

17,349,522

Mileage

Plus

Holdings

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

5.25%),

10.76%

,

 06/21/27

................

16,135

16,809,380

United

AirLines,

Inc.,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.29%

,

 04/21/28

.................

15,650

15,654,053

WestJet

Airlines

Ltd.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

1.00%

Floor

+

3.00%),

8.25%

,

 12/11/26

.................

4,394

4,291,793

92,872,621

Personal

Care

Products

—

0.9%

Sunshine

Luxembourg

VII

SARL,

Facility

Term

Loan

B3,

(3-mo.

LIBOR

USD

at

0.75%

Floor

+

3.75%),

9.09%

,

 10/01/26

(f)

.........

39,353

39,286,331

Pharmaceuticals

—

1.9%

(f)

Amneal

Pharmaceuticals

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.50%),

8.93%

,

 05/04/25

.................

9,822

9,318,846

Amynta

Agency

Borrower,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

5.00%),

10.42%

,

 02/28/28

................

6,109

6,006,430

Bausch

Health

Cos.,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.25%),

10.60%

,

 02/01/27

................

10,207

8,307,083

Elanco

Animal

Health,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.17%

,

 08/01/27

.................

16,185

15,926,875

Jazz

Pharmaceuticals

plc,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%

,

 05/05/28

.................

16,100

16,080,071

Organon

&

Co.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.43%

,

 06/02/28

.................

11,676

11,626,092

Perrigo

Co.

plc,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.67%

,

 04/20/29

.................

3,160

3,137,323

Precision

Medicine

Group

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.00%),

8.34%

,

 11/18/27

(c)

...........

8,592

8,377,020

78,779,740

Security

Par

(000)

Par

(000)

Value

Professional

Services

—

3.7%

(f)

AlixPartners

LLP,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

8.18%

,

 02/04/28

.................

USD

12,658

$

12,634,229

CoreLogic,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%

,

 06/02/28

.................

21,941

20,120,255

CoreLogic,

Inc.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.50%),

11.93%

,

 06/04/29

................

14,963

12,213,549

Dun

&

Bradstreet

Corp.

(The),

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

0.03%),

8.67%

,

 02/06/26

.................

20,710

20,684,555

Dun

&

Bradstreet

Corp.

(The),

Term

Loan

B2,

(1-mo.

CME

Term

SOFR

+

3.25%),

8.32%

,

 01/18/29

.................

5,266

5,250,960

Element

Materials

Technology

Group

US

Holdings,

Inc.,

Delayed

Draw

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.59%

,

 06/22/29

......

4,079

4,030,351

Element

Materials

Technology

Group

US

Holdings,

Inc.,

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.59%

,

 06/22/29

.................

8,837

8,732,426

FleetCor

Technologies

Operating

Co.

LLC,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.17%

,

 04/28/28

...........

12,772

12,683,845

Galaxy

US

Opco,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.75%),

10.07%

,

 04/29/29

...........

14,495

13,643,487

Genuine

Financial

Holdings

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.18%

,

 07/11/25

.................

4,558

4,550,318

Trans

Union

LLC,

Term

Loan

B5,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.17%

,

 11/16/26

..

10,872

10,824,035

Trans

Union

LLC,

Term

Loan

B6,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.68%

,

 12/01/28

.................

12,898

12,871,298

VS

Buyer

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.25%),

8.67%

,

 02/28/27

.....

15,428

15,286,895

153,526,203

Real

Estate

Management

&

Development

—

0.4%

(f)

Cushman

&

Wakefield

U.S.

Borrower

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.67%

,

 01/31/30

(c)

9,845

9,500,482

Cushman

&

Wakefield

US

Borrower

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.18%

,

 08/21/25

.................

6,893

6,870,855

16,371,337

Semiconductors

&

Semiconductor

Equipment

—

0.4%

(f)

MKS

Instruments,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.16%

,

 08/17/29

.................

13,027

12,990,279

Synaptics,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.74%

,

 12/02/28

.................

3,733

3,697,059

16,687,338

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

18

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Software

—

9.1%

(f)

Applied

Systems,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.74%

,

 09/18/26

...........

USD

10,079

$

10,090,843

Applied

Systems,

Inc.,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

6.75%),

11.99%

,

 09/17/27

...........

2,748

2,748,000

Barracuda

Parent

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

9.87%

,

 08/15/29

...........

6,062

5,950,735

Boxer

Parent

Co.,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

3.75%),

9.18%

,

 10/02/25

..

7,856

7,833,851

CCC

Intelligent

Solutions,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.25%),

7.68%

,

 09/21/28

...........

11,463

11,431,229

Central

Parent,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.25%),

9.49%

,

 07/06/29

.................

13,634

13,633,940

Cloud

Software

Group,

Inc.,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.50%),

8.59%

,

 03/30/29

...........

41,684

39,865,078

Cloudera,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.17%

,

 10/08/28

.................

3,964

3,861,129

Cloudera,

Inc.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.00%),

11.42%

,

 10/08/29

................

9,488

8,851,545

Cornerstone

OnDemand,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.25%

,

 10/16/28

......

7,619

7,026,137

Delta

Topco,

Inc.,

2nd

Lien

Term

Loan,

(6-mo.

CME

Term

SOFR

at

0.75%

Floor

+

7.25%),

12.57%

,

 12/01/28

................

2,679

2,504,865

E2open

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%

,

 02/04/28

.................

1,407

1,403,386

Gen

Digital,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.00%),

7.42%

,

 09/12/29

.................

8,901

8,865,928

Genesys

Cloud

Services

Holdings

I

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.43%

,

 12/01/27

......

16,306

16,275,901

Helios

Software

Holdings,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

+

4.25%),

9.66%

,

 07/18/30

.................

5,247

5,139,856

Informatica

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.18%

,

 10/27/28

.....

16,763

16,647,362

Instructure

Holdings,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 10/30/28

.................

4,582

4,571,965

Magenta

Buyer

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.75%),

10.63%

,

 07/27/28

...........

12,892

9,715,637

Magenta

Buyer

LLC,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

8.25%),

13.88%

,

 07/27/29

...........

14,466

8,968,843

McAfee

Corp.,

Term

Loan

B1,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.17%

,

 03/01/29

.................

20,774

20,061,559

MH

Sub

I

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

4.25%),

9.57%

,

 05/03/28

.................

46,202

44,483,464

Security

Par

(000)

Par

(000)

Value

Software

(continued)

MH

Sub

I

LLC,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

6.25%),

11.57%

,

 02/23/29

................

USD

13,562

$

11,744,300

Proofpoint,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.68%

,

 08/31/28

.................

18,976

18,677,673

Proofpoint,

Inc.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

6.25%),

11.68%

,

 08/31/29

................

3,665

3,629,486

RealPage,

Inc.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.00%),

8.43%

,

 04/24/28

.................

30,921

30,350,473

RealPage,

Inc.,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

6.50%),

11.72%

,

 04/23/29

................

2,585

2,564,456

Severin

Acquisition

LLC,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

3.00%),

8.37%

,

 08/01/25

.................

10,065

10,052,749

Sophia

LP,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

9.04%

,

 10/07/27

.................

12,693

12,613,588

Sophia

LP,

2nd

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

1.00%

Floor

+

8.00%),

13.42%

,

 10/09/28

................

2,000

1,995,000

SS&C

Technologies

Holdings,

Inc.,

Term

Loan

B3,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.18%

,

 04/16/25

.................

6,385

6,379,221

SS&C

Technologies

Holdings,

Inc.,

Term

Loan

B4,

(1-mo.

CME

Term

SOFR

+

1.75%),

7.18%

,

 04/16/25

.................

6,085

6,079,305

UKG,

Inc.,

1st

Lien

Term

Loan

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.62%, 05/04/26

.........

6,450

6,410,189

(3-mo.

CME

Term

SOFR

+

3.75%),

9.22%, 05/04/26

...............

7,098

7,084,627

UKG,

Inc.,

2nd

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

5.25%),

10.62%

,

 05/03/27

................

10,689

10,535,633

Voyage

Australia

Pty

Ltd.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

9.09%

,

 07/20/28

...........

1,672

1,638,319

Zephyr

Bidco

Ltd.,

Facility

1st

Lien

Term

Loan

B1,

(1-mo.

LIBOR

GBP

+

4.75%),

9.72%

,

 07/23/25

.................

GBP

2,000

2,486,491

ZoomInfo

LLC,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.75%),

8.17%

,

 02/28/30

.................

USD

1,175

1,173,626

383,346,389

Specialty

Retail

—

1.9%

(f)

CD&R

Firefly

Bidco

Ltd.,

Facility

Term

Loan

B5,

(3-mo.

LIBOR

GBP

+

6.00%),

11.04%

,

 06/21/28

................

GBP

2,000

2,493,986

EG

Group

Ltd.,

Facility

Term

Loan

(1-mo.

CME

Term

SOFR

+

4.00%),

9.42%, 02/07/25

...............

USD

11,147

11,081,206

(1-mo.

LIBOR

USD

at

0.50%

Floor

+

4.25%),

9.66%, 03/31/26

.........

8,608

8,554,677

Leslie's

Poolmart,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%

,

 03/09/28

.................

3,056

2,965,894

Mavis

Tire

Express

Services

Topco

Corp.,

1st

Lien

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

4.00%),

9.43%

,

 05/04/28

.

13,748

13,708,444

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

19

(Percentages

shown

are

based

on

Net

Assets)

Security

Par

(000)

Par

(000)

Value

Specialty

Retail

(continued)

PetSmart

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.17%

,

 02/11/28

.................

USD

17,485

$

17,456,774

Pilot

Travel

Centers

LLC,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

+

2.00%),

7.42%

,

 08/04/28

.................

11,412

11,389,199

Restoration

Hardware,

Inc.,

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.50%),

7.93%, 10/20/28

.........

3,905

3,781,789

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.25%),

8.67%, 10/20/28

.........

7,190

6,996,270

RVR

Dealership

Holdings

LLC,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.25%

,

 02/08/28

...........

1,397

1,307,568

79,735,807

Technology

Hardware,

Storage

&

Peripherals

—

0.1%

Electronics

for

Imaging,

Inc.,

1st

Lien

Term

Loan,

(3-mo.

CME

Term

SOFR

+

5.00%),

10.21%

,

 07/23/26

(f)

...............

4,423

2,924,924

Textiles,

Apparel

&

Luxury

Goods

—

0.2%

(f)

Crocs,

Inc.,

Term

Loan,

(3-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.89%

-

8.92%

,

 02/20/29

.................

5,000

5,004,605

Hanesbrands,

Inc.,

Term

Loan

B,

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.75%),

9.07%

,

 03/08/30

.................

3,610

3,605,440

8,610,045

Trading

Companies

&

Distributors

—

1.4%

(f)

Beacon

Roofing

Supply,

Inc.,

Term

Loan,

(1-mo.

CME

Term

SOFR

+

2.25%),

7.68%

,

 05/19/28

.................

6,941

6,931,500

Core

&

Main

LP,

Term

Loan

B,

(6-mo.

CME

Term

SOFR

+

2.50%),

7.69%

-

7.92%

,

 07/27/28

.................

17,676

17,598,640

SRS

Distribution,

Inc.,

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.92%, 06/02/28

.........

7,385

7,276,056

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

3.50%),

8.93%, 06/02/28

.........

13,769

13,562,554

TMK

Hawk

Parent

Corp.,

Term

Loan

A,

(3-mo.

LIBOR

USD

at

1.00%

Floor

+

7.50%),

15.00%

,

 05/30/24

................

3,856

3,759,444

TMK

Hawk

Parent

Corp.,

Term

Loan

B,

(3-mo.

LIBOR

USD

at

1.00%

Floor

+

3.50%),

9.00%

,

 08/28/24

(c)

................

12,153

8,051,607

57,179,801

Transportation

Infrastructure

—

0.4%

(f)

Apple

Bidco

LLC,

1st

Lien

Term

Loan

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

2.75%),

8.18%, 09/22/28

.........

4,579

4,540,325

(1-mo.

CME

Term

SOFR

at

0.50%

Floor

+

4.00%),

9.32%, 09/22/28

.........

5,016

5,005,661

OLA

Netherlands

BV,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

6.25%),

11.64%

,

 12/15/26

(c)

...............

5,536

5,203,803

Rand

Parent

LLC,

1st

Lien

Term

Loan

B,

(3-mo.

CME

Term

SOFR

+

4.25%),

9.49%

,

 03/17/30

.................

2,307

2,212,045

16,961,834

Security

Par

(000)

Par

(000)

Value

Wireless

Telecommunication

Services

—

0.5%

(f)

Digicel

International

Finance

Ltd.,

1st

Lien

Term

Loan

B,

(3-mo.

LIBOR

USD

+

3.25%),

8.98%

,

 05/28/24

.................

USD

6,348

$

5,725,992

Digicel

International

Work

Fee,

Term

Loan,

01/01/38

(h)

.....................

274

247,508

Gogo

Intermediate

Holdings

LLC,

Term

Loan,

(1-mo.

CME

Term

SOFR

at

0.75%

Floor

+

3.75%),

9.18%

,

 04/30/28

...........

4,483

4,484,271

SBA

Senior

Finance

II

LLC,

Term

Loan,

(1-mo.

LIBOR

USD

+

1.75%),

7.17%

,

 04/11/25

..

9,365

9,353,086

19,810,857

Total

Floating

Rate

Loan

Interests

—

88.5%

(Cost:

$3,800,860,444)

...........................

3,714,291,485

Shares

Shares

Investment

Companies

Energy

Select

Sector

SPDR

Fund

.......

38,675

3,383,289

Financial

Select

Sector

SPDR

Fund

......

15,000

529,950

Invesco

Senior

Loan

ETF

(i)

............

1,535,500

32,245,500

iShares

0-5

Year

High

Yield

Corporate

Bond

ETF

(j)

.........................

55,000

2,292,400

iShares

1-5

Year

Investment

Grade

Corporate

Bond

ETF

(i)(j)

....................

980,000

49,303,800

iShares

iBoxx

$

High

Yield

Corporate

Bond

ETF

(i)(j)

........................

505,000

38,127,500

Janus

Henderson

AAA

CLO

ETF

........

50,000

2,512,250

Total

Investment

Companies

—

3.1%

(Cost:

$126,942,013)

.............................

128,394,689

Beneficial

Interest

(000)

Other

Interests

(k)

Capital

Markets

—

0.0%

Millennium

Corp.

Claim

(c)

..............

15,011

—

Total

Other

Interests

—

0.0%

(Cost:

$—)

....................................

—

Shares

Shares

Preferred

Securities

Preferred

Stocks

—

0.0%

Commercial

Services

&

Supplies

—

0.0%

Verscend

Intermediate

Holding

Corp.

(Preference),

12.25%

(c)(l)

............

1,494

1,959,357

Total

Preferred

Securities

—

0.0%

(Cost:

$1,464,120)

..............................

1,959,357

Warrants

Diversified

Consumer

Services

—

0.0%

Service

King

Midas

International

(Issued/

Exercisable

07/14/22,

1

Share

for

1

Warrant,

Expires

06/30/27,

Strike

Price

USD

10.00)

(a)

(c)

...........................

22,972

—

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

20

(Percentages

shown

are

based

on

Net

Assets)

Affiliates

Investments

in

issuers

considered

to

be

affiliate(s)

of

the

Fund

during

the period

ended

July

31,

2023

for

purposes

of

Section

2(a)(3)

of

the

Investment

Company

Act

of

1940,

as

amended,

were

as

follows:

Security

Shares

Shares

Value

Oil,

Gas

&

Consumable

Fuels

—

0.0%

California

Resources

Corp.

(Issued/Exercisable

10/23/20,

1

Share

for

1

Warrant,

Expires

10/27/24,

Strike

Price

USD

36.00)

(a)

....

3,901

$

70,608

Total

Warrants

—

0.0%

(Cost:

$—)

....................................

70,608

Total

Long-Term

Investments

—

93.4%

(Cost:

$4,012,671,804)

...........................

3,920,748,228

Security

Shares

Shares

Value

Short-Term

Securities

Money

Market

Funds

—

9.7%

(j)(m)

BlackRock

Liquidity

Funds,

T-Fund,

Institutional

Class,

5.16%

...................

301,458,447

$

301,458,447

SL

Liquidity

Series,

LLC,

Money

Market

Series,

5.42%

(n)

.......................

105,645,776

105,656,341

Total

Short-Term

Securities

—

9.7%

(Cost:

$407,088,488)

.............................

407,114,788

Total

Investments

—

103.1%

(Cost:

$4,419,760,292

)

...........................

4,327,863,016

Liabilities

in

Excess

of

Other

Assets

—

(3.1)%

............

(130,958,129)

Net

Assets

—

100.0%

..............................

$

4,196,904,887

(a)

Non-income

producing

security.

(b)

Restricted

security

as

to

resale,

excluding

144A

securities.

The

Fund

held

restricted

securities

with

a

current

value

of

$0,

representing

less

than

0.05%

of

its

net

assets

as

of

period

end,

and

an

original

cost

of

$0.

(c)

Security

is

valued

using

significant

unobservable

inputs

and

is

classified

as

Level

3

in

the

fair

value

hierarchy.

(d)

Security

exempt

from

registration

pursuant

to

Rule

144A

under

the

Securities

Act

of

1933,

as

amended.

These

securities

may

be

resold

in

transactions

exempt

from

registration

to

qualified

institutional

investors.

(e)

Issuer

filed

for

bankruptcy

and/or

is

in

default.

(f)

Variable

rate

security.

Interest

rate

resets

periodically.

The

rate

shown

is

the

effective

interest

rate

as

of

period

end.

Security

description

also

includes

the

reference

rate

and

spread

if

published

and

available.

(g)

Payment-in-kind

security

which

may

pay

interest/dividends

in

additional

par/shares

and/or

in

cash.

Rates

shown

are

the

current

rate

and

possible

payment

rates.

(h)

Represents

an

unsettled

loan

commitment

at

period

end.

Certain

details

associated

with

this

purchase

are

not

known

prior

to

the

settlement

date,

including

coupon

rate.

(i)

All

or

a

portion

of

this

security

is

on

loan.

(j)

Affiliate

of

the

Fund.

(k)

Other

interests

represent

beneficial

interests

in

liquidation

trusts

and

other

reorganization

or

private

entities.

(l)

Perpetual

security

with

no

stated

maturity

date.

(m)

Annualized

7-day

yield

as

of

period

end.

(n)

All

or

a

portion

of

this

security

was

purchased

with

the

cash

collateral

from

loaned

securities.

Affiliated

Issuer

Value

at

08/31/22

Purchases

at

Cost

Proceeds

from

Sale

Net

Realized

Gain

(Loss)

Change

in

Unrealized

Appreciation

(Depreciation)

Value

at

07/31/23

Shares

Held

at

07/31/23

Income

Capital

Gain

Distributions

from

Underlying

Funds

BlackRock

Liquidity

Funds,

T-Fund,

Institutional

Class

...

$

322,336,103

$

—

$

(20,877,656)

(a)

$

—

$

—

$

301,458,447

301,458,447

$

11,241,395

$

—

SL

Liquidity

Series,

LLC,

Money

Market

Series

...........

126,796,575

—

(21,115,225)

(a)

15,697

(40,706)

105,656,341

105,645,776

1,258,787

(b)

—

iShares

0-5

Year

High

Yield

Corporate

Bond

ETF

......

—

2,248,191

—

—

44,209

2,292,400

55,000

—

—

iShares

1-5

Year

Investment

Grade

Corporate

Bond

ETF

..

—

57,895,772

(9,082,727)

(14,473)

505,228

49,303,800

980,000

585,337

2,926

iShares

iBoxx

$

High

Yield

Corporate

Bond

ETF

......

30,184,651

146,242,141

(137,882,565)

(5,908,762)

5,492,035

38,127,500

505,000

2,110,871

—

$

(5,907,538)

$

6,000,766

$

496,838,488

$

15,196,390

$

2,926

—

—

(a)

Represents

net

amount

purchased

(sold).

(b)

All

or

a

portion

represents

securities

lending

income

earned

from

the

reinvestment

of

cash

collateral

from

loaned

securities,

net

of

fees

and

collateral

investment

expenses,

and

other

payments

to

and

from

borrowers

of

securities.

For

Fund

compliance

purposes,

the

Fund's

industry

classifications

refer

to

one

or

more

of

the

industry

sub-classifications

used

by

one

or

more

widely

recognized

market

indexes

or

rating

group

indexes,

and/or

as

defined

by

the

investment

adviser.

These

definitions

may

not

apply

for

purposes

of

this

report,

which

may

combine

such

industry

sub-classifications

for

reporting

ease.

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

21

Derivative

Financial

Instruments

Categorized

by

Risk

Exposure

Derivative

Financial

Instruments

Outstanding

as

of

Period

End

Forward

Foreign

Currency

Exchange

Contracts

Currency

Purchased

Currency

Sold

Counterparty

Settlement

Date

Unrealized

Appreciation  

(Depreciation)

USD

5,511,669

EUR

5,022,580

BNP

Paribas

SA

09/20/23

$

(24,397)

USD

3,128,388

EUR

2,850,420

Toronto

Dominion

Bank

09/20/23

(13,446)

USD

4,672,665

GBP

3,644,000

BNP

Paribas

SA

09/20/23

(4,867)

$

(42,710)

Centrally

Cleared

Credit

Defa

ul

t

Swaps

—

Sell

Protection

Reference

Obligation/Index

Financing

Rate

Received

by

the

Fund

Payment

Frequency

Termination

Date

Credit

Rating

(a)

Notional

Amount

(000)

(b)

Value

Upfront

Premium

Paid

(Received)

Unrealized

Appreciation

(Depreciation)

Markit

CDX

North

American

High

Yield

Index

Series

39.V2

...........

5.00

%

Quarterly

12/20/27

B+

USD

30,259

$

1,334,198

$

(244,424)

$

1,578,622

Markit

CDX

North

American

High

Yield

Index

Series

40.V1

...........

5.00

Quarterly

06/20/28

B+

USD

75,000

3,072,518

683,617

2,388,901

$

4,406,716

$

439,193

$

3,967,523

(a)

Using

the

rating

of

the

issuer

or

the

underlying

securities

of

the

index,

as

applicable,

provided

by

S&P

Global

Ratings.

(b)

The

maximum

potential

amount

the

Fund

may

pay

should

a

negative

credit

event

take

place

as

defined

under

the

terms

of

the

agreement.

Balances

Reported

in

the

Statement

of

Assets

and

Liabilities

for

Centrally

Cleared

Swaps

Description

Swap

Premiums

Paid

Swap

Premiums

Received

Unrealized

Appreciation

Unrealized

Depreciation

Centrally

Cleared

Swaps

(a)

..........................................................

$

683,617

$

(244,424)

$

3,967,523

$

—

(a)

Includes

cumulative

appreciation

(depreciation)

on

centrally

cleared

swaps,

as

reported

in

the

Schedule

of

Investments.

Only

current

day’s

variation

margin

is

reported

within

the

Statement

of

Assets

and

Liabilities

and

is

net

of

any

previously

paid

(received)

swap

premium

amounts.

As

of

period

end,

the

fair

values

of

derivative

financial

instruments

located

in

the

Statement

of

Assets

and

Liabilities

were

as

follows:

Commodity

Contracts

Credit

Contracts

Equity

Contracts

Foreign

Currency

Exchange

Contracts

Interest

Rate

Contracts

Other

Contracts

Total

Assets

—

Derivative

Financial

Instruments

Swaps

—

centrally

cleared

Unrealized

appreciation

on

centrally

cleared

swaps

(a)

.

$

—

$

3,967,523

$

—

$

—

$

—

$

—

$

3,967,523

Liabilities

—

Derivative

Financial

Instruments

Forward

foreign

currency

exchange

contracts

Unrealized

depreciation

on

forward

foreign

currency

exchange

contracts

......................

$

—

$

—

$

—

$

42,710

$

—

$

—

$

42,710

(a)

Net

cumulative

unrealized

appreciation

(depreciation)

on

centrally

cleared

swaps,

if

any,

are

reported

in

the

Schedule

of

Investments.

In

the

Statement

of

Assets

and

Liabilities,

only

current

day’s

variation

margin

is

reported

in

receivables

or

payables

and

the

net

cumulative

unrealized

appreciation

(depreciation)

is

included

in

accumulated

earnings

(loss).

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

22

For

more

information

about

the

Fund’s

investment

risks

regarding

derivative

financial

instruments,

refer

to

the

Notes

to

Financial

Statements.

Derivative

Financial

Instruments

—

Offsetting

as

of

Period

End

For

the

period

ended

July

31,

2023,

the

effect

of

derivative

financial

instruments

in

the

Statements

of

Operations

was

as

follows:

Commodity

Contracts

Credit

Contracts

Equity

Contracts

Foreign

Currency

Exchange

Contracts

Interest

Rate

Contracts

Other

Contracts

Total

Net

Realized

Gain

(Loss)

from

Forward

foreign

currency

exchange

contracts

....

$

—

$

—

$

—

$

8,138

$

—

$

—

$

8,138

Swaps

..............................

—

5,971,044

—

—

—

—

5,971,044

$

—

$

5,971,044

$

—

$

8,138

$

—

$

—

$

5,979,182

Net

Change

in

Unrealized

Appreciation

(Depreciation)

on

Forward

foreign

currency

exchange

contracts

....

$

—

$

—

$

—

$

(825,238)

$

—

$

—

$

(825,238)

Swaps

..............................

—

5,683,003

—

—

—

—

5,683,003

$

—

$

5,683,003

$

—

$

(825,238)

$

—

$

—

$

4,857,765

Average

Quarterly

Balances

of

Outstanding

Derivative

Financial

Instruments

Forward

foreign

currency

exchange

contracts

Average

amounts

purchased

—

in

USD

....................................................................................

$

12,102,782

Credit

default

swaps

Average

notional

value

—

sell

protection

...................................................................................

$

113,251,900

The

Fund's

derivative

assets

and

liabilities

(by

type)

were

as

follows:

Assets

Liabilities

Derivative

Financial

Instruments

$

—

Forward

foreign

currency

exchange

contracts

.................................................................

$

—

$

42,710

Swaps

—

centrally

cleared

..............................................................................

529,504

—

Total

derivative

assets

and

liabilities

in

the

Statement

of

Assets

and

Liabilities

.............................................

$

529,504

$

42,710

Derivatives

not

subject

to

a

Master

Netting

Agreement

or

similar

agreement

("MNA")

........................................

(529,504)

—

Total

derivative

assets

and

liabilities

subject

to

an

MNA

............................................................

$

—

$

42,710

The

following

table

presents

the

Fund's

derivative

assets

and

liabilities

by

counterparty

net

of

amounts

available

for

offset

under

an

MNA

and

net

of

the

related

collateral

pledged

by

the

Fund:

Counterparty

Derivative

Liabilities

Subject

to

an

MNA

by

Counterparty

Derivatives

Available

for

Offset

Non-cash

Collateral

Pledged

Cash

Collateral

Pledged

Net

Amount

of

Derivative

Liabilities

(a)(b)

BNP

Paribas

SA

.................................

$

29,264

$

—

$

—

$

—

$

29,264

Toronto

Dominion

Bank

............................

13,446

—

—

—

13,446

$

42,710

$

—

$

—

$

—

$

42,710

(a)

Net

amount

may

also

include

forward

foreign

currency

exchange

contracts

that

are

not

required

to

be

collateralized.

(b)

Net

amount

represents

the

net

amount

payable

due

to

the

counterparty

in

the

event

of

default.

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

23

Fair

Value

Hierarchy

as

of Period

End

Various

inputs

are

used

in

determining

the

fair

value

of

financial

instruments.

For

a

description

of

the

input

levels

and

information

about

the

Fund’s

policy

regarding

valuation

of

financial

instruments,

refer

to

the

Notes

to

Financial

Statements.

The

following

table

summarizes

the

Fund’s

financial

instruments

categorized

in

the

fair

value

hierarchy.

The

breakdown

of

the

Fund's

financial

instruments

into

major

categories

is

disclosed

in

the Schedule

of

Investments

above.

Level

1

Level

2

Level

3

Total

Assets

Investments

Long-Term

Investments

Common

Stocks

Construction

&

Engineering

................................

$

—

$

97,460

$

—

$

97,460

Energy

Equipment

&

Services

..............................

—

—

—

—

Industrial

Conglomerates

..................................

—

54

—

54

Professional

Services

....................................

—

1,859,896

—

1,859,896

Corporate

Bonds

Aerospace

&

Defense

....................................

—

249,661

—

249,661

Capital

Markets

........................................

—

1,445,601

—

1,445,601

Chemicals

............................................

—

9,865,036

—

9,865,036

Commercial

Services

&

Supplies

.............................

—

10,297,679

—

10,297,679

Construction

&

Engineering

................................

—

2,290,965

—

2,290,965

Diversified

Consumer

Services

..............................

—

4,429,314

—

4,429,314

Electric

Utilities

........................................

—

—

—

—

Electrical

Equipment

.....................................

—

4,282,792

—

4,282,792

Health

Care

Equipment

&

Supplies

...........................

—

9,836,436

—

9,836,436

Hotels,

Restaurants

&

Leisure

..............................

—

6,717,291

—

6,717,291

Household

Durables

.....................................

—

1,758,716

—

1,758,716

Insurance

............................................

—

6,584,014

—

6,584,014

Real

Estate

Management

&

Development

.......................

—

6,452,423

—

6,452,423

Software

.............................................

—

5,134,725

—

5,134,725

Specialty

Retail

........................................

—

4,265,817

—

4,265,817

Wireless

Telecommunication

Services

.........................

—

464,209

—

464,209

Floating

Rate

Loan

Interests

Aerospace

&

Defense

....................................

—

101,656,666

—

101,656,666

Automobile

Components

..................................

—

25,702,252

—

25,702,252

Automobiles

..........................................

—

12,180,449

—

12,180,449

Beverages

...........................................

—

44,056,067

—

44,056,067

Broadline

Retail

........................................

—

41,228,079

20,282,784

61,510,863

Building

Products

.......................................

—

44,659,552

—

44,659,552

Capital

Markets

........................................

—

82,526,898

—

82,526,898

Chemicals

............................................

—

142,972,193

—

142,972,193

Commercial

Services

&

Supplies

.............................

—

122,024,306

—

122,024,306

Communications

Equipment

................................

—

7,835,091

—

7,835,091

Construction

&

Engineering

................................

—

49,667,213

—

49,667,213

Construction

Materials

....................................

—

29,119,558

—

29,119,558

Consumer

Staples

Distribution

&

Retail

........................

—

15,635,748

—

15,635,748

Containers

&

Packaging

..................................

—

33,183,691

—

33,183,691

Distributors

...........................................

—

7,999,198

—

7,999,198

Diversified

Consumer

Services

..............................

—

88,490,258

—

88,490,258

Diversified

REITs

.......................................

—

4,228,807

—

4,228,807

Diversified

Telecommunication

Services

........................

—

138,677,460

—

138,677,460

Electric

Utilities

........................................

—

3,042,220

—

3,042,220

Electrical

Equipment

.....................................

—

—

11,865,004

11,865,004

Electronic

Equipment,

Instruments

&

Components

.................

—

9,814,458

—

9,814,458

Energy

Equipment

&

Services

..............................

—

8,761,234

—

8,761,234

Entertainment

.........................................

—

184,511,623

—

184,511,623

Financial

Services

......................................

—

120,347,866

11,541,714

131,889,580

Food

Products

.........................................

—

127,079,621

—

127,079,621

Ground

Transportation

...................................

—

35,811,501

—

35,811,501

Health

Care

Equipment

&

Supplies

...........................

—

64,134,582

—

64,134,582

Health

Care

Providers

&

Services

............................

—

85,971,503

—

85,971,503

Health

Care

Technology

..................................

—

66,191,611

2,893,000

69,084,611

Hotels,

Restaurants

&

Leisure

..............................

—

236,991,244

—

236,991,244

Household

Durables

.....................................

—

60,035,348

—

60,035,348

Household

Products

.....................................

—

2,077,670

—

2,077,670

2023

BlackRock

Annual

Report

to

Shareholders

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

24

Level

1

Level

2

Level

3

Total

Independent

Power

and

Renewable

Electricity

Producers

............

$

—

$

21,654,232

$

—

$

21,654,232

Industrial

Conglomerates

..................................

—

2,617,184

—

2,617,184

Insurance

............................................

—

136,938,266

—

136,938,266

Interactive

Media

&

Services

...............................

—

37,634,390

—

37,634,390

IT

Services

...........................................

—

103,148,452

—

103,148,452

Leisure

Products

.......................................

—

16,660,658

4,537,576

21,198,234

Life

Sciences

Tools

&

Services

..............................

—

87,099,794

—

87,099,794

Machinery

............................................

—

156,442,109

—

156,442,109

Media

...............................................

—

98,721,387

9,208,109

107,929,496

Oil,

Gas

&

Consumable

Fuels

...............................

—

30,339,632

—

30,339,632

Passenger

Airlines

......................................

—

92,872,621

—

92,872,621

Personal

Care

Products

..................................

—

39,286,331

—

39,286,331

Pharmaceuticals

.......................................

—

70,402,720

8,377,020

78,779,740

Professional

Services

....................................

—

153,526,203

—

153,526,203

Real

Estate

Management

&

Development

.......................

—

6,870,855

9,500,482

16,371,337

Semiconductors

&

Semiconductor

Equipment

....................

—

16,687,338

—

16,687,338

Software

.............................................

—

383,346,389

—

383,346,389

Specialty

Retail

........................................

—

79,735,807

—

79,735,807

Technology

Hardware,

Storage

&

Peripherals

....................

—

2,924,924

—

2,924,924

Textiles,

Apparel

&

Luxury

Goods

............................

—

8,610,045

—

8,610,045

Trading

Companies

&

Distributors

............................

—

49,128,194

8,051,607

57,179,801

Transportation

Infrastructure

...............................

—

11,758,031

5,203,803

16,961,834

Wireless

Telecommunication

Services

.........................

—

19,810,857

—

19,810,857

Investment

Companies

....................................

128,394,689

—

—

128,394,689

Other

Interests

..........................................

—

—

—

—

Preferred

Securities

.......................................

—

—

1,959,357

1,959,357

Warrants

..............................................

70,608

—

—

70,608

Short-Term

Securities

Money

Market

Funds

......................................

301,458,447

—

—

301,458,447

$

429,923,744

$

3,698,862,475

$

93,420,456

$

4,222,206,675

Investments

valued

at

NAV

(a)

......................................

105,656,341

$

4,327,863,016

Derivative

Financial

Instruments

(b)

Assets

Credit

contracts

...........................................

$

—

$

3,967,523

$

—

$

3,967,523

Liabilities

Foreign

currency

exchange

contracts

............................

—

(42,710)

—

(42,710)

$

—

$

3,924,813

$

—

$

3,924,813

(a)

Certain

investments

of

the

Fund

were

fair

valued

using

NAV

as

a

practical

expedient

as

no

quoted

market

value

is

available

and

therefore

have

been

excluded

from

the

fair

value

hierarchy.

(b)

Derivative

financial

instruments

are

swaps

and

forward

foreign

currency

exchange

contracts.

Swaps

and

forward

foreign

currency

exchange

contracts

are

valued

at

the

unrealized

appreciation

(depreciation)

on

the

instrument.

Fair

Value

Hierarchy

as

of Period

End

(continued)

Schedule

of

Investments

(continued)

July

31,

2023

BlackRock

Floating

Rate

Income

Portfolio

Schedule

of

Investments

25

See

notes

to

financial

statements.

A

reconciliation

of

Level

3

financial

instruments

is

presented

when

the

Fund

had

a

significant

amount

of

Level

3

investments

and

derivative

financial

instruments

at

the

beginning

and/or

end

of

the

period

in

relation

to

net

assets.

The

following

table

is

a

reconciliation

of

Level

3

investments

for

which

significant

unobservable

inputs

were

used

in

determining

fair

value:

Common

Stocks

Floating

Rate

Loan

Interests

Preferred

Securities

Total

Investments

Assets/Liabilities

Opening

balance,

as

of

August

31,

2022

................................................................

$

5,910

$

176,869,422

$

1,756,271

$

178,631,603

Transfers

into

Level

3

(a)

...........................................................................

—

31,396,959

—

31,396,959

Transfers

out

of

Level

3

(b)

..........................................................................

—

(85,773,150)

—

(85,773,150)

Accrued

discounts/premiums

........................................................................

—

999,257

—

999,257

Net

realized

loss

................................................................................

(245,459)

(3,169,056)

—

(3,414,515)

Net

change

in

unrealized

appreciation

(c)(d)

................................................................

245,289

1,976,630

203,086

2,425,005

Purchases

....................................................................................

—

28,115,163

—

28,115,163

Sales

.......................................................................................

(5,740)

(58,954,126)

—

(58,959,866)

Closing

balance,

as

of

July

31,

2023

...................................................................

$

—

$

91,461,099

$

1,959,357

$

93,420,456

Net

change

in

unrealized

appreciation

on

investments

still

held

at

July

31,

2023

(d)

......................................

$

—

$

48,592

$

203,086

$

251,678

(a)

As

of

August

31,

2022,

the

Fund

used

observable

inputs

in

determining

the

value

of

certain

investments.

As

of

July

31,

2023,

the

Fund

used

significant

unobservable

inputs

in

determining

the

value

of

the

same

investments.

As

a

result,

investments

at

beginning

of

period

value

were

transferred

from

Level

2

to

Level

3

in

the

fair

value

hierarchy.

(b)

As

of

August

31,

2022,

the

Fund

used

significant

unobservable

inputs

in

determining

the

value

of

certain

investments.

As

of

July

31,

2023,

the

Fund

used

observable

inputs

in

determining

the

value

of

the

same

investments.

As

a

result,

investments

at

beginning

of

period

value

were

transferred

from

Level

3

to

Level

2

in

the

fair

value

hierarchy.

(c)

Included

in

the

related

net

change

in

unrealized

appreciation

(depreciation)

in

the

Statements

of

Operations.

(d)

Any

difference

between

net

change

in

unrealized

appreciation

(depreciation)

and

net

change

in

unrealized

appreciation

(depreciation)

on

investments

still

held

at

July

31,

2023

is

generally

due

to

investments

no

longer

held

or

categorized

as

Level

3

at

period

end.

Statement

of

Assets

and

Liabilities

July

31,

2023

2023

BlackRock

Annual

Report

to

Shareholders

26

BlackRock

Floating

Rate

Income

Portfolio

ASSETS

Investments,

at

value

—

unaffiliated

(a)

(b)

.......................................................................................

$

3,831,024,528‌

Investments,

at

value

—

affiliated

(c)

..........................................................................................

496,838,488‌

Cash

.............................................................................................................

19,647,842‌

Cash

pledged:

–‌

Centrally

cleared

swaps

................................................................................................

9,423,000‌

Foreign

currency,

at

value

(d)

...............................................................................................

194,839‌

Receivables:

–‌

Investments

sold

....................................................................................................

19,547,346‌

Securities

lending

income

—

affiliated

......................................................................................

35,415‌

Capital

shares

sold

...................................................................................................

6,866,365‌

Dividends

—

affiliated

.................................................................................................

1,361,491‌

Interest

—

unaffiliated

.................................................................................................

14,495,22

5‌

Variation

margin

on

centrally

cleared

swaps

..................................................................................

529,504‌

Prepaid

expenses

.....................................................................................................

211,463‌

Total

assets

.........................................................................................................

4,400,175,506‌

LIABILITIES

Collateral

on

securities

loaned

.............................................................................................

105,826,129‌

Payables:

–‌

Investments

purchased

................................................................................................

70,658,653‌

Administration

fees

...................................................................................................

203,060‌

Capital

shares

redeemed

...............................................................................................

18,598,839‌

Income

dividend

distributions

............................................................................................

4,619,936‌

Investment

advisory

fees

..............................................................................................

1,698,573‌

Trustees'

and

Officer's

fees

.............................................................................................

46,889‌

Other

affiliate

fees

...................................................................................................

11,507‌

Professional

fees

....................................................................................................

118,195‌

Service

and

distribution

fees

.............................................................................................

106,569‌

Other

accrued

expenses

...............................................................................................

1,339,559‌

Unrealized

depreciation

on:

–‌

Forward

foreign

currency

exchange

contracts

.................................................................................

42,710‌

Total

liabilities

........................................................................................................

203,270,619‌

Commitments

and

contingent

liabilities

$

–‌

NET

ASSETS

........................................................................................................

$

4,196,904,887‌

NET

ASSETS

CONSIST

OF:

Paid-in

capital

........................................................................................................

$

4,653,190,722‌

Accumulated

loss

.....................................................................................................

(456,285,835‌)

NET

ASSETS

........................................................................................................

$

4,196,904,887‌

(a)

  Investments,

at

cost

—

unaffiliated

........................................................................................

$

3,924,527,465‌

(b)

  Securities

loaned,

at

value

..............................................................................................

$

103,675,605‌

(c)

  Investments,

at

cost

—

affiliated

..........................................................................................

$

495,232,827‌

(d)

  Foreign

currency,

at

cost

...............................................................................................

$

195,861‌

See

notes

to

financial

statements.

Statement

of

Assets

and

Liabilities

(continued)

July

31,

2023

27

Financial

Statements

See

notes

to

financial

statements.

BlackRock

Floating

Rate

Income

Portfolio

NET

ASSET

VALUE

Institutional

Net

assets

.........................................................................................................

$

2,726,042,286‌

Shares

outstanding

..................................................................................................

283,000,733‌

Net

asset

value

.....................................................................................................

$

9.63‌

Shares

authorized

...................................................................................................

Unlimited

Par

value

.........................................................................................................

$

0.001‌

Investor

A

Net

assets

.........................................................................................................

$

339,621,296‌

Shares

outstanding

..................................................................................................

35,268,313‌

Net

asset

value

.....................................................................................................

$

9.63‌

Shares

authorized

...................................................................................................

Unlimited

Par

value

.........................................................................................................

$

0.001‌

Investor

C

Net

assets

.........................................................................................................

$

34,067,298‌

Shares

outstanding

..................................................................................................

3,537,348‌

Net

asset

value

.....................................................................................................

$

9.63‌

Shares

authorized

...................................................................................................

Unlimited

Par

value

.........................................................................................................

$

0.001‌

Class

K

Net

assets

.........................................................................................................

$

1,097,174,007‌

Shares

outstanding

..................................................................................................

113,958,571‌

Net

asset

value

.....................................................................................................

$

9.63‌

Shares

authorized

...................................................................................................

Unlimited

Par

value

.........................................................................................................

$

0.001‌

Statements

of

Operations

2023

BlackRock

Annual

Report

to

Shareholders

28

See

notes

to

financial

statements.

BlackRock

Floating

Rate

Income

Portfolio

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

INVESTMENT

INCOME

Dividends

—

unaffiliated

................................................................................

$

3,694,537‌

$

8,244,732‌

Dividends

—

affiliated

..................................................................................

13,937,603‌

3,520,491‌

Interest

—

unaffiliated

..................................................................................

319,247,131‌

227,029,752‌

Securities

lending

income

—

affiliated

—

net

..................................................................

1,258,787‌

3,916,247‌

Foreign

taxes

withheld

.................................................................................

(2,796‌)

(446‌)

Total

investment

income

..................................................................................

338,135,262‌

242,710,776‌

EXPENSES

Investment

advisory

...................................................................................

19,845,432‌

25,816,817‌

Transfer

agent

—

class

specific

...........................................................................

2,582,440‌

3,300,219‌

Administration

......................................................................................

1,489,202‌

1,925,657‌

Service

and

distribution

—

class

specific

.....................................................................

1,159,122‌

1,372,751‌

Administration

—

class

specific

...........................................................................

810,848‌

1,069,579‌

Accounting

services

...................................................................................

520,281‌

651,524‌

Registration

........................................................................................

292,847‌

236,170‌

Professional

........................................................................................

176,991‌

—‌

Trustees

and

Officer

...................................................................................

61,223‌

56,342‌

Printing

and

postage

..................................................................................

41,458‌

—‌

Custodian

..........................................................................................

36,550‌

42,459‌

Miscellaneous

.......................................................................................

838,785‌

812,599‌

Total

expenses

excluding

interest

expense

......................................................................

27,855,179‌

35,284,117‌

Interest

expense

.....................................................................................

151‌

—‌

Total

expenses

........................................................................................

27,855,330‌

35,284,117‌

Less:

–‌

–‌

Administration

fees

waived

by

the

Manager

—

class

specific

........................................................

(8,305‌)

(10,557‌)

Fees

waived

and/or

reimbursed

by

the

Manager

................................................................

(456,230‌)

(394,201‌)

Total

expenses

after

fees

waived

and/or

reimbursed

...............................................................

27,390,795‌

34,879,359‌

Net

investment

income

...................................................................................

310,744,467‌

207,831,417‌

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

$

41,502,685‌

$

–‌

Net

realized

gain

(loss)

from:

$

–‌

$

–‌

Investments

—

unaffiliated

............................................................................

(61,975,777‌)

(76,700,307‌)

Investments

—

affiliated

..............................................................................

(5,907,538‌)

(4,799,197‌)

Capital

gain

distributions

from

underlying

funds

—

affiliated

.......................................................

2,926‌

—‌

Forward

foreign

currency

exchange

contracts

................................................................

8,138‌

2,819,504‌

Foreign

currency

transactions

..........................................................................

(21,840‌)

(168,325‌)

Swaps

..........................................................................................

5,971,044‌

(745,311‌)

A

(61,923,047‌)

(79,593,636‌)

Net

change

in

unrealized

appreciation

(depreciation)

on:

Investments

—

unaffiliated

............................................................................

92,551,349‌

(182,418,482‌)

Investments

—

affiliated

..............................................................................

6,000,766‌

(4,395,105‌)

Forward

foreign

currency

exchange

contracts

................................................................

(825,238‌)

111,179‌

Foreign

currency

translations

...........................................................................

2,983‌

(2,498‌)

Swaps

..........................................................................................

5,683,003‌

(5,026,219‌)

Unfunded

floating

rate

loan

interests

......................................................................

12,869‌

(12,869‌)

A

103,425,732‌

(191,743,994‌)

Net

realized

and

unrealized

gain

(loss)

........................................................................

41,502,685‌

(271,337,630‌)

NET

INCREASE

(DECREASE)

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

.........................................

$

352,247,152‌

$

(63,506,213‌)

Statements

of

Changes

in

Net

Assets

29

Financial

Statements

See

notes

to

financial

statements.

BlackRock

Floating

Rate

Income

Portfolio

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

INCREASE

(DECREASE)

IN

NET

ASSETS

OPERATIONS

Net

investment

income

..............................................................

$

310,744,467

‌

$

207,831,417

‌

$

110,675,183

‌

Net

realized

loss

..................................................................

(61,923,047

)

(79,593,636

)

(2,350,997

)

Net

change

in

unrealized

appreciation

(depreciation)

..........................................

103,425,732

‌

(191,743,994

)

70,597,956

‌

Net

increase

(decrease)

in

net

assets

resulting

from

operations

.....................................

352,247,152

‌

(63,506,213

)

178,922,142

‌

DISTRIBUTIONS

TO

SHAREHOLDERS

(a)

From

net

investment

income:

  Institutional

.....................................................................

(199,270,136

)

(119,346,809

)

(61,821,766

)

  Investor

A

......................................................................

(24,946,058

)

(14,314,094

)

(10,217,953

)

  Investor

C

......................................................................

(2,303,368

)

(1,087,490

)

(1,019,982

)

  Class

K

.......................................................................

(90,000,072

)

(72,467,539

)

(35,721,282

)

Return

of

capital:

  Institutional

.....................................................................

(175,342

)

—

‌

—

‌

  Investor

A

......................................................................

(21,951

)

—

‌

—

‌

  Investor

C

......................................................................

(2,027

)

—

‌

—

‌

  Class

K

.......................................................................

(79,193

)

—

‌

—

‌

Decrease

in

net

assets

resulting

from

distributions

to

shareholders

...................................

(316,798,147

)

(207,215,932

)

(108,780,983

)

CAPITAL

SHARE

TRANSACTIONS

Net

increase

(decrease)

in

net

assets

derived

from

capital

share

transactions

...........................

(980,841,058

)

1,344,173,228

‌

1,656,919,325

‌

NET

ASSETS

Total

increase

(decrease)

in

net

assets

.....................................................

(945,392,053

)

1,073,451,083

‌

1,727,060,484

‌

Beginning

of

period

..................................................................

5,142,296,940

‌

4,068,845,857

‌

2,341,785,373

‌

End

of

period

......................................................................

$

4,196,904,887

‌

$

5,142,296,940

‌

$

4,068,845,857

‌

(a)

Distributions

for

annual

periods

determined

in

accordance

with

U.S.

federal

income

tax

regulations.

Financial

Highlights

(For

a

share

outstanding

throughout

each

period)

2023

BlackRock

Annual

Report

to

Shareholders

30

BlackRock

Floating

Rate

Income

Portfolio

Institutional

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Net

asset

value,

beginning

of

period

..........

$

9.53

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

$

10.20

‌

Net

investment

income

(a)

..................

0.67

‌

0.38

‌

0.36

‌

0.43

‌

0.51

‌

0.45

‌

Net

realized

and

unrealized

gain

(loss)

.........

0.11

‌

(0.41

)

0.32

‌

(0.35

)

(0.20

)

(0.05

)

Net

increase

(decrease)

from

investment

operations

.

0.78

‌

(0.03

)

0.68

‌

0.08

‌

0.31

‌

0.40

‌

Distributions

(b)

–

–

–

–

–

–

From

net

investment

income

...............

(0.68

)

(0.37

)

(0.36

)

(0.42

)

(0.51

)

(0.45

)

Return

of

capital

........................

(0.00

)

(c)

—

‌

—

‌

—

‌

—

‌

—

‌

Total

distributions

........................

(0.68

)

(0.37

)

(0.36

)

(0.42

)

(0.51

)

(0.45

)

Net

asset

value,

end

of

period

...............

$

9.63

‌

$

9.53

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

Total

Return

(d)

—

—

—

—

—

—

Based

on

net

asset

value

...................

8.57

%

(e)

(0.27

)%

7.14

%

0.87

%

3.13

%

3.96

%

Ratios

to

Average

Net

Assets

(f)

Total

expenses

..........................

0.68

%

(g)

0.67

%

0.70

%

0.68

%

0.67

%

(h)

0.66

%

(h)

Total

expenses

after

fees

waived

and/or

reimbursed

.

0.67

%

(g)

0.66

%

0.69

%

0.67

%

0.66

%

0.66

%

Total

expenses

after

fees

waived

and/or

reimbursed

and

excluding

interest

expense

..............

0.67

%

(g)

0.66

%

0.69

%

0.67

%

0.66

%

0.66

%

Net

investment

income

....................

7.69

%

(g)

3.89

%

3.64

%

4.49

%

5.08

%

4.39

%

Supplemental

Data

Net

assets,

end

of

period

(000)

...............

$

2,726,042

‌

$

3,099,810

‌

$

2,282,592

‌

$

1,434,116

‌

$

2,204,716

‌

$

2,958,918

‌

Portfolio

turnover

rate

......................

25

%

41

%

47

%

80

%

52

%

60

%

(a)

Based

on

average

shares

outstanding.

(b)

Distributions

for

annual

periods

determined

in

accordance

with

U.S.

federal

income

tax

regulations.

(c)

Amount

is

greater

than

$(0.005)

per

share.

(d)

Where

applicable,

assumes

the

reinvestment

of

distributions.

(e)

Not

annualized.

(f)

Excludes

fees

and

expenses

incurred

indirectly

as

a

result

of

investments

in

underlying

funds.

(g)

Annualized.

(h)

Includes

recoupment

of

past

waived

and/or

reimbursed

fees

with

no

financial

impact

to

the

expense

ratios.

See

notes

to

financial

statements.

Financial

Highlights

(continued)

(For

a

share

outstanding

throughout

each

period)

31

Financial

Highlights

(a)

Based

on

average

shares

outstanding.

(b)

Distributions

for

annual

periods

determined

in

accordance

with

U.S.

federal

income

tax

regulations.

(c)

Amount

is

greater

than

$(0.005)

per

share.

(d)

Where

applicable,

excludes

the

effects

of

any

sales

charges

and

assumes

the

reinvestment

of

distributions.

(e)

Not

annualized.

(f)

Excludes

fees

and

expenses

incurred

indirectly

as

a

result

of

investments

in

underlying

funds.

(g)

Includes

recoupment

of

past

waived

and/or

reimbursed

fees.

Excluding

the

recoupment

of

past

waived

and/or

reimbursed

fees,

the

expense

ratios

were

as

follows:

(h)

Annualized.

BlackRock

Floating

Rate

Income

Portfolio

Investor

A

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Net

asset

value,

beginning

of

period

............

$

9.52

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

$

10.20

‌

Net

investment

income

(a)

....................

0.65

‌

0.35

‌

0.34

‌

0.41

‌

0.48

‌

0.42

‌

Net

realized

and

unrealized

gain

(loss)

...........

0.12

‌

(0.41

)

0.31

‌

(0.36

)

(0.20

)

(0.05

)

Net

increase

(decrease)

from

investment

operations

...

0.77

‌

(0.06

)

0.65

‌

0.05

‌

0.28

‌

0.37

‌

Distributions

(b)

–

–

–

–

–

–

From

net

investment

income

.................

(0.66

)

(0.35

)

(0.33

)

(0.39

)

(0.48

)

(0.42

)

Return

of

capital

..........................

(0.00

)

(c)

—

‌

—

‌

—

‌

—

‌

—

‌

Total

distributions

..........................

(0.66

)

(0.35

)

(0.33

)

(0.39

)

(0.48

)

(0.42

)

Net

asset

value,

end

of

period

.................

$

9.63

‌

$

9.52

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

Total

Return

(d)

—

—

—

—

—

—

Based

on

net

asset

value

.....................

8.45

%

(e)

(0.61

)%

6.89

%

0.60

%

2.84

%

3.65

%

Ratios

to

Average

Net

Assets

(f)

Total

expenses

(g)

...........................

0.92

%

(h)

0.91

%

0.94

%

0.95

%

0.95

%

0.97

%

Total

expenses

after

fees

waived

and/or

reimbursed

...

0.91

%

(h)

0.90

%

0.94

%

0.94

%

0.95

%

0.96

%

Total

expenses

after

fees

waived

and/or

reimbursed

and

excluding

interest

expense

...................

0.91

%

(h)

0.90

%

0.94

%

0.94

%

0.95

%

0.96

%

Net

investment

income

......................

7.45

%

(h)

3.62

%

3.43

%

4.20

%

4.79

%

4.08

%

Supplemental

Data

Net

assets,

end

of

period

(000)

.................

$

339,621

‌

$

386,590

‌

$

319,889

‌

$

292,670

‌

$

370,351

‌

$

546,843

‌

Portfolio

turnover

rate

........................

25

%

41

%

47

%

80

%

52

%

60

%

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Expense

ratios

................................................

N/A  

N/A  

N/A  

N/A  

0.95%

N/A  

See

notes

to

financial

statements.

Financial

Highlights

(continued)

(For

a

share

outstanding

throughout

each

period)

2023

BlackRock

Annual

Report

to

Shareholders

32

BlackRock

Floating

Rate

Income

Portfolio

Investor

C

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Net

asset

value,

beginning

of

period

..........

$

9.53

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

$

10.19

‌

Net

investment

income

(a)

..................

0.58

‌

0.28

‌

0.26

‌

0.33

‌

0.41

‌

0.34

‌

Net

realized

and

unrealized

gain

(loss)

.........

0.12

‌

(0.40

)

0.32

‌

(0.35

)

(0.21

)

(0.04

)

Net

increase

(decrease)

from

investment

operations

.

0.70

‌

(0.12

)

0.58

‌

(0.02

)

0.20

‌

0.30

‌

Distributions

(b)

–

–

–

–

–

–

From

net

investment

income

...............

(0.60

)

(0.28

)

(0.26

)

(0.32

)

(0.40

)

(0.34

)

Return

of

capital

........................

(0.00

)

(c)

—

‌

—

‌

—

‌

—

‌

—

‌

Total

distributions

........................

(0.60

)

(0.28

)

(0.26

)

(0.32

)

(0.40

)

(0.34

)

Net

asset

value,

end

of

period

...............

$

9.63

‌

$

9.53

‌

$

9.93

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

Total

Return

(d)

—

—

—

—

—

—

Based

on

net

asset

value

...................

7.57

%

(e)

(1.26

)%

6.06

%

(0.16

)%

2.09

%

3.01

%

Ratios

to

Average

Net

Assets

(f)

Total

expenses

..........................

1.69

%

(g)

1.67

%

1.72

%

1.72

%

1.69

%

(h)

1.69

%

Total

expenses

after

fees

waived

and/or

reimbursed

.

1.68

%

(g)

1.66

%

1.71

%

1.71

%

1.69

%

1.68

%

Total

expenses

after

fees

waived

and/or

reimbursed

and

excluding

interest

expense

.................

1.68

%

(g)

1.66

%

1.71

%

1.71

%

1.69

%

1.68

%

Net

investment

income

....................

6.68

%

(g)

2.86

%

2.67

%

3.47

%

4.06

%

3.36

%

Supplemental

Data

Net

assets,

end

of

period

(000)

...............

$

34,067

‌

$

38,141

‌

$

36,581

‌

$

45,261

‌

$

84,631

‌

$

119,171

‌

Portfolio

turnover

rate

......................

25

%

41

%

47

%

80

%

52

%

60

%

(a)

Based

on

average

shares

outstanding.

(b)

Distributions

for

annual

periods

determined

in

accordance

with

U.S.

federal

income

tax

regulations.

(c)

Amount

is

greater

than

$(0.005)

per

share.

(d)

Where

applicable,

excludes

the

effects

of

any

sales

charges

and

assumes

the

reinvestment

of

distributions.

(e)

Not

annualized.

(f)

Excludes

fees

and

expenses

incurred

indirectly

as

a

result

of

investments

in

underlying

funds.

(g)

Annualized.

(h)

Includes

recoupment

of

past

waived

and/or

reimbursed

fees

with

no

financial

impact

to

the

expense

ratios.

See

notes

to

financial

statements.

Financial

Highlights

(continued)

(For

a

share

outstanding

throughout

each

period)

33

Financial

Highlights

(a)

Based

on

average

shares

outstanding.

(b)

Distributions

for

annual

periods

determined

in

accordance

with

U.S.

federal

income

tax

regulations.

(c)

Amount

is

greater

than

$(0.005)

per

share.

(d)

Where

applicable,

assumes

the

reinvestment

of

distributions.

(e)

Not

annualized.

(f)

Excludes

fees

and

expenses

incurred

indirectly

as

a

result

of

investments

in

underlying

funds.

(g)

Includes

recoupment

of

past

waived

and/or

reimbursed

fees.

Excluding

the

recoupment

of

past

waived

and/or

reimbursed

fees,

the

expense

ratios

were

as

follows:

(h)

Annualized.

BlackRock

Floating

Rate

Income

Portfolio

Class

K

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Net

asset

value,

beginning

of

period

............

$

9.52

‌

$

9.92

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

$

10.19

‌

Net

investment

income

(a)

....................

0.67

‌

0.39

‌

0.36

‌

0.43

‌

0.51

‌

0.45

‌

Net

realized

and

unrealized

gain

(loss)

...........

0.13

‌

(0.41

)

0.32

‌

(0.35

)

(0.20

)

(0.04

)

Net

increase

(decrease)

from

investment

operations

...

0.80

‌

(0.02

)

0.68

‌

0.08

‌

0.31

‌

0.41

‌

Distributions

(b)

–

–

–

–

–

–

From

net

investment

income

.................

(0.69

)

(0.38

)

(0.37

)

(0.42

)

(0.51

)

(0.45

)

Return

of

capital

..........................

(0.00

)

(c)

—

‌

—

‌

—

‌

—

‌

—

‌

Total

distributions

..........................

(0.69

)

(0.38

)

(0.37

)

(0.42

)

(0.51

)

(0.45

)

Net

asset

value,

end

of

period

.................

$

9.63

‌

$

9.52

‌

$

9.92

‌

$

9.61

‌

$

9.95

‌

$

10.15

‌

Total

Return

(d)

—

—

—

—

—

—

Based

on

net

asset

value

.....................

8.76

%

(e)

(0.18

)%

7.12

%

0.92

%

3.19

%

4.09

%

Ratios

to

Average

Net

Assets

(f)

Total

expenses

(g)

...........................

0.60

%

(h)

0.57

%

0.61

%

0.63

%

0.61

%

0.63

%

Total

expenses

after

fees

waived

and/or

reimbursed

...

0.59

%

(h)

0.57

%

0.61

%

0.62

%

0.61

%

0.63

%

Total

expenses

after

fees

waived

and/or

reimbursed

and

excluding

interest

expense

...................

0.59

%

(h)

0.57

%

0.61

%

0.62

%

0.61

%

0.63

%

Net

investment

income

......................

7.70

%

(h)

3.96

%

3.68

%

4.46

%

5.12

%

4.44

%

Supplemental

Data

Net

assets,

end

of

period

(000)

.................

$

1,097,174

‌

$

1,617,756

‌

$

1,429,784

‌

$

569,739

‌

$

424,275

‌

$

441,021

‌

Portfolio

turnover

rate

........................

25

%

41

%

47

%

80

%

52

%

60

%

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Year

Ended

08/31/20

Year

Ended

08/31/19

Year

Ended

08/31/18

Expense

ratios

................................................

N/A  

N/A  

N/A  

N/A  

0.61%

0.62%

See

notes

to

financial

statements.

Notes

to

Financial

Statements

2023

BlackRock

Annual

Report

to

Shareholders

34

1.

ORGANIZATION 

BlackRock

Funds

V (the

“Trust”)

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

management

investment

company.

The Trust

is

organized

as

a Massachusetts

business

trust.

BlackRock

Floating

Rate

Income

Portfolio

(the

“Fund”)

is

a

series

of

the

Trust.

The

Fund

is

classified

as

diversified.

The Fund

offers

multiple

classes

of

shares.

All

classes

of

shares

have

identical

voting,

dividend,

liquidation

and

other

rights

and

are

subject

to

the

same

terms

and

conditions,

except

that

certain

classes

bear

expenses

related

to

the

shareholder

servicing

and

distribution

of

such

shares.

Institutional

and

Class

K

Shares

are

sold

without

a

sales

charge

and

only

to

certain

eligible

investors.

Investor

A

and

Investor

C

Shares

bear

certain

expenses

related

to

shareholder

servicing

of

such

shares,

and

Investor

C

Shares

also

bear

certain

expenses

related

to

the

distribution

of

such

shares.

Investor

A

and

Investor

C

Shares

are

generally

available

through

financial

intermediaries.

Each

class

has

exclusive

voting

rights

with

respect

to

matters

relating

to

its

shareholder

servicing

and

distribution

expenditures

(except

that

Investor

C

shareholders

may

vote

on

material

changes

to

the

Investor

A

Shares

distribution

and

service

plan).

(a)

 Investor

A

Shares

may

be

subject

to

a

CDSC

for

certain

redemptions

where

no

initial

sales

charge

was

paid

at

the

time

of

purchase.

(b)

 A

CDSC

of

1.00%

is

assessed

on

certain

redemptions

of

Investor

C

Shares

made

within

one

year

after

purchase.

On

June

1,

2023,

the

Board

of

Trustees

of

the

Trust

(the

“Board”)

approved

a

change

in

the

fiscal

year-end

of

the

Fund,

effective

as

of

July

31,

2023,

from

August

31

to

July

31.

The

Fund,

together

with

certain

other

registered

investment

companies

advised

by

BlackRock

Advisors,

LLC

(the

“Manager”) or

its

affiliates,

is

included

in

a

complex

of

funds

referred

to

as

the BlackRock

Fixed-Income

Complex.

2.

SIGNIFICANT

ACCOUNTING

POLICIES

The

financial

statements

are

prepared

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“U.S.

GAAP”),

which

may

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

in

the

financial

statements,

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

increases

and

decreases

in

net

assets

from

operations

during

the

reporting

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

is

considered

an

investment

company

under

U.S.

GAAP

and

follows

the

accounting

and

reporting

guidance

applicable

to

investment

companies.

Below

is

a

summary

of

significant

accounting

policies: 

Investment

Transactions

and

Income

Recognition:

For

financial

reporting

purposes,

investment

transactions

are

recorded

on

the

dates

the

transactions

are

executed.

Realized

gains

and

losses

on

investment

transactions

are

determined

using

the

specific

identification

method.

Dividend

income

and

capital

gain

distributions,

if

any,

are

recorded

on

the

ex-dividend

dates.

Non-cash

dividends,

if

any,

are

recorded

on

the

ex-dividend

dates

at

fair

value.

Dividends

from

foreign

securities

where

the

ex-dividend

dates

may

have

passed

are

subsequently

recorded

when

the

Fund

is

informed

of

the

ex-dividend

dates.

Under

the

applicable

foreign

tax

laws,

a

withholding

tax

at

various

rates

may

be

imposed

on

capital

gains,

dividends

and

interest.

Interest

income,

including

amortization

and

accretion

of

premiums

and

discounts

on

debt

securities,

and

payment-in-kind

interest

are

recognized

daily

on

an

accrual

basis.

Income,

expenses

and

realized

and

unrealized

gains

and

losses

are

allocated

daily

to

each

class

based

on

its

relative

net

assets. 

Foreign

Currency

Translation:

The

Fund’s

books

and

records

are

maintained

in

U.S.

dollars.

Securities

and

other

assets

and

liabilities

denominated

in

foreign

currencies

are

translated

into

U.S.

dollars

using

exchange

rates

determined

as

of

the

close

of

trading

on

the

New

York

Stock

Exchange

(“NYSE”).

Purchases

and

sales

of

investments

are

recorded

at

the

rates

of

exchange

prevailing

on

the

respective

dates

of

such

transactions.

Generally,

when

the

U.S.

dollar

rises

in

value

against

a

foreign

currency,

the

investments

denominated

in

that

currency

will

lose

value;

the

opposite

effect

occurs

if

the

U.S.

dollar

falls

in

relative

value. 

The

Fund

does

not

isolate

the

effect

of

fluctuations

in

foreign

exchange

rates

from

the

effect

of

fluctuations

in

the

market

prices

of

investments

for

financial

reporting

purposes.

Accordingly,

the

effects

of

changes

in

exchange

rates

on

investments

are

not

segregated

in

the

Statements

of

Operations

from

the

effects

of

changes

in

market

prices

of

those

investments,

but

are

included

as

a

component

of

net

realized

and

unrealized

gain

(loss)

from

investments.

The

Fund

reports

realized

currency

gains

(losses)

on

foreign

currency

related

transactions

as

components

of

net

realized

gain

(loss)

for

financial

reporting

purposes,

whereas

such

components

are

generally

treated

as

ordinary

income

for

U.S.

federal

income

tax

purposes.

Foreign

Taxes:

The

Fund

may

be

subject

to

foreign

taxes

(a

portion

of

which

may

be

reclaimable)

on

income,

stock

dividends,

capital

gains

on

investments,

or

certain

foreign

currency

transactions.

All

foreign

taxes

are

recorded

in

accordance

with

the

applicable

foreign

tax

regulations

and

rates

that

exist

in

the

foreign

jurisdictions

in

which

the

Fund

invests.

These

foreign

taxes,

if

any,

are

paid

by

the

Fund

and

are

reflected

in

its

Statements

of

Operations

as

follows:

foreign

taxes

withheld

at

source

are

presented

as

a

reduction

of

income,

foreign

taxes

on

securities

lending

income

are

presented

as

a

reduction

of

securities

lending

income,

foreign

taxes

on

stock

dividends

are

presented

as

“Foreign

taxes

withheld”,

and

foreign

taxes

on

capital

gains

from

sales

of

investments

and

foreign

taxes

on

foreign

currency

transactions

are

included

in

their

respective

net

realized

gain

(loss)

categories.

Foreign

taxes

payable

or

deferred

as

of

July

31,

2023

,

if

any,

are

disclosed

in

the  Statement

of

Assets

and

Liabilities.

The

Fund

files

withholding

tax

reclaims

in

certain

jurisdictions

to

recover

a

portion

of

amounts

previously

withheld.

The

Fund

may

record

a

reclaim

receivable

based

on

collectability,

which

includes

factors

such

as

the

jurisdiction’s

applicable

laws,

payment

history

and

market

convention.

The Statements

of

Operations

includes

tax

reclaims

recorded

as

well

as

professional

and

other

fees,

if

any,

associated

with

recovery

of

foreign

withholding

taxes.  

Share

Class

Initial

Sales

Charge

Contingent

Deferred

Sales

Charge

(“CDSC”)

Conversion

Privilege

Institutional

and

Class

K

Shares

...................................

No

No

None

Investor

A

Shares

............................................

Yes

No

(a)

None

Investor

C

Shares

...........................................

No

Yes

(b)

To

Investor

A

Shares

after

approximately

8

years

Notes

to

Financial

Statements

(continued)

35

Notes

to

Financial

Statements

Collateralization:

If

required

by

an

exchange

or

counterparty

agreement,

the

Fund

may

be

required

to

deliver/deposit

cash

and/or

securities

to/with

an

exchange,

or

broker-

dealer

or

custodian

as

collateral

for

certain

investments.  

Distributions:

Distributions

from

net

investment

income

are

declared

daily

and

paid

monthly.

Distributions

of

capital

gains

are

recorded

on

the

ex-dividend

dates

and

made

at

least

annually.

The

portion

of

distributions,

if

any,

that

exceeds

a

fund’s

current

and

accumulated

earnings

and

profits,

as

measured

on

a

tax

basis,

constitute

a

non-taxable

return

of

capital.

The

character

and

timing

of

distributions

are

determined

in

accordance

with

U.S.

federal

income

tax

regulations,

which

may

differ

from

U.S.

GAAP

.

Deferred

Compensation

Plan:

Under

the

Deferred

Compensation

Plan

(the

“Plan”)

approved

by

the

Board

of

Trustees

of

the

Trust

(the

“Board”), the 

trustees

who

are

not

“interested

persons”

of

the

Fund,

as

defined

in

the

1940

Act

(“Independent

Trustees

”),

may

defer

a

portion

of

their

annual

complex-wide

compensation.

Deferred

amounts

earn

an

approximate

return

as

though

equivalent

dollar

amounts

had

been

invested

in

common

shares

of

certain

funds

in

the

BlackRock

Fixed-Income

Complex

selected

by

the

Independent

Trustees

.

This

has

the

same

economic

effect

for

the

Independent 

Trustees

as

if

the

Independent 

Trustees’

had

invested

the

deferred

amounts

directly

in

certain

funds

in

the

BlackRock

Fixed-Income

Complex.  

The

Plan

is

not

funded

and

obligations

thereunder

represent

general

unsecured

claims

against

the

general

assets

of

the

Fund,

as

applicable.

Deferred

compensation

liabilities,

if

any, are

included

in

the Trustees

and

Officer’s

fees

payable

in

the

Statement

of

Assets

and

Liabilities

and

will

remain

as

a

liability

of

the

Fund

until

such

amounts

are

distributed

in

accordance

with

the

Plan.

Net

appreciation

(depreciation)

in

the

value

of

participants’

deferral

accounts

is

allocated

among

the

participating

funds

in

the

BlackRock

Fixed-Income

Complex

and

reflected

as

Trustee

and

Officer

expense

on

the

Statements

of

Operations.

The

Trustee

and

Officer

expense

may

be

negative

as

a

result

of

a

decrease

in

value

of

the

deferred

accounts.

Indemnifications:

In

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

contain

a

variety

of

representations

that

provide

general

indemnification.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown

because

it

involves

future

potential

claims

against

the

Fund,

which

cannot

be

predicted

with

any

certainty.

Other:

Expenses

directly

related

to the

Fund

or

its

classes

are

charged

to

the

Fund

or

the

applicable

class.

Expenses

directly

related

to

the

Fund

and

other

shared

expenses

prorated

to

the

Fund

are

allocated

daily

to

each

class

based

on

its

relative

net

assets

or

other

appropriate

methods.

Other

operating

expenses

shared

by

several

funds,

including

other

funds

managed

by

the

Manager,

are

prorated

among

those

funds

on

the

basis

of

relative

net

assets

or

other

appropriate

methods.  

3.

INVESTMENT

VALUATION

AND

FAIR

VALUE

MEASUREMENTS 

Investment

Valuation

Policies:

 The

Fund’s

investments

are

valued

at

fair

value

(also

referred

to

as

“market

value”

within

the

financial

statements)

each

day

that

the

Fund

is

open

for

business

and,

for

financial

reporting

purposes,

as

of

the

report

date.

U.S.

GAAP

defines

fair

value

as

the

price

a

fund

would

receive

to

sell

an

asset

or

pay

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

Board

has

approved

the

designation

of

the

Fund’s

Manager

as

the

valuation

designee

for

the

Fund.

The

Fund

determines

the

fair

values

of

its

financial

instruments

using

various

independent

dealers

or

pricing

services

under

the

Manager’s

policies.

If

a

security’s

market

price

is

not

readily

available

or

does

not

otherwise

accurately

represent

the

fair

value

of

the

security,

the

security

will

be

valued

in

accordance

with

the

Manager’s

policies

and

procedures

as

reflecting

fair

value.

The

Manager

has

formed

a

committee

(the

“Valuation

Committee”)

to

develop

pricing

policies

and

procedures

and

to

oversee

the

pricing

function

for

all

financial

instruments,

with

assistance

from

other

BlackRock

pricing

committees.

Fair

Value

Inputs

and

Methodologies:

The

following

methods

and

inputs

are

used

to

establish

the

fair

value

of

the

Fund’s

assets

and

liabilities: 

Equity

investments

traded

on

a

recognized

securities

exchange

are

valued

at

that

day’s official

closing

price,

as

applicable,

on

the

exchange

where

the

stock

is

primarily

traded.

Equity

investments

traded

on

a

recognized

exchange

for

which

there

were

no

sales

on

that

day

may

be

valued

at

the

last

available

bid

(long

positions)

or

ask

(short

positions)

price.  

Fixed-income investments

for

which

market

quotations

are

readily

available

are

generally

valued

using

the

last

available

bid

price

or

current

market

quotations

provided

by

independent

dealers

or

third-party

pricing

services. Floating

rate

loan

interests

are

valued

at

the

mean

of

the

bid

prices

from

one

or

more

independent

brokers

or

dealers

as

obtained

from

a

third-party

pricing

service. Pricing

services

generally

value

fixed-income

securities

assuming

orderly

transactions

of

an

institutional

round

lot

size,

but

a

fund

may

hold

or

transact

in

such

securities

in

smaller,

odd

lot

sizes.

Odd

lots

may

trade

at

lower

prices

than

institutional

round

lots.

The

pricing

services

may

use

matrix

pricing

or

valuation

models

that

utilize

certain

inputs

and

assumptions

to

derive

values,

including

transaction

data

(e.g.,

recent

representative

bids

and

offers),

market

data, credit

quality

information,

perceived

market

movements,

news,

and

other

relevant

information.

Certain

fixed-income

securities,

including

asset-

backed

and

mortgage

related

securities

may

be

valued

based

on

valuation

models

that

consider

the

estimated

cash

flows

of

each

tranche

of

the

entity,

establish

a

benchmark

yield

and

develop

an

estimated

tranche

specific

spread

to

the

benchmark

yield

based

on

the

unique

attributes

of

the

tranche.

The

amortized

cost

method

of

valuation

may

be

used

with

respect

to

debt

obligations

with

sixty

days

or

less

remaining

to

maturity

unless

the

Manager

determines

such

method

does

not

represent

fair

value.

Investments

in

open-end

U.S.

mutual

funds

(including

money

market

funds) are

valued

at

that

day’s

published net

asset

value

(“NAV”).

The

Fund

values

its

investment

in

SL

Liquidity

Series,

LLC,

Money

Market

Series

(the

“Money

Market

Series”)

at

fair

value,

which

is

ordinarily

based

upon

its

pro

rata

ownership

in

the

underlying

fund’s

net

assets.

Forward

foreign

currency

exchange

contracts

are

valued

at

the

mean

between

the

bid

and

ask

prices

and

are

determined

as

of

the

close

of

trading

on

the

NYSE

based

on

that

day’s

prevailing

forward

exchange

rate

for

the

underlying

currencies.

Swap

agreements

are

valued

utilizing

quotes

received

daily

by

independent pricing

services

or

through

brokers,

which

are

derived

using

daily

swap

curves

and

models

that

incorporate

a

number

of

market

data

factors,

such

as

discounted

cash

flows,

trades

and

values

of

the

underlying

reference

instruments. 

Notes

to

Financial

Statements

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

36

Generally,

trading

in

foreign

instruments

is

substantially

completed

each

day

at

various

times

prior

to

the

close

of

trading

on

the

NYSE.

Each

business

day,

the

Fund

uses

current

market

factors

supplied

by

independent

pricing

services

to

value

certain

foreign

instruments

(“Systematic

Fair

Value

Price”).

The

Systematic

Fair

Value

Price

is

designed

to

value

such

foreign

securities

at

fair

value

as

of

the

close

of

trading

on

the

NYSE,

which

follows

the

close

of

the

local

markets.

If

events

(e.g.,

market

volatility,

company

announcement or

a

natural

disaster)

occur

that

are

expected

to

materially

affect

the

value

of

such

investment,

or

in

the

event

that application

of

these

methods

of

valuation

results

in

a

price

for

an

investment

that

is

deemed

not

to

be

representative

of

the

market

value

of

such

investment,

or

if

a

price

is

not

available,

the

investment

will

be

valued

by

the

Valuation

Committee

in

accordance

with the

Manager's policies

and

procedures

as

reflecting

fair

value

(“Fair

Valued

Investments”).

The

fair

valuation

approaches

that

may

be

used

by

the

Valuation

Committee include

market

approach,

income

approach

and

cost

approach.

Valuation

techniques

such

as

discounted

cash

flow,

use

of

market

comparables

and

matrix

pricing

are

types

of

valuation

approaches

and

are

typically

used

in

determining

fair

value.

When

determining

the

price

for

Fair

Valued

Investments,

the

Valuation

Committee

seeks

to

determine

the

price

that

the

Fund

might

reasonably

expect

to

receive

or

pay

from

the

current

sale

or

purchase

of

that

asset

or

liability

in

an

arm’s-length

transaction.

Fair

value

determinations

shall

be

based

upon

all

available

factors

that

the

Valuation

Committee

deems

relevant

and

consistent

with

the

principles

of

fair

value

measurement.

For

investments

in

equity

or

debt

issued

by

privately

held

companies

or

funds

(“Private

Company”

or

collectively,

the

“Private

Companies”)

and

other

Fair

Valued

Investments,

the

fair

valuation

approaches

that

are

used

by

the

Valuation

Committee

and

third-party

pricing

services

utilized

by

the

Valuation

Committee

include one

or

a

combination

of,

but

not

limited

to,

the

following

inputs.  

Investments

in

series

of

preferred

stock

issued

by

Private

Companies

are

typically

valued

utilizing

market

approach

in

determining

the

enterprise

value

of

the

company.

Such

investments

often

contain

rights

and

preferences

that

differ

from

other

series

of

preferred

and

common

stock

of

the

same

issuer.

Enterprise

valuation

techniques

such

as

an

option

pricing

model

(“OPM”),

a

probability

weighted

expected

return

model

(“PWERM”),

current

value

method or

a

hybrid

of

those

techniques

are

used

as

deemed

appropriate

under

the

circumstances.

The

use

of these

valuation techniques

involve

a

determination

of

the

exit

scenarios

of

the

investment

in

order

to

appropriately

allocate

the

enterprise

value

of

the

company

among

the

various

parts

of

its

capital

structure. 

The

Private

Companies

are

not

subject

to

the

public

company

disclosure,

timing,

and

reporting

standards

applicable

to other

investments

held

by the

Fund.

Typically,

the

most

recently

available

information

by

a

Private

Company

is

as

of

a

date

that

is

earlier

than

the

date the

Fund

is

calculating

its

NAV.

This

factor

may

result

in

a

difference

between

the

value

of

the

investment

and

the

price the

Fund

could

receive

upon

the

sale

of

the

investment.

Fair

Value

Hierarchy:

Various

inputs

are

used

in

determining

the

fair

value

of

financial

instruments.

These

inputs

to

valuation

techniques

are

categorized

into

a

fair

value

hierarchy

consisting

of

three

broad

levels

for

financial reporting purposes

as

follows: 

Level

1

—

Unadjusted

price

quotations

in

active

markets/exchanges

for

identical

assets

or

liabilities

that

the

Fund

has

the

ability

to

access;

Level

2

—

Other

observable

inputs

(including,

but

not

limited

to,

quoted

prices

for

similar

assets

or

liabilities

in

markets

that

are

active,

quoted

prices

for

identical

or

similar

assets

or

liabilities

in

markets

that

are

not

active,

inputs

other

than

quoted

prices

that

are

observable

for

the

assets

or

liabilities

(such

as

interest

rates,

yield

curves,

volatilities,

prepayment

speeds,

loss

severities,

credit

risks

and

default

rates)

or

other

market–corroborated

inputs);

and 

Level

3 —

Unobservable

inputs

based

on

the

best

information

available

in

the

circumstances,

to

the

extent

observable

inputs

are

not

available

(including

the

Valuation

Committee’s

assumptions

used

in

determining

the

fair

value

of

financial

instruments).

The

hierarchy

gives

the

highest

priority

to

unadjusted

quoted

prices

in

active

markets

for

identical

assets

or

liabilities

(Level

1

measurements)

and

the

lowest

priority

to

unobservable

inputs

(Level

3

measurements).

Accordingly,

the

degree

of

judgment

exercised

in

determining

fair

value

is

greatest

for

instruments

categorized

in

Level

3.

The

inputs

used

to

measure

fair

value

may

fall

into

different

levels

of

the

fair

value

hierarchy.

In

such

cases,

for

disclosure

purposes,

the

fair

value

hierarchy

classification

is

determined

based

on

the

lowest

level

input

that

is

significant

to

the

fair

value

measurement

in

its

entirety. Investments

classified

within

Level

3

have

significant

unobservable

inputs

used

by

the

Valuation

Committee

in

determining

the

price

for

Fair

Valued

Investments.

Level

3

investments

include

equity

or

debt

issued

by

Private

Companies

that

may

not

have

a

secondary

market

and/or

may

have

a

limited

number

of

investors.

The

categorization

of

a

value

determined

for

financial

instruments

is

based

on

the

pricing

transparency

of

the financial

instruments

and

is

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

As

of

July

31,

2023,

certain

investments

of

the

Fund

were fair valued

using

NAV

as

a

practical

expedient as

no

quoted

market

value

is

available

and

therefore

have

been

excluded

from

the

fair

value

hierarchy.

Standard

Inputs

Generally

Considered

By

The

Valuation

Committee

And

Third-Party

Pricing

Services

Market

approach

........................

(i)        

recent

market

transactions,

including

subsequent

rounds

of

financing,

in

the

underlying

investment

or

comparable  

            issuers;

(ii)        recapitalizations

and

other

transactions

across

the

capital

structure;

and

(iii)      

market

multiples

of

comparable

issuers.

Income

approach

..........................

(i)        

future

cash

flows

discounted

to

present

and

adjusted

as

appropriate

for

liquidity,

credit,

and/or

market

risks;

(ii)        quoted

prices

for

similar

investments

or

assets

in

active

markets;

and

(iii)      

other

risk

factors,

such

as

interest

rates,

yield

curves,

volatilities,

prepayment

speeds,

loss

severities,

credit

risks,

            recovery

rates,

liquidation

amounts

and/or

default

rates.

Cost

approach

............................

(i)        

audited

or

unaudited

financial

statements,

investor

communications

and

financial

or

operational

metrics

            issued

by

the

Private

Company;

(ii)        changes

in

the

valuation

of

relevant

indices

or

publicly

traded

companies

comparable

to

the

Private

Company;

(iii)      

relevant

news

and

other

public

sources;

and

(iv)      

known

secondary

market

transactions

in

the

Private

Company’s

interests

and

merger

or

acquisition

activity

            in

companies

comparable

to

the

Private

Company.

Notes

to

Financial

Statements

(continued)

37

Notes

to

Financial

Statements

4.

SECURITIES

AND

OTHER

INVESTMENTS 

Preferred

Stocks:

Preferred

stock

has

a

preference

over

common

stock

in

liquidation

(and

generally

in

receiving

dividends

as

well),

but

is

subordinated

to

the

liabilities

of

the

issuer

in

all

respects.

As

a

general

rule,

the

market

value

of

preferred

stock

with

a

fixed

dividend

rate

and

no

conversion

element

varies

inversely

with

interest

rates

and

perceived

credit

risk,

while

the

market

price

of

convertible

preferred

stock

generally

also

reflects

some

element

of

conversion

value.

Because

preferred

stock

is

junior

to

debt

securities

and

other

obligations

of

the

issuer,

deterioration

in

the

credit

quality

of

the

issuer

will

cause

greater

changes

in

the

value

of

a

preferred

stock

than

in

a

more

senior

debt

security

with

similar

stated

yield

characteristics.

Unlike

interest

payments

on

debt

securities,

preferred

stock

dividends

are

payable

only

if

declared

by

the

issuer’s

board

of

directors.

Preferred

stock

also

may

be

subject

to

optional

or

mandatory

redemption

provisions. 

Warrants:

Warrants

entitle

a

fund

to

purchase

a

specified

number

of

shares

of

common

stock

and

are

non-income

producing.

The

purchase

price

and

number

of

shares

are

subject

to

adjustment

under

certain

conditions

until

the

expiration

date

of

the

warrants,

if

any.

If

the

price

of

the

underlying

stock

does

not

rise

above

the

strike

price

before

the

warrant

expires,

the

warrant

generally

expires

without

any

value

and

a

fund

will

lose

any

amount

it

paid

for

the

warrant.

Thus,

investments

in

warrants

may

involve

more

risk

than

investments

in

common

stock.

Warrants

may

trade

in

the

same

markets

as

their

underlying

stock;

however,

the

price

of

the

warrant

does

not

necessarily

move

with

the

price

of

the

underlying

stock. 

Floating

Rate

Loan

Interests:

Floating

rate

loan

interests

are

typically

issued

to

companies

(the

“borrower”)

by

banks,

other

financial

institutions,

or

privately

and

publicly

offered

corporations

(the

“lender”).

Floating

rate

loan

interests

are

generally

non-investment

grade,

often

involve

borrowers

whose

financial

condition

is

troubled

or

uncertain

and

companies

that

are

highly

leveraged

or

in

bankruptcy

proceedings.

In

addition,

transactions

in

floating

rate

loan

interests

may

settle

on

a

delayed

basis,

which

may

result

in

proceeds

from

the

sale

not

being

readily

available

for

a

fund

to

make

additional

investments

or

meet

its

redemption

obligations.

Floating

rate

loan

interests

may

include

fully

funded

term

loans

or

revolving

lines

of

credit.

Floating

rate

loan

interests

are

typically

senior

in

the

corporate

capital

structure

of

the

borrower.

Floating

rate

loan

interests

generally

pay

interest

at

rates

that

are

periodically

determined

by

reference

to

a

base

lending

rate

plus

a

premium.

Since

the

rates

reset

only

periodically,

changes

in

prevailing

interest

rates

(and

particularly

sudden

and

significant

changes)

can

be

expected

to

cause

some

fluctuations

in

the

NAV

of

a

fund

to

the

extent

that

it

invests

in

floating

rate

loan

interests.

The

base

lending

rates

are

generally

the

lending

rate

offered

by

one

or

more

European

banks,

such

as

the

Secured

Overnight

Financing

Rate

(“SOFR”),

the

prime

rate

offered

by

one

or

more

U.S.

banks

or

the

certificate

of

deposit

rate.

Floating

rate

loan

interests

may

involve

foreign

borrowers,

and

investments

may

be

denominated

in

foreign

currencies.

These

investments

are

treated

as

investments

in

debt

securities

for

purposes

of

a

fund’s

investment

policies. 

When

a

fund

purchases

a

floating

rate

loan

interest,

it

may

receive

a

facility

fee

and

when

it

sells

a

floating

rate

loan

interest,

it

may

pay

a

facility

fee.

On

an

ongoing

basis,

a

fund

may

receive

a

commitment

fee

based

on

the

undrawn

portion

of

the

underlying

line

of

credit

amount

of

a

floating

rate

loan

interest.

Facility

and

commitment

fees

are

typically

amortized

to

income

over

the

term

of

the

loan

or

term

of

the

commitment,

respectively.

Consent

and

amendment

fees

are

recorded

to

income

as

earned.

Prepayment

penalty

fees,

which

may

be

received

by

a

fund

upon

the

prepayment

of

a

floating

rate

loan

interest

by

a

borrower,

are

recorded

as

realized

gains.

A

fund

may

invest

in

multiple

series

or

tranches

of

a

loan.

A

different

series

or

tranche

may

have

varying

terms

and

carry

different

associated

risks.

Floating

rate

loan

interests

are

usually

freely

callable

at

the

borrower’s

option.

A

fund

may

invest

in

such

loans

in

the

form

of

participations

in

loans

(“Participations”)

or

assignments

(“Assignments”)

of

all

or

a

portion

of

loans

from

third

parties.

Participations

typically

will

result

in

a

fund

having

a

contractual

relationship

only

with

the

lender,

not

with

the

borrower.

A

fund

has

the

right

to

receive

payments

of

principal,

interest

and

any

fees

to

which

it

is

entitled

only

from

the

lender

selling

the

Participation

and

only

upon

receipt

by

the

lender

of

the

payments

from

the

borrower.

In

connection

with

purchasing

Participations,

a

fund

generally

will

have

no

right

to

enforce

compliance

by

the

borrower

with

the

terms

of

the

loan

agreement,

nor

any

rights

of

offset

against

the

borrower.

A

fund

may

not

benefit

directly

from

any

collateral

supporting

the

loan

in

which

it

has

purchased

the

Participation.

As

a

result,

a

fund

assumes

the

credit

risk

of

both

the

borrower

and

the

lender

that

is

selling

the

Participation.

A

fund’s

investment

in

loan

participation

interests

involves

the

risk

of

insolvency

of

the

financial

intermediaries

who

are

parties

to

the

transactions.

In

the

event

of

the

insolvency

of

the

lender

selling

the

Participation,

a

fund

may

be

treated

as

a

general

creditor

of

the

lender

and

may

not

benefit

from

any

offset

between

the

lender

and

the

borrower.

Assignments

typically

result

in

a

fund

having

a

direct

contractual

relationship

with

the

borrower,

and

a

fund

may

enforce

compliance

by

the

borrower

with

the

terms

of

the

loan

agreement.

Securities

Lending:

The

Fund

may

lend

its

securities

to

approved

borrowers,

such

as

brokers,

dealers

and

other

financial

institutions.

The

borrower

pledges

and

maintains

with

the

Fund

collateral

consisting

of

cash,

an

irrevocable

letter

of

credit

issued

by

a

bank,

or

securities

issued

or

guaranteed

by

the

U.S.

Government.

The

initial

collateral

received

by

the

Fund

is

required

to

have

a

value

of

at

least

102%

of

the

current

value

of

the

loaned

securities

for

securities

traded

on

U.S.

exchanges

and

a

value

of

at

least

105%

for

all

other

securities.

The

collateral

is

maintained

thereafter

at

a

value

equal

to

at

least

100%

of

the

current

market

value

of

the

securities

on

loan.

The

market

value

of

the

loaned

securities

is

determined

at

the

close

of

each

business

day

of the

Fund

and

any

additional

required

collateral

is

delivered

to the

Fund,

or

excess

collateral

returned

by the

Fund,

on

the

next

business

day.

During

the

term

of

the

loan,

the

Fund

is

entitled

to

all

distributions

made

on

or

in

respect

of

the

loaned

securities,

but

does

not

receive

interest

income

on

securities

received

as

collateral.

Loans

of

securities

are

terminable

at

any

time

and

the

borrower,

after

notice,

is

required

to

return

borrowed

securities

within

the

standard

time

period

for

settlement

of

securities

transactions.

As

of

period

end,

any

securities

on

loan

were

collateralized

by

cash

and/or

U.S.

Government

obligations.

Cash

collateral

invested

by

the

securities

lending

agent, BlackRock

Investment

Management,

LLC

(“BIM”),

if

any,

is

disclosed

in

the

Schedule

of

Investments.

Any

non-cash

collateral

received

cannot

be

sold,

re-invested

or

pledged

by

the

Fund,

except

in

the

event

of

borrower

default.

The

securities

on

loan,

if

any,

are

disclosed

in

the

Fund’s

Schedule

of

Investments.

The

market

value

of

any

securities

on

loan

and

the

value

of

related

collateral,

if

any,

are

shown

separately

in

the

Statement

of

Assets

and

Liabilities

as

a

component

of

investments

at

value

–

unaffiliated

and

collateral

on

securities

loaned,

respectively.

Securities

lending

transactions

are

entered

into

by

the

Fund

under

Master

Securities

Lending

Agreements

(each,

an

“MSLA”),

which

provide

the

right,

in

the

event

of

default

(including

bankruptcy

or

insolvency),

for

the

non-defaulting

party

to

liquidate

the

collateral

and

calculate

a

net

exposure

to

the

defaulting

party

or

request

additional

collateral.

In

the

event

that

a

borrower

defaults,

the

Fund,

as

lender,

would

offset

the

market

value

of

the

collateral

received

against

the

market

value

of

the

securities

loaned.

When

the

value

of

the

collateral

is

greater

than

that

of

the

market

value

of

the

securities

loaned,

the

lender

is

left

with

a

net

amount

payable

to

the

defaulting

party.

However,

bankruptcy

or

insolvency

laws

of

a

particular

jurisdiction

may

impose

restrictions

on

or

prohibitions

against

such

a

right

of

offset

in

the

event

of

an

MSLA

counterparty’s

bankruptcy

or

insolvency.

Under

the

MSLA,

absent

an

event

of

default,

the

borrower

can

resell

or

re-pledge

the

loaned

securities,

and

the

Fund

can

reinvest

cash

collateral

received

in

connection

with

loaned

securities.

Upon

an

event

of

default,

the

parties’

obligations

to

return

the

securities

or

collateral

to

the

other

party

are

extinguished,

and

the

parties

Notes

to

Financial

Statements

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

38

can

resell

or

re-pledge

the

loaned

securities

or

the

collateral

received

in

connection

with

the

loaned

securities

in

order

to

satisfy

the

defaulting

party’s

net

payment

obligation

for

all

transactions

under

the

MSLA.

The

defaulting

party

remains

liable

for

any

deficiency.

The

risks

of

securities

lending

include

the

risk

that

the

borrower

may

not

provide

additional

collateral

when

required

or

may

not

return

the

securities

when

due.

To

mitigate

these

risks,

the

Fund

benefits

from

a

borrower

default

indemnity

provided

by

BIM.

BIM’s

indemnity

allows

for

full

replacement

of

the

securities

loaned

to

the

extent the

collateral

received

does

not

cover

the

value

on

the

securities

loaned

in

the

event

of

borrower

default.

The

Fund

could

incur

a

loss

if

the

value

of

an

investment

purchased

with

cash

collateral

falls

below

the

market

value

of

loaned

securities

or

if

the

value

of

an

investment

purchased

with

cash

collateral

falls

below

the

value

of

the

original

cash

collateral

received. Such

losses

are

borne

entirely

by

the

Fund.

5.

Derivative

Financial

Instruments

The

Fund

engages

in

various

portfolio

investment

strategies

using

derivative

contracts

both

to

increase

the

returns

of

the

Fund

and/or

to

manage

its

exposure

to

certain

risks

such

as

credit

risk,

equity

risk,

interest

rate

risk,

foreign

currency

exchange

rate

risk,

commodity

price

risk

or

other

risks

(e.g.,

inflation

risk).

Derivative

financial

instruments

categorized

by

risk

exposure

are

included

in

the

Schedule

of

Investments.

These

contracts

may

be

transacted

on

an

exchange or

over-the-counter

(“OTC”).

Forward

Foreign

Currency

Exchange

Contracts

:

Forward

foreign

currency

exchange

contracts

are

entered

into

to

gain

or

reduce

exposure

to

foreign

currencies

(foreign

currency

exchange

rate

risk).

A

forward

foreign

currency

exchange

contract

is

an

agreement

between

two

parties

to

buy

and

sell

a

currency

at

a

set

exchange

rate

on

a

specified

date.

These

contracts

help

to

manage

the

overall

exposure

to

the

currencies

in

which

some

of

the

investments

held

by

the

Fund

are

denominated

and

in

some

cases,

may

be

used

to

obtain

exposure

to

a

particular

market.

The

contracts

are

traded

OTC

and

not

on

an

organized

exchange.

The

contract

is

marked-to-market

daily

and

the

change

in

market

value

is

recorded

as

unrealized

appreciation

(depreciation)

in

the

Statement

of

Assets

and

Liabilities.

When

a

contract

is

closed,

a

realized

gain

or

loss

is

recorded

in

the

Statements

of

Operations

equal

to

the

difference

between

the

value

at

the

time

it

was

opened

and

the

value

at

the

time

it

was

closed.

Non-deliverable

forward

foreign

currency

exchange

contracts

are

settled

with

the

counterparty

in

cash

without

the

delivery

of

foreign

currency.

The

use

of

forward

foreign

currency

exchange

contracts

involves

the

risk

that

the

value

of

a

forward

foreign

currency

exchange

contract

changes

unfavorably

due

to

movements

in

the

value

of

the

referenced

foreign

currencies,

and

such

value

may

exceed

the

amount(s)

reflected

in

the

Statement

of

Assets

and

Liabilities.

Cash

amounts

pledged

for

forward

foreign

currency

exchange

contracts

are

considered

restricted

and

are

included

in

cash

pledged

as

collateral

for

OTC

derivatives

in

the

Statement

of

Assets

and

Liabilities.

A

Fund’s

risk

of

loss

from

counterparty

credit

risk

on

OTC

derivatives

is

generally

limited

to

the

aggregate

unrealized

gain

netted

against

any

collateral

held

by

the

Fund.

Swaps:

Swap

contracts

are

entered

into

to

manage

exposure

to

issuers,

markets

and

securities.

Such

contracts

are

agreements

between

the

Fund

and

a

counterparty

to

make

periodic

net

payments

on

a

specified

notional

amount

or

a

net

payment

upon

termination.

Swap

agreements

are

privately

negotiated

in

the

OTC

market

and

may

be

entered

into

as

a

bilateral

contract

(“OTC

swaps”)

or

centrally

cleared

(“centrally

cleared

swaps”).

For

OTC

swaps,

any

upfront

premiums

paid

and

any

upfront

fees

received

are

shown

as

swap

premiums

paid

and

swap

premiums

received,

respectively,

in

the

Statement

of

Assets

and

Liabilities

and

amortized

over

the

term

of

the

contract.

The

daily

fluctuation

in

market

value

is

recorded

as

unrealized

appreciation

(depreciation)

on

OTC

Swaps

in

the

Statement

of

Assets

and

Liabilities.

Payments

received

or

paid

are

recorded

in

the

Statements

of

Operations

as

realized

gains

or

losses,

respectively.

When

an

OTC

swap

is

terminated,

a

realized

gain

or

loss

is

recorded

in

the

Statements

of

Operations

equal

to

the

difference

between

the

proceeds

from

(or

cost

of)

the

closing

transaction

and

the

Fund’s

basis

in

the

contract,

if

any.

Generally,

the

basis

of

the

contract

is

the

premium

received

or

paid.

In

a

centrally

cleared

swap,

immediately

following

execution

of

the

swap

contract,

the

swap

contract

is

novated

to

a

central

counterparty

(the

“CCP”)

and

the

CCP

becomes

the Fund’s

counterparty

on

the

swap.

The

Fund

is

required

to

interface

with

the

CCP

through

the

broker.

Upon

entering

into

a

centrally

cleared

swap,

the

Fund

is

required

to

deposit

initial

margin

with

the

broker

in

the

form

of

cash

or

securities

in

an

amount

that

varies

depending

on

the

size

and

risk

profile

of

the

particular

swap. Securities

deposited

as

initial

margin

are

designated

in

the

Schedule

of

Investments

and

cash

deposited

is

shown

as

cash

pledged

for

centrally

cleared

swaps

in

the

Statement

of

Assets

and

Liabilities. Amounts

pledged,

which

are

considered

restricted

cash,

are

included

in

cash

pledged

for

centrally

cleared

swaps

in

the

Statement

of

Assets

and

Liabilities.

Pursuant

to

the

contract,

the

Fund

agrees

to

receive

from

or

pay

to

the

broker

an

amount

of

cash

equal

to

the

daily

fluctuation

in

market

value

of

the

contract

(“variation

margin”).

Variation

margin

is

recorded

as

unrealized

appreciation

(depreciation)

and

shown

as

variation

margin

receivable

(or

payable)

on

centrally

cleared

swaps

in

the

Statement

of

Assets

and

Liabilities.

Payments

received

from

(paid

to)

the

counterparty

are

amortized

over

the

term

of

the

contract

and

recorded

as

realized

gains

(losses)

in

the

Statements

of

Operations,

including

those

at

termination.

Credit

default

swaps

—

Credit

default

swaps

are

entered

into

to

manage

exposure

to

the

market

or

certain

sectors

of

the

market,

to

reduce

risk

exposure

to

defaults

of

corporate

and/or

sovereign

issuers

or

to

create

exposure

to

corporate

and/or

sovereign

issuers

to

which

a

fund

is

not

otherwise

exposed

(credit

risk).

As

of

period

end,

the

following

table

is

a

summary

of

the

Fund's

securities

on

loan

by

counterparty

which

are

subject

to

offset

under

an

MSLA:

Counterparty  

Securities

Loaned

at

Value

Cash

Collateral

Received

(a)

Non-Cash

Collateral

Received,

at

Fair

Value

Net

Amount

Citigroup

Global

Markets,

Inc.

........................

$

41,460,180‌

$

(41,460,180‌)

$

—‌

$

—‌

Goldman

Sachs

&

Co.

LLC

..........................

37,746,225‌

(37,746,225‌)

—‌

—‌

J.P.

Morgan

Securities

LLC

..........................

11,592,000‌

(11,592,000‌)

—‌

—‌

Toronto-Dominion

Bank

............................

12,877,200‌

(12,877,200‌)

—‌

—‌

$

103,675,605‌

$

(103,675,605‌)

$

—‌

$

—‌

(a)

Collateral

received,

if

any,

in

excess

of

the

market

value

of

securities

on

loan

is

not

presented

in

this

table.

The

total

cash

collateral

received

by

the

Fund

is

disclosed

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Notes

to

Financial

Statements

(continued)

39

Notes

to

Financial

Statements

The

Fund

may

either

buy

or

sell

(write)

credit

default

swaps

on

single-name

issuers

(corporate

or

sovereign),

a

combination

or

basket

of

single-name

issuers

or

traded

indexes.

Credit

default

swaps

are

agreements

in

which

the

protection

buyer

pays

fixed

periodic

payments

to

the

seller

in

consideration

for

a

promise

from

the

protection

seller

to

make

a

specific

payment

should

a

negative

credit

event

take

place

with

respect

to

the

referenced

entity

(e.g.,

bankruptcy,

failure

to

pay,

obligation

acceleration,

repudiation,

moratorium

or

restructuring).

As

a

buyer,

if

an

underlying

credit

event

occurs,

the

Fund

will

either

(i)

receive

from

the

seller

an

amount

equal

to

the

notional

amount

of

the

swap

and

deliver

the

referenced

security

or

underlying

securities

comprising

the

index,

or

(ii)

receive

a

net

settlement

of

cash

equal

to

the

notional

amount

of

the

swap

less

the

recovery

value

of

the

security

or

underlying

securities

comprising

the

index.

As

a

seller

(writer),

if

an

underlying

credit

event

occurs,

the

Fund

will

either

pay

the

buyer

an

amount

equal

to

the

notional

amount

of

the

swap

and

take

delivery

of

the

referenced

security

or

underlying

securities

comprising

the

index

or

pay

a

net

settlement

of

cash

equal

to

the

notional

amount

of

the

swap

less

the

recovery

value

of

the

security

or

underlying

securities

comprising

the

index.

Swap

transactions

involve,

to

varying

degrees,

elements

of

interest

rate,

credit

and

market

risks

in

excess

of

the

amounts

recognized

in

the

Statement

of

Assets

and

Liabilities.

Such

risks

involve

the

possibility

that

there

will

be

no

liquid

market

for

these

agreements,

that

the

counterparty

to

the

agreements

may

default

on

its

obligation

to

perform

or

disagree

as

to

the

meaning

of

the

contractual

terms

in

the

agreements,

and

that

there

may

be

unfavorable

changes

in

interest

rates

and/or

market

values

associated

with

these

transactions.

Master

Netting

Arrangements:

In

order

to

define

its

contractual

rights

and

to

secure

rights

that

will

help

it mitigate its

counterparty

risk, the

Fund

may

enter

into

an

International

Swaps

and

Derivatives

Association,

Inc.

Master

Agreement

(“ISDA

Master

Agreement”)

or

similar

agreement

with

its

counterparties.

An

ISDA

Master

Agreement

is

a

bilateral

agreement

between a

Fund

and

a

counterparty

that

governs

certain

OTC

derivatives

and

typically

contains,

among

other

things,

collateral

posting

terms

and

netting

provisions

in

the

event

of

a

default

and/or

termination

event.

Under

an

ISDA

Master

Agreement, a

Fund

may,

under

certain

circumstances,

offset

with

the

counterparty

certain

derivative

financial

instruments’

payables

and/or

receivables

with

collateral

held

and/or

posted

and

create

one

single

net

payment.

The

provisions

of

the

ISDA

Master

Agreement

typically

permit

a

single

net

payment

in

the

event

of

default

including

the

bankruptcy

or

insolvency

of

the

counterparty.

However,

bankruptcy

or

insolvency

laws

of

a

particular

jurisdiction

may

impose

restrictions

on

or

prohibitions

against

the

right

of

offset

in

bankruptcy,

insolvency

or

other

events.

Collateral

Requirements:

For

derivatives

traded

under

an

ISDA

Master

Agreement,

the

collateral

requirements

are

typically

calculated

by

netting

the

mark-to-market

amount

for

each

transaction

under

such

agreement

and

comparing

that

amount

to

the

value

of

any

collateral

currently

pledged

by

the

Fund(s)

and

the

counterparty.

Cash

collateral

that

has

been

pledged

to

cover

obligations

of

the

Fund

and

cash

collateral

received

from

the

counterparty,

if

any,

is

reported

separately

in

the

Statement

of

Assets

and

Liabilities

as

cash

pledged

as

collateral

and

cash

received

as

collateral,

respectively.

Non-cash

collateral

pledged

by

the

Fund,

if

any,

is

noted

in

the

Schedule

of

Investments.

Generally,

the

amount

of

collateral

due

from

or

to

a

counterparty

is

subject

to

a

certain

minimum

transfer

amount

threshold

before

a

transfer

is

required,

which

is

determined

at

the

close

of

business

of

the

Fund.

Any

additional

required

collateral

is

delivered

to/pledged

by

the

Fund

on

the

next

business

day.

Typically,

the

counterparty

is

not

permitted

to

sell,

re-pledge

or

use

cash

and

non-cash

collateral

it

receives.

The

Fund

generally

agrees

not

to

use

non-cash

collateral

that

it

receives

but

may,

absent

default

or

certain

other

circumstances

defined

in

the

underlying

ISDA

Master

Agreement,

be

permitted

to

use

cash

collateral

received.

In

such

cases,

interest

may

be

paid

pursuant

to

the

collateral

arrangement

with

the

counterparty.

To

the

extent

amounts

due

to

the

Fund

from the

counterparties

are

not

fully

collateralized, the

Fund bears

the

risk

of

loss

from

counterparty

non-performance.

Likewise,

to

the

extent

the

Fund

has

delivered

collateral

to

a

counterparty

and

stands

ready

to

perform

under

the

terms

of

its

agreement

with

such

counterparty, the

Fund bears the

risk

of

loss

from

a

counterparty

in

the

amount

of

the

value

of

the

collateral

in

the

event

the

counterparty

fails

to

return

such

collateral.

Based

on

the

terms

of

agreements,

collateral

may

not

be

required

for

all

derivative

contracts.

For

financial

reporting

purposes,

the

Fund

does

not

offset

derivative

assets

and

derivative

liabilities

that

are

subject

to

netting

arrangements,

if

any,

in

the

Statement

of

Assets

and

Liabilities.

6.

INVESTMENT

ADVISORY

AGREEMENT

AND

OTHER

TRANSACTIONS

WITH

AFFILIATES 

Investment

Advisory:

The

Trust,

on

behalf

of

the

Fund,

entered

into

an

Investment

Advisory

Agreement

with

the

Manager,

the

Fund’s

investment

adviser

and

an

indirect,

wholly-owned

subsidiary

of

BlackRock,

Inc.

(“BlackRock”),

to

provide

investment

advisory

and

administrative

services.

The

Manager

is

responsible

for

the

management

of the

Fund’s

portfolio

and

provides

the

personnel,

facilities,

equipment

and

certain

other

services

necessary

to

the

operations

of the

Fund.

For

such

services,

the

Fund

pays

the

Manager

a

monthly

fee

at

an

annual

rate

equal

to

the

following

percentages

of

the

average

daily

value

of

the

Fund’s

net

assets:

The

Manager

entered

into a

sub-advisory

agreement

with

BlackRock

International

Limited

(“BIL”),

an

affiliate

of

the

Manager.

The

Manager

pays

BIL

for

services

it provides

for

that

portion

of

the

Fund

for

which

BIL

acts

as

sub-adviser,

a

monthly

fee

that

is

equal

to

a

percentage

of

the

investment

advisory

fees

paid

by the

Fund

to

the

Manager.

Service

and

Distribution

Fees:

 The

Trust

,

on behalf

of

the

Fund,

entered

into

a

Distribution

Agreement

and

a Distribution and

Service

Plan

with

BlackRock

Investments,

LLC

(“BRIL”),

an

affiliate

of

the

Manager.

Pursuant

to

the

Distribution

and

Service

Plan

and

in

accordance

with

Rule

12b-1

under

the

1940

Act,

the

Fund

pays

BRIL

ongoing

service

and

distribution

fees.

The

fees

are

accrued

daily

and

paid

monthly

at

annual

rates

based

upon

the

average

daily

net

assets

of

the

relevant

share

class

of

the

Fund

as

follows:

Average

Daily

Net

Assets

Investment

Advisory

Fees

First

$1

billion

.........................................................................................................

0.550%

$1

billion

-

$2

billion

.....................................................................................................

0.500

$2

billion

-

$3

billion

.....................................................................................................

0.475

$3

billion

-

$10

billion

....................................................................................................

0.450

Greater

than

$10

billion

...................................................................................................

0.440

Share

Class

Service

Fees

Distribution

Fees

Investor

A

.................................................................................................

0.25‌%

—‌%

Investor

C

.................................................................................................

0.25‌

0.75‌

Notes

to

Financial

Statements

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

40

BRIL

and

broker-dealers,

pursuant

to

sub-agreements

with

BRIL,

provide

shareholder

servicing

and

distribution

services to

the

Fund.

The

ongoing

service and/or

distribution

fee compensates BRIL

and

each

broker-dealer

for

providing

shareholder

servicing

and/or

distribution related

services

to

shareholders.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

following

table

shows

the

class

specific

service

and

distribution

fees

borne

directly

by

each

share

class

of

the

Fund:

Administration:

The

Trust,

on

behalf

of

the

Fund,

entered

into

an

Administration

Agreement

with

the

Manager,

an

indirect,

wholly-owned

subsidiary

of

BlackRock,

to

provide

administrative

services.

For

these

services,

the

Manager

receives

an

administration

fee

computed

daily

and

payable

monthly,

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Fund.

The

administration

fee,

which

is

shown

as

administration

in

the

Statements

of

Operations,

is

paid

at

the

annual

rates

below.

In

addition,

the

Manager

charges

each

of

the

share

classes

an

administration

fee,

which

is

shown

as

administration —

class

specific

in

the

Statements

of

Operations,

at

an

annual

rate

of

0.02% of

the

average

daily

net

assets

of

each

respective

class.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

Fund

paid

the

following

to

the

Manager

in

return

for

these

services,

which

are

included

in

administration

—

class

specific

in

the

Statements

of

Operations.

Transfer

Agent:

Pursuant

to

written

agreements,

certain

financial

intermediaries,

some

of

which

may

be

affiliates,

provide

the

Fund

with

sub-accounting,

recordkeeping,

sub-

transfer

agency

and

other

administrative

services

with

respect

to

servicing

of

underlying

investor

accounts.

For

these

services,

these

entities

receive

an

asset-based

fee

or

an

annual

fee

per

shareholder

account,

which

will

vary

depending

on

share

class

and/or

net

assets.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

Fund

paid

the

following

amounts

to

affiliates

of

BlackRock

in

return

for

these

services,

which

are

included

in

transfer

agent

—

class

specific

in

the

Statements

of

Operations:

The

Manager

maintains

a

call

center

that

is

responsible

for

providing

certain

shareholder

services

to

the

Fund.

Shareholder

services

include

responding

to

inquiries

and

processing

purchases

and

sales

based

upon

instructions

from

shareholders.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

Fund

reimbursed

the

Manager

the

following

amounts

for

costs

incurred

in

running

the

call

center,

which

are

included

in

transfer

agent

—

class

specific

in

the

Statements

of

Operations:

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

following

table

shows

the

class

specific

transfer

agent

fees

borne

directly

by

each

share

class

of

the

Fund:

Other

Fees:

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

affiliates

earned

underwriting

discounts,

direct

commissions

and

dealer

concessions

on

sales

of

the

Fund's

Investor

A

Shares

for

a

total

of

$12,912

and

$36,040,

respectively.

Service

and

Distribution

Fees

—

Class

Specific

Share

Class

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Investor

A

.....................................................................................

$

821,521‌

$

991,263‌

Investor

C

.....................................................................................

337,601‌

381,488‌

$

1,159,122‌

$

1,372,751‌

Average

Daily

Net

Assets

Administration

Fees

First

$500

million

......................................................................................................

0.0425%

$500

million

-

$1

billion

..................................................................................................

0.0400

$1

billion

-

$2

billion

....................................................................................................

0.0375

$2

billion

-

$4

billion

....................................................................................................

0.0350

$4

billion

-

$13

billion

...................................................................................................

0.0325

Greater

than

$13

billion

..................................................................................................

0.0300

Administration

fees

-

class

specific

Institutional

Investor

A

Investor

C

Class

K

Total

Period

from

09/01/22

to

07/31/23

...................................................

$

508,886‌

$

65,722‌

$

6,752‌

$

229,488‌

$

810,848‌

Year

Ended

08/31/22

............................................................

615,224‌

79,297‌

7,629‌

367,429‌

$

1,069,579‌

Transfer

Agent

fees

-

class

specific

Institutional

Investor

A

Total

Period

from

09/01/22

to

07/31/23

..........................................................................

$

16,277‌

$

696‌

$

16,973‌

Year

Ended

08/31/22

...................................................................................

$

3,807‌

$

—‌

$

3,807‌

Amount

Institutional

Investor

A

Investor

C

Class

K

Total

Period

from

09/01/22

to

07/31/23

...................................................

$

11,831‌

$

8,214‌

$

4,069‌

$

3,882‌

$

27,996‌

Year

Ended

08/31/22

............................................................

$

5,244‌

$

5,138‌

$

1,964‌

$

2,541‌

$

14,887‌

Transfer

agent

fees

-

class

specific

Institutional

Investor

A

Investor

C

Class

K

Total

Period

from

09/01/22

to

07/31/23

...................................................

$

2,249,445‌

$

241,495‌

$

32,514‌

$

58,986‌

$

2,582,440‌

Year

Ended

08/31/22

............................................................

$

2,893,184‌

$

328,097‌

$

36,128‌

$

42,810‌

$

3,300,219‌

Notes

to

Financial

Statements

(continued)

41

Notes

to

Financial

Statements

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022

,

affiliates

received

CDSCs

as

follows:

Expense

Limitations,

Waivers,

and

Reimbursements:

The

Manager

contractually

agreed

to

waive

its

investment

advisory

fees

by

the

amount

of

investment

advisory

fees

the

Fund

pays

to

the

Manager

indirectly

through

its

investment

in

affiliated

money

market

funds

(the

“affiliated

money

market

fund

waiver”)

through

June

30,

2024.

The

contractual

agreement

may

be

terminated

upon

90

days’

notice

by

a

majority

of

the

Independent

Trustees

,

or

by

a

vote

of

a

majority

of

the

outstanding

voting

securities

of

the

Fund.

The

amount

of

waivers

and/or

reimbursements

of

fees

and

expenses

made

pursuant

to

the

expense

limitation

described

below

will

be

reduced

by

the

amount

of

the

affiliated

money

market

fund

waiver. This

amount

is

included

in

fees

waived

and/or

reimbursed

by

the

Manager

in

the

Statement

s

of

Operations.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022

,

the

amount

waived

was

$201,21

5

and

$216,822

,

respectively

.

The

Manager

has

contractually

agreed

to

waive

its

investment

advisory

fee

with

respect

to

any

portion

of

the

Fund’s

assets

invested

in

affiliated

equity

and

fixed-income mutual

funds

and

affiliated

exchange-traded

funds

that

have

a

contractual

management

fee

through

June

30,

2024.

The

contractual

agreement

may

be

terminated

upon

90

days’

notice

by

a

majority

of

the

Independent

Trustees,

or

by

a

vote

of

a

majority

of

the

outstanding

voting

securities

of

the

Fund.

These

amounts

are

included

in

fees

waived

and/

or

reimbursed

by

the

Manager

in

the

Statements

of

Operations.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

Manager

waived

$255,015

and

$177,379,

respectively,

in

investment

advisory

fees

pursuant

to

this

arrangement.

The

Manager

contractually

agreed

to

waive

and/or

reimburse

fees

or

expenses

in

order

to

limit

expenses,

excluding

interest

expense,

dividend

expense,

tax

expense,

acquired

fund

fees

and

expenses,

and

certain

other

fund

expenses,

which

constitute

extraordinary

expenses

not

incurred

in

the

ordinary

course

of

the

Fund’s

business

(“expense

limitation”).

The

expense

limitations

as

a

percentage

of

average

daily

net

assets

are

as

follows:

The

Manager

has

agreed

not

to

reduce

or

discontinue

the

contractual

expense

limitations

through

June

30,

2024,

unless

approved

by

the

Board,

including

a

majority

of

the Independent

Trustees,

or

by

a

vote

of

a

majority

of

the

outstanding

voting

securities

of the

Fund.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

there

were

no

fees

waived

and/or

reimbursed

by

the

Manager

pursuant

to

this

agreement.

In

addition,

these

amounts

waived

and/or

reimbursed

by

the

Manager are

included

in administration

fees

waived

by

the

Manager

—

class

specific

in

the

Statements

of

Operations.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

class

specific

expense

waivers

and/or

reimbursements were as

follows: 

Securities

Lending:

 The

U.S.

Securities

and

Exchange

Commission

(“SEC”)

has

issued

an

exemptive

order

which

permits BIM,

an

affiliate

of

the

Manager,

to

serve

as

securities

lending

agent

for

the

Fund,

subject

to

applicable

conditions.

As

securities

lending

agent,

BIM

bears

all

operational

costs

directly

related

to

securities

lending.

The

Fund

is

responsible

for

expenses

in

connection

with

the

investment

of

cash

collateral

received

for

securities

on

loan

(the

“collateral

investment

expenses”).

The

cash

collateral

is

invested

in

a

private

investment

company,

Money

Market

Series, managed

by

the

Manager

or

its

affiliates.

However,

BIM

has

agreed

to

cap

the

collateral

investment

expenses

of

the Money

Market

Series to

an

annual

rate

of

0.04%.

The

investment

adviser

to

the Money

Market

Series will

not

charge

any

advisory

fees

with

respect

to

shares

purchased

by

the

Fund.

The

Money

Market

Series

may,

under

certain

circumstances,

impose

a

liquidity

fee

of

up

to

2%

of

the

value

withdrawn

or

temporarily

restrict

withdrawals

for

up

to

10

business

days

during

a

90

day

period,

in

the

event

that

the

private

investment

company’s

weekly

liquid

assets

fall

below

certain

thresholds. The

Money

Market

Series

seeks

current

income

consistent

with

maintaining

liquidity

and

preserving

capital.

Although

the

Money

Market

Series

is

not

registered

under

the

1940

Act,

its

investments

may

follow

the

parameters

of

investments

by

a

money

market

fund

that

is

subject

to

Rule

2a-7

under

the

1940

Act.

Securities

lending

income

is

equal

to

the

total

of

income

earned

from

the

reinvestment

of

cash

collateral,

net

of

fees

and

other

payments

to

and

from

borrowers

of

securities,

and

less

the

collateral

investment

expenses.

The

Fund

retains

a

portion

of

securities

lending

income

and

remits

a

remaining

portion

to

BIM

as

compensation

for

its

services

as

securities

lending

agent.  

Pursuant

to

the

current

securities

lending

agreement,

the

Fund

retains

81%

of

securities

lending

income

(which

excludes

collateral

investment

expenses),

and

this

amount

retained

can

never

be

less

than

70%

of

the

total

of

securities

lending

income

plus

the

collateral

investment

expenses.  

In

addition,

commencing

the

business

day

following

the

date

that

the

aggregate

securities

lending

income

earned

across

the

BlackRock Fixed-Income

Complex

in

a

calendar

year

exceeds

a

specified

threshold,

the

Fund,

pursuant

to

the

securities

lending

agreement,

will

retain

for

the

remainder

of

that

calendar

year

securities

lending

income

in

an

amount

equal

to

81%

of

securities

lending

income

(which

excludes

collateral

investment

expenses),

and

this

amount

retained

can

never

be

less

than

70%

of

the

total

of

securities

lending

income

plus

the

collateral

investment

expenses.

The

share

of

securities

lending

income

earned

by

the

Fund

is

shown

as

securities

lending

income

—

affiliated

—

net

in

the

Statements

of

Operations.

For

the

period

ended

July

31,

2023

and

the

year

ended

August

31,

2022,

the

Fund

paid

BIM $350,687

and

$919,914,

respectively,

for

securities

lending agent

services. 

Investor

A

Investor

C

Period

from

09/01/22

to

07/31/23

........................................................................................

$

29,271‌

$

7,536‌

Year

Ended

08/31/22

.................................................................................................

36,973‌

8,917‌

Institutional

Investor

A

Investor

C

Class

K

Expense

Limitations

................................................

0.70‌%

1.05‌%

1.80‌%

0.65‌%

Administration

Fees

Waived

by

the

Manager

—

Class

Specific

Share

Class

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Institutional

...................................................................................

$

8,305‌

$

10,557‌

Notes

to

Financial

Statements

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

42

Interfund

Lending:

In

accordance

with

an

exemptive

order

(the

“Order”)

from

the

SEC,

the

Fund

may

participate

in

a

joint

lending

and

borrowing

facility

for

temporary

purposes

(the

“Interfund

Lending

Program”),

subject

to

compliance

with

the

terms

and

conditions

of

the

Order,

and

to

the

extent

permitted

by

the

Fund’s

investment

policies

and

restrictions.

The

Fund

is

currently

permitted

to

borrow

and

lend under

the

Interfund

Lending

Program. 

A

lending

BlackRock

fund

may

lend

in

aggregate

up

to

15%

of

its

net

assets

but

may

not

lend

more

than

5%

of

its

net

assets

to

any

one

borrowing

fund

through

the

Interfund

Lending

Program.

A

borrowing

BlackRock

fund

may

not

borrow

through

the

Interfund

Lending

Program

or

from

any

other

source

more

than

33

1/3%

of

its

total

assets

(or

any

lower

threshold

provided

for

by

the fund’s

investment

restrictions).

If

a

borrowing

BlackRock

fund’s

total

outstanding

borrowings

exceed

10%

of

its

total

assets,

each

of

its

outstanding

interfund

loans

will

be

subject

to

collateralization

of

at

least

102%

of

the

outstanding

principal

value

of

the

loan.

All

interfund

loans

are

for

temporary

or

emergency

purposes

and

the

interest

rate

to

be

charged

will

be

the

average

of

the

highest

current

overnight

repurchase

agreement

rate

available

to

a

lending

fund

and

the

bank

loan

rate,

as

calculated

according

to

a

formula

established

by

the

Board. 

During the

period

ended

July

31,

2023,

the

Fund

did

not

participate

in

the

Interfund

Lending

Program.

Trustees

and

Officers: 

Certain

trustees

and/or

officers

of

the Trust are directors and/or

officers

of BlackRock

or

its

affiliates.

The

Fund

reimburses

the

Manager

for

a

portion

of

the

compensation

paid

to

the 

Fund’s

Chief

Compliance

Officer,

which

is

included

in

Trustees and

Officer

in

the

Statements

of

Operations. 

7.

PURCHASES

AND

SALES 

For

the period

ended

July

31,

2023,

purchases

and

sales

of

investments,

including

paydowns/payups excluding

short-term

securities, were $1,031,226,928

and

$1,981,923,004,

respectively.

8.

INCOME

TAX

INFORMATION 

It

is

the

Fund’s

policy

to

comply

with

the

requirements

of

the

Internal

Revenue

Code

of

1986,

as

amended,

applicable

to

regulated

investment

companies,

and

to

distribute

substantially

all

of

its

taxable

income

to

its

shareholders.

Therefore,

no

U.S.

federal

income

tax

provision

is

required. 

The

Fund

files

U.S.

federal

and

various

state

and

local

tax

returns.

No

income

tax

returns

are

currently

under

examination.

The

statute

of

limitations

on

the

Fund’s

U.S.

federal

tax

returns

generally

remains

open

for

a

period

of

three

years

after

they

are

filed.

The

statutes

of

limitations

on

the

Fund’s

state

and

local

tax

returns

may

remain

open

for

an

additional

year

depending

upon

the

jurisdiction. 

Management

has

analyzed

tax

laws

and

regulations

and

their

application

to

the Fund

as

of

July

31,

2023,

inclusive

of

the

open

tax

return

years,

and

does

not

believe

that

there

are

any

uncertain

tax

positions

that

require

recognition

of

a

tax

liability

in

the

Fund’s

financial

statements.

The

tax

character

of

distributions

paid

was

as

follows: 

As

of

July

31,

2023,

the

tax

components

of

accumulated earnings

(loss) were

as

follows:  

(a)

Amounts

available

to

offset

future

realized

capital

gains.

(b)

The

difference

between

book-basis

and

tax-basis

net

unrealized

gains

(losses)

was

attributable

primarily

to

the

tax

deferral

of

losses

on

wash

sales,

the

realization

for

tax

purposes

of

unrealized

gains

(losses)

on

certain

foreign

currency

exchange

contracts,

the

timing

and

recognition

of

partnership

income,

the

accounting

for

swap

agreements

and

the

deferral

of

compensation

to

Trustees.

(c)

The

Fund

has

elected

to

defer

certain

qualified

late-year

losses

and

recognize

such

losses

in

the

next

taxable

year.

As

of

July

31,

2023, gross

unrealized

appreciation

and

depreciation

based

on

cost

of

investments

(including

short

positions

and

derivatives,

if

any)

for

U.S.

federal

income

tax

purposes

were

as

follows: 

Fund

Name

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

BlackRock

Floating

Rate

Income

Portfolio

Ordinary

income

...............................................................................

$

316,519,634‌

$

207,215,932‌

$

108,780,983‌

Return

of

capital

...............................................................................

278,513‌

—‌

—‌

$

316,798,147‌

$

207,215,932‌

$

108,780,983‌

Fund

Name

Non-Expiring

Capital

Loss

Carryforwards

(a)

Net

Unrealized

Gains

(Losses)

(b)

Qualified

Late-

Year

Losses

(c

)

Total

BlackRock

Floating

Rate

Income

Portfolio

.....................................

$

(361,483,864‌)

$

(93,775,936‌)

$

(1,026,035‌)

$

(456,285,835‌)

Fund

Name

Tax

Cost

Gross

Unrealized

Appreciation

Gross

Unrealized

Depreciation

Net

Unrealized

Appreciation

(Depreciation)

BlackRock

Floating

Rate

Income

Portfolio

.................................

$

4,428,162,865‌

$

20,239,299‌

$

(117,185,638‌)

$

(96,946,339‌)

Notes

to

Financial

Statements

(continued)

43

Notes

to

Financial

Statements

9.

BANK

BORROWINGS 

The

Trust,

on

behalf

of

the

Fund,

along

with

certain

other

funds

managed

by

the

Manager

and

its

affiliates

(“Participating

Funds”),

is

a

party

to

a

364-day,

$2.50

billion

credit

agreement

with

a

group

of

lenders.

Under

this

agreement,

the

Funds

may

borrow

to

fund

shareholder

redemptions.

Of

the

aggregate

$2.50

billion

commitment

amount,

$750

million

is

specifically

designated

to

the

Fund

and

another

participating

Fund.

The

remaining

$1.75

billion

commitment

is

available

to

all

Participating

Funds,

but

the

Fund can

borrow

up

to

an

additional

$350

million

in

the

aggregate

of

the

remaining

aggregate

commitment,

subject

to

asset

coverage

and

other

limitations

as

specified

in

the

agreement.

The

credit

agreement

has

the

following

terms:

a

fee

of

0.10%

per

annum

on

unused

commitment

amounts

and

interest

at

a

rate

equal

to

the

higher

of

(a)

Overnight

Bank

Funding

Rate

(“OBFR”)

(but

in

any

event,

not

less

than

0.00%)

on

the

date

the

loan

is

made

plus

0.80%

per

annum,

(b)

the

Fed

Funds

rate

(but

in

any

event,

not

less

than

0.00%)

in

effect

from

time

to

time

plus

0.80%

per

annum

on

amounts

borrowed

or

(c)

the

sum

of

Daily

Simple

SOFR

(but,

in

any

event,

not

less

than

0.00%)

on

the

date

the

loan

is

made

plus

0.10%

and

0.80%

per

annum. The

agreement

expires

in

April

2024

unless

extended

or

renewed. The

Fund

paid

an

upfront

commitment

fee

of

0.04%

on

new

commitments

of

$250

million,

in

addition

to

administration,

legal

and

arrangement

fees,

which

are

included

in

miscellaneous

expenses

in

the

Statements

of

Operations.

These

fees

were

allocated

among

such

funds

based

upon

portions

of

the

aggregate

commitment

available

to

them

and

relative

net

assets

of

Participating

Funds.

For

the

period

ended

July

31,

2023,

the

amount

of

bank

borrowings

and

the

interest

rate

for

the

one-day

loan

under

the

credit

agreement

were

$1,000,000

and

5.48%,

respectively.

As

of

July

31,

2023,

the

Fund

did

not

have

any

borrowings

outstanding

under

the

credit

agreement.

10.

 PRINCIPAL

RISKS 

In

the

normal

course

of

business,

the

Fund

invests

in

securities

or

other

instruments

and

may

enter

into

certain

transactions,

and

such

activities

subject

the

Fund

to

various

risks,

including

among

others,

fluctuations

in

the

market

(market

risk)

or

failure

of

an

issuer

to

meet

all

of

its

obligations.

The

value

of

securities

or

other

instruments

may

also

be

affected

by

various

factors,

including,

without

limitation:

(i)

the

general

economy;

(ii)

the

overall

market

as

well

as

local,

regional

or

global

political

and/or

social

instability;

(iii)

regulation,

taxation

or

international

tax

treaties

between

various

countries;

or

(iv)

currency,

interest

rate

and

price

fluctuations.

Local,

regional

or

global

events

such

as

war,

acts

of

terrorism,

the

spread

of

infectious

illness

or

other

public

health

issues,

recessions,

or

other

events

could

have

a

significant

impact

on

the

Fund

and its

investments.

The

Fund’s

prospectus

provides

details

of

the

risks

to

which

the

Fund

is

subject. 

The

Fund

may

be

exposed

to

additional

risks

when

reinvesting

cash

collateral

in

money

market

funds

that

do

not

seek

to

maintain

a

stable

NAV

per

share

of

$1.00,

which

may

be

subject

to

redemption

gates

or

liquidity

fees

under

certain

circumstances.

Market Risk:

The

Fund

may

be

exposed

to

prepayment

risk,

which

is

the

risk

that

borrowers

may

exercise

their

option

to

prepay

principal

earlier

than

scheduled

during

periods

of

declining

interest

rates,

which

would

force

the

Fund

to

reinvest

in

lower

yielding

securities. The

Fund

may

also

be

exposed

to

reinvestment

risk,

which

is

the

risk

that

income

from

the

Fund’s

portfolio

will

decline

if

the Fund

invests

the

proceeds

from

matured,

traded

or

called

fixed-income

securities

at

market

interest

rates

that

are

below

the

Fund

portfolio’s

current

earnings

rate.

Infectious

Illness

Risk:

An

outbreak

of

an

infectious

illness,

such

as

the

COVID-19

pandemic,

may

adversely

impact

the

economies

of

many

nations

and

the

global

economy,

and

may

impact

individual

issuers

and

capital

markets

in

ways

that

cannot

be

foreseen.

An

infectious

illness

outbreak

may

result

in,

among

other

things,

closed

international

borders,

prolonged

quarantines,

supply

chain

disruptions,

market

volatility

or

disruptions

and

other

significant

economic,

social

and

political

impacts.

Valuation

Risk:

The

market

values

of

equities,

such

as

common

stocks

and

preferred

securities

or

equity

related

investments,

such

as

futures

and

options,

may

decline

due

to

general

market

conditions

which

are

not

specifically

related

to

a

particular

company.

They

may

also

decline

due

to

factors

which

affect

a

particular

industry

or

industries. The

Fund

may

invest

in

illiquid

investments.

An

illiquid

investment

is

any

investment

that the

Fund

reasonably

expects

cannot

be

sold

or

disposed

of

in

current

market

conditions

in

seven

calendar

days

or

less

without

the

sale

or

disposition

significantly

changing

the

market

value

of

the

investment. The

Fund

may

experience

difficulty

in

selling

illiquid

investments

in

a

timely

manner

at

the

price

that it

believes

the

investments

are

worth.

Prices

may

fluctuate

widely

over

short

or

extended

periods

in

response

to

company,

market

or

economic

news.

Markets

also

tend

to

move

in

cycles,

with

periods

of

rising

and

falling

prices.

This

volatility

may

cause

the

Fund’s

NAV

to

experience

significant

increases

or

decreases

over

short

periods

of

time.

If

there

is

a

general

decline

in

the

securities

and

other

markets,

the

NAV

of the

Fund

may

lose

value,

regardless

of

the

individual

results

of

the

securities

and

other

instruments

in

which the

Fund

invests. 

The

price the

Fund

could

receive

upon

the

sale

of

any

particular

portfolio

investment

may

differ

from the

Fund’s

valuation

of

the

investment,

particularly

for

securities

that

trade

in

thin

or

volatile

markets

or

that

are

valued

using

a

fair

valuation

technique

or

a

price

provided

by

an

independent

pricing

service.

Changes

to

significant

unobservable

inputs

and

assumptions

(i.e.,

publicly

traded

company

multiples,

growth

rate,

time

to

exit)

due

to

the

lack

of

observable

inputs

may

significantly

impact

the

resulting

fair

value

and

therefore

the

Fund’s

results

of

operations.

As

a

result,

the

price

received

upon

the

sale

of

an

investment

may

be

less

than

the

value

ascribed

by the

Fund,

and the

Fund

could

realize

a

greater

than

expected

loss

or

lesser

than

expected

gain

upon

the

sale

of

the

investment. The

Fund’s

ability

to

value

its

investments

may

also

be

impacted

by

technological

issues

and/or

errors

by

pricing

services

or

other

third-party

service

providers. 

Counterparty

Credit

Risk:

The

Fund

may

be

exposed

to

counterparty

credit

risk,

or

the

risk

that

an

entity

may

fail

to

or

be

unable

to

perform

on

its

commitments

related

to

unsettled

or

open

transactions,

including

making

timely

interest

and/or

principal

payments

or

otherwise

honoring

its

obligations.

The

Fund

manages

counterparty

credit

risk

by

entering

into

transactions

only

with

counterparties

that

the

Manager

believes

have

the

financial

resources

to

honor

their

obligations

and

by

monitoring

the

financial

stability

of

those

counterparties.

Financial

assets,

which

potentially

expose

the

Fund

to

market,

issuer

and

counterparty

credit

risks,

consist

principally

of

financial

instruments

and

receivables

due

from

counterparties.

The

extent

of

the

Fund’s

exposure

to

market,

issuer

and

counterparty

credit

risks

with

respect

to

these

financial

assets

is

approximately

their

value

recorded

in

the

Statement

of

Assets

and

Liabilities,

less

any

collateral

held

by

the

Fund. 

A

derivative

contract

may

suffer

a

mark-to-market

loss

if

the

value

of

the

contract

decreases

due

to

an

unfavorable

change

in

the

market

rates

or

values

of

the

underlying

instrument.

Losses

can

also

occur

if

the

counterparty

does

not

perform

under

the

contract.

With

centrally

cleared

swaps,

there

is

less

counterparty

credit

risk

to

the

Fund

since

the

exchange

or

clearinghouse,

as

counterparty

to

such

instruments,

guarantees

against

a

possible

default.

The

clearinghouse

stands

between

the

buyer

and

the

seller

of

the

contract;

therefore,

credit

risk

is

limited

to

failure

of

the

clearinghouse.

While

offset

rights

may

exist

under

applicable

law, the

Fund

does

not

have

a

contractual

right

of

offset

against

a

clearing

broker

or

clearinghouse

in

the

event

of

a

default

(including

the

Notes

to

Financial

Statements

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

44

bankruptcy

or

insolvency).

Additionally,

credit

risk

exists

in centrally

cleared

swaps with

respect

to

initial

and

variation

margin

that

is

held

in

a

clearing

broker’s

customer

accounts.

While

clearing

brokers

are

required

to

segregate

customer

margin

from

their

own

assets,

in

the

event

that

a

clearing

broker

becomes

insolvent

or

goes

into

bankruptcy

and

at

that

time

there

is

a

shortfall

in

the

aggregate

amount

of

margin

held

by

the

clearing

broker

for

all

its

clients,

typically

the

shortfall

would

be

allocated

on

a

pro

rata

basis

across

all

the

clearing

broker’s

customers,

potentially

resulting

in

losses

to

the

Fund. 

Geographic/Asset

Class

Risk:

 A

diversified

portfolio,

where

this

is appropriate

and

consistent

with

a

fund’s

objectives,

minimizes

the

risk

that

a

price

change

of

a

particular

investment

will

have

a

material

impact

on

the

NAV

of

a

fund.

The

investment

concentrations

within

the

Fund’s

portfolio

are

disclosed

in

its Schedule

of

Investments.

The

Fund

invests

a

significant

portion

of

its

assets

in

high

yield

securities.

High

yield

securities

that

are

rated

below

investment-grade

(commonly

referred

to

as

“junk

bonds”)

or

are

unrated

may

be

deemed

speculative,

involve

greater

levels

of

risk

than

higher-rated

securities

of

similar

maturity

and

are

more

likely

to

default.

High

yield

securities

may

be

issued

by

less

creditworthy

issuers,

and

issuers

of

high

yield

securities

may

be

unable

to

meet

their

interest

or

principal

payment

obligations.

High

yield

securities

are

subject

to

extreme

price

fluctuations,

may

be

less

liquid

than

higher

rated

fixed-income

securities,

even

under

normal

economic

conditions,

and

frequently

have

redemption

features. 

The

Fund

invests

a

significant

portion

of

its

assets

in fixed-income securities and/or uses

derivatives tied

to

the

fixed-income

markets.

Changes

in

market

interest

rates

or

economic

conditions

may affect

the

value

and/or

liquidity

of

such investments.

Interest

rate

risk

is

the

risk

that

prices

of

bonds

and

other

fixed-income

securities

will

decrease

as

interest

rates

rise

and

increase

as

interest

rates

fall.

The

Fund(s) may

be

subject

to

a

greater

risk

of

rising

interest

rates

due

to

the period

of

historically

low

interest

rates

that

ended

in

March

2022. The

Federal

Reserve

has

recently been

raising the

federal

funds

rate

as

part

of

its

efforts

to

address

inflation.

There

is

a

risk

that

interest

rates

will

continue

to

rise,

which

will

likely

drive

down

the

prices

of

bonds

and

other

fixed-income

securities,

and

could

negatively

impact

the

Fund’s

performance.

Significant

Shareholder

Redemption

Risk:

Certain

shareholders

may

own

or

manage

a

substantial

amount

of

fund

shares

and/or

hold

their

fund

investments

for

a

limited

period

of

time.

Large

redemptions

of

fund

shares

by

these

shareholders

may

force

a

fund

to

sell

portfolio

securities,

which

may

negatively

impact

the

fund’s

NAV,

increase

the

fund’s

brokerage

costs,

and/or

accelerate

the

realization

of

taxable

income/gains

and

cause

the

fund

to

make

additional

taxable

distributions

to

shareholders.

LIBOR

Transition

Risk:

The

Fund

may

be

exposed

to

financial

instruments

that

recently

transitioned

from,

or

continue

to

be

tied

to,

LIBOR

to

determine

payment

obligations,

financing

terms,

hedging

strategies

or

investment

value.

The

United

Kingdom’s

Financial

Conduct

Authority,

which

regulates

LIBOR,

has

ceased

publishing

all

LIBOR

settings,

but

some

USD

LIBOR

settings

will

continue

to

be

published

under

a

synthetic

methodology

until

September

30,

2024

for

certain

legacy

contracts.

SOFR

has

been

used

increasingly

on

a

voluntary

basis

in

new

instruments

and

transactions.

Under

U.S.

regulations

that

implement

a

statutory

fallback

mechanism

to

replace

LIBOR,

benchmark

rates

based

on

SOFR

have

replaced

LIBOR

in

certain

financial

contracts.

The

ultimate

effect

of

the

LIBOR

transition

process

on

the

Fund

is

uncertain.

11.

CAPITAL

SHARE

TRANSACTIONS 

Transactions

in

capital

shares

for

each

class

were

as

follows:

12.

SUBSEQUENT

EVENTS 

Management

has

evaluated

the

impact

of

all

subsequent

events

on

the

Fund

through

the

date

the

financial

statements

were

issued

and

has

determined

that

there

were

no

subsequent

events

requiring

adjustment

or

additional

disclosure

in

the

financial

statements.

Period

from

09/01/22

to

07/31/23

Year

Ended

08/31/22

Year

Ended

08/31/21

Fund

Name/Share

Class

Shares

Amount

Shares

Amount

Shares

Amount

BlackRock

Floating

Rate

Income

Portfolio

Institutional

Shares

sold

...............................

156,414,189‌

$

1,482,638,862‌

298,525,848‌

$

2,928,141,455‌

143,325,305‌

$

1,418,059,761‌

Shares

issued

in

reinvestment

of

distributions

..........

18,234,118‌

173,001,034‌

10,660,259‌

103,075,784‌

5,219,691‌

51,534,882‌

Shares

redeemed

...........................

(217,018,049‌)

(2,052,294,720‌)

(213,745,089‌)

(2,055,715,136‌)

(67,798,636‌)

(664,009,667‌)

(42,369,742‌)

$

(396,654,824‌)

95,441,018‌

$

975,502,103‌

80,746,360‌

$

805,584,976‌

Investor

A

Shares

sold

and

automatic

conversion

of

shares

........

7,634,301‌

$

72,426,494‌

27,787,705‌

$

273,192,870‌

7,982,447‌

$

78,946,394‌

Shares

issued

in

reinvestment

of

distributions

..........

2,253,643‌

21,377,057‌

1,277,829‌

12,367,745‌

863,511‌

8,509,500‌

Shares

redeemed

...........................

(15,209,360‌)

(144,284,503‌)

(20,705,966‌)

(199,060,166‌)

(7,066,236‌)

(69,620,519‌)

(5,321,416‌)

$

(50,480,952‌)

8,359,568‌

$

86,500,449‌

1,779,722‌

$

17,835,375‌

Investor

C

Shares

sold

...............................

838,593‌

$

7,931,933‌

1,842,303‌

$

18,038,451‌

896,279‌

$

8,889,173‌

Shares

issued

in

reinvestment

of

distributions

..........

224,894‌

2,133,787‌

103,903‌

1,004,516‌

95,907‌

944,067‌

Shares

redeemed

and

automatic

conversion

of

shares

....

(1,530,361‌)

(14,529,657‌)

(1,627,562‌)

(15,774,130‌)

(2,015,408‌)

(19,867,049‌)

(466,874‌)

$

(4,463,937‌)

318,644‌

$

3,268,837‌

(1,023,222‌)

$

(10,033,809‌)

Class

K

Shares

sold

...............................

32,858,995‌

$

311,201,831‌

134,083,686‌

$

1,318,188,522‌

117,417,952‌

$

1,163,778,355‌

Shares

issued

in

reinvestment

of

distributions

..........

8,675,217‌

82,186,658‌

7,412,008‌

71,709,364‌

3,613,503‌

35,714,040‌

Shares

redeemed

...........................

(97,474,123‌)

(922,629,834‌)

(115,692,672‌)

(1,110,996,047‌)

(36,234,012‌)

(355,959,612‌)

(55,939,911‌)

$

(529,241,345‌)

25,803,022‌

$

278,901,839‌

84,797,443‌

$

843,532,783‌

(104,097,943‌)

$

(980,841,058‌)

129,922,252‌

$

1,344,173,228‌

166,300,303‌

$

1,656,919,325‌

Report

of

Independent

Registered

Public

Accounting

Firm

45

Report

of

Independent

Registered

Public

Accounting

Firm

To

the

Shareholders

of

BlackRock

Floating

Rate

Income

Portfolio

and

the

Board

of

Trustees

of

BlackRock

Funds

V:

Opinion

on

the

Financial

Statements

and

Financial

Highlights

We

have

audited

the

accompanying

statement

of

assets

and

liabilities

of

BlackRock

Floating

Rate

Income

Portfolio

of

BlackRock

Funds

V

(the

“Fund”),

including

the

schedule

of

investments,

as

of

July

31,

2023,

the

related

statements

of

operations

for

the

period

from

September

1,

2022

through

July

31,

2023

and

for

the

year

ended

August

31,

2022,

the

statements

of

changes

in

net

assets

and

financial

highlights

for

the

periods

indicated

in

the

table

below,

and

the

related

notes.

In

our

opinion,

the

financial

statements

and

financial

highlights

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

July

31,

2023,

and

the

results

of

its

operations

for

the

period

from

September

1,

2022

through

July

31,

2023

and

for

the

year

ended

August

31,

2022,

the

changes

in

its

net

assets

and

the

financial

highlights

for

the

periods

indicated

in

the

table

below,

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

and

financial

highlights

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

and

financial

highlights

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

in

accordance

with

the

standards

of

the

PCAOB.

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,

whether

due

to

error

or

fraud.

The

Fund

is

not

required

to

have,

nor

were

we

engaged

to

perform,

an

audit

of

its

internal

control

over

financial

reporting.

As

part

of

our

audits

we

are

required

to

obtain

an

understanding

of

internal

control

over

financial

reporting

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.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements

and

financial

highlights,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements

and

financial

highlights.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements

and

financial

highlights.

Our

procedures

included

confirmation

of

securities

owned

as

of

July

31,

2023,

by

correspondence

with

custodians

or

counterparties;

when

replies

were

not

received,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

Deloitte

&

Touche

LLP

Boston,

Massachusetts

September

22,

2023

We

have

served

as

the

auditor

of

one

or

more

BlackRock

investment

companies

since

1992.

Fund

Statements

of

Changes

in

Net

Assets

Financial

Highlights

BlackRock

Floating

Rate

Income

Portfolio

For

the

period

from

September

1,

2022,

through

July

31,

2023,

and

for

each

of

the

two

years

in

the

period

ended

August

31,

2022

For

the

period

from

September

1,

2022,

through

July

31,

2023,

and

for

each

of

the

five

years

in

the

period

ended

August

31,

2022

Important

Tax

Information

(unaudited)

2023

BlackRock

Annual

Report

to

Shareholders

46

The

Fund

hereby

designates

the

following

amount,

or

maximum

amount

allowable

by

law,

of

distributions

from

direct

federal

obligation

interest

for

the

period

ended

July

31,

2023:

The

law

varies

in

each

state

as

to

whether

and

what

percent

of

ordinary

income

dividends

attributable

to

federal

obligations

is

exempt

from

state

income

tax.

Shareholders

are

advised

to

check

with

their

tax

advisers

to

determine

if

any

portion

of

the

dividends

received

is

exempt

from

state

income

tax.

The

Fund

hereby

designates

the

following

amount,

or

maximum

amount

allowable

by

law,

as

interest

income

eligible

to

be

treated

as

a

Section

163(j)

interest

dividend

for

the

period

ended

July

31,

2023:

The

Fund

hereby

designates

the

following

amount,

or

maximum

amount

allowable

by

law,

as

interest-related

dividends

eligible

for

exemption

from

U.S.

withholding

tax

for

nonresident

aliens

and

foreign

corporations

for

the

period

ended

July

31,

2023:

Fund

Name

Federal

Obligation

Interest

BlackRock

Floating

Rate

Income

Portfolio

..................................................................................

$

2,428,754‌

Fund

Name

Interest

Dividends

BlackRock

Floating

Rate

Income

Portfolio

..................................................................................

$

293,660,431‌

Fund

Name

Interest-Related

Dividends

BlackRock

Floating

Rate

Income

Portfolio

..................................................................................

$

281,032,395‌

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

47

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

The

Board

of

Trustees

(the

“Board,”

the

members

of

which

are

referred

to

as

“Board

Members”)

of

BlackRock

Funds

V

(the

“Trust”)

met

on

May

4,

2023

(the

“May

Meeting”)

and

June

1-2,

2023

(the

“June

Meeting”)

to

consider

the

approval

to

continue

the

investment

advisory

agreement

(the

“Advisory

Agreement”)

between

the

Trust,

on

behalf

of

BlackRock

Floating

Rate

Income

Portfolio

(the

“Fund”),

and

BlackRock

Advisors,

LLC

(the

“Manager”),

the

Fund’s

investment

adviser.

The

Board

also

considered

the

approval

to

continue

the

sub-advisory

agreement

(the

“Sub-Advisory

Agreement”)

between

the

Manager

and

BlackRock

International

Limited

(the

“Sub-Advisor”),

with

respect

to

the

Fund.

The

Manager

and

the

Sub-Advisor

are

referred

to

herein

as

“BlackRock.”

The

Advisory

Agreement

and

the

Sub-Advisory

Agreement

are

referred

to

herein

as

the

“Agreements.”

The

Approval

Process

Consistent

with

the

requirements

of

the

Investment

Company

Act

of

1940

(the

“1940

Act”),

the

Board

considers

the

approval

of

the

continuation

of

the

Agreements

for

the

Fund

on

an

annual

basis.

The

Board

members

who

are

not

“interested

persons”

of

the

Trust,

as

defined

in

the

1940

Act,

are

considered

independent

Board

members

(the

“Independent

Board

Members”).

The

Board’s

consideration

entailed

a

year-long

deliberative

process

during

which

the

Board

and

its

committees

assessed

BlackRock’s

various

services

to

the

Fund,

including

through

the

review

of

written

materials

and

oral

presentations,

and

the

review

of

additional

information

provided

in

response

to

requests

from

the

Independent

Board

Members.

The

Board

had

four

quarterly

meetings

per

year,

each

of

which

extended

over

a

two-day

period,

as

well

as

additional

ad

hoc

meetings

and

executive

sessions

throughout

the

year,

as

needed.

The

committees

of

the

Board

similarly

met

throughout

the

year.

The

Board

also

had

an

additional

one-day

meeting

to

consider

specific

information

regarding

the

renewal

of

the

Agreements.

In

considering

the

renewal

of

the

Agreements,

the

Board

assessed,

among

other

things,

the

nature,

extent

and

quality

of

the

services

provided

to

the

Fund

by

BlackRock,

BlackRock’s

personnel

and

affiliates,

including

(as

applicable):

investment

management

services;

accounting

oversight;

administrative

and

shareholder

services;

oversight

of

the

Fund’s

service

providers;

risk

management

and

oversight;

and

legal,

regulatory

and

compliance

services.

Throughout

the

year,

including

during

the

contract

renewal

process,

the

Independent

Board

Members

were

advised

by

independent

legal

counsel,

and

met

with

independent

legal

counsel

in

various

executive

sessions

outside

of

the

presence

of

BlackRock’s

management.

During

the

year,

the

Board,

acting

directly

and

through

its

committees,

considered

information

that

was

relevant

to

its

annual

consideration

of

the

renewal

of

the

Agreements,

including

the

services

and

support

provided

by

BlackRock

to

the

Fund

and

its

shareholders.

BlackRock

also

furnished

additional

information

to

the

Board

in

response

to

specific

questions

from

the

Board.

Among

the

matters

the

Board

considered

were:

(a)

investment

performance

for

one-year,

three-year,

five-year,

and/or

since

inception

periods,

as

applicable,

against

peer

funds,

relevant

benchmarks,

and

other

performance

metrics,

as

applicable,

as

well

as

BlackRock

senior

management’s

and

portfolio

managers’

analyses

of

the

reasons

for

any

outperformance

or

underperformance

relative

to

its

peers,

benchmarks,

and

other

performance

metrics,

as

applicable;

(b)

fees,

including

advisory,

administration,

if

applicable,

and

other

amounts

paid

to

BlackRock

and

its

affiliates

by

the

Fund

for

services;

(c)

Fund

operating

expenses

and

how

BlackRock

allocates

expenses

to

the

Fund;

(d)

the

resources

devoted

to,

risk

oversight

of,

and

compliance

reports

relating

to,

implementation

of

the

Fund’s

investment

objective,

policies

and

restrictions,

and

meeting

regulatory

requirements;

(e)

BlackRock’s

and

the

Fund’s

adherence

to

applicable

compliance

policies

and

procedures;

(f)

the

nature,

character

and

scope

of

non-investment

management

services

provided

by

BlackRock

and

its

affiliates

and

the

estimated

cost

of

such

services,

as

applicable;

(g)

BlackRock’s

and

other

service

providers’

internal

controls

and

risk

and

compliance

oversight

mechanisms;

(h)

BlackRock’s

implementation

of

the

proxy

voting

policies

approved

by

the

Board;

(i)

execution

quality

of

portfolio

transactions;

(j)

BlackRock’s

implementation

of

the

Fund’s

valuation

and

liquidity

procedures;

(k)

an

analysis

of

management

fees

paid

to

BlackRock

for

products

with

similar

investment

mandates

across

the

open-end

fund,

exchange-traded

fund

(“ETF”),

closed-end

fund,

sub-advised

mutual

fund,

separately

managed

account,

collective

investment

trust,

and

institutional

separate

account

product

channels,

as

applicable,

and

the

similarities

and

differences

between

these

products

and

the

services

provided

as

compared

to

the

Fund;

(l)

BlackRock’s

compensation

methodology

for

its

investment

professionals

and

the

incentives

and

accountability

it

creates,

along

with

investment

professionals’

investments

in

the

fund(s)

they

manage;

and

(m)

periodic

updates

on

BlackRock’s

business.

Prior

to

and

in

preparation

for

the

May

Meeting,

the

Board

received

and

reviewed

materials

specifically

relating

to

the

renewal

of

the

Agreements.

The

Independent

Board

Members

are

continuously

engaged

in

a

process

with

their

independent

legal

counsel

and

BlackRock

to

review

the

nature

and

scope

of

the

information

provided

to

the

Board

to

better

assist

its

deliberations.

The

materials

provided

in

connection

with

the

May

Meeting

included,

among

other

things:

(a)

information

independently

compiled

and

prepared

by

Broadridge

Financial

Solutions,

Inc.

(“Broadridge”),

based

on

either

a

Lipper

classification

or

Morningstar

category,

regarding

the

Fund’s

fees

and

expenses

as

compared

with

a

peer

group

of

funds

as

determined

by

Broadridge

(“Expense

Peers”)

and

the

investment

performance

of

the

Fund

as

compared

with

a

peer

group

of

funds

(“Performance

Peers”);

(b)

information

on

the

composition

of

the

Expense

Peers

and

Performance

Peers

and

a

description

of

Broadridge’s

methodology;

(c)

information

on

the

estimated

profits

realized

by

BlackRock

and

its

affiliates

pursuant

to

the

Agreements

and

a

discussion

of

fall-out

benefits

to

BlackRock

and

its

affiliates;

(d)

a

general

analysis

provided

by

BlackRock

concerning

investment

management

fees

received

in

connection

with

other

types

of

investment

products,

such

as

institutional

accounts,

sub-advised

mutual

funds,

ETFs,

closed-end

funds,

open-end

funds,

and

separately

managed

accounts,

under

similar

investment

mandates,

as

well

as

the

performance

of

such

other

products,

as

applicable;

(e)

a

review

of

non-management

fees;

(f)

the

existence,

impact

and

sharing

of

potential

economies

of

scale,

if

any,

with

the

Fund;

(g)

a

summary

of

aggregate

amounts

paid

by

the

Fund

to

BlackRock;

(h)

sales

and

redemption

data

regarding

the

Fund’s

shares;

and

(i)

various

additional

information

requested

by

the

Board

as

appropriate

regarding

BlackRock’s

and

the

Fund’s

operations.

At

the

May

Meeting,

the

Board

reviewed

materials

relating

to

its

consideration

of

the

Agreements

and

the

Independent

Board

Members

presented

BlackRock

with

questions

and

requests

for

additional

information.

BlackRock

responded

to

these

questions

and

requests

with

additional

written

information

in

advance

of

the

June

Meeting.

At

the

June

Meeting,

the

Board

concluded

its

assessment

of,

among

other

things:

(a)

the

nature,

extent

and

quality

of

the

services

provided

by

BlackRock;

(b)

the

investment

performance

of

the

Fund

as

compared

to

its

Performance

Peers

and

to

other

metrics,

as

applicable;

(c)

the

advisory

fee

and

the

estimated

cost

of

the

services

and

estimated

profits

realized

by

BlackRock

and

its

affiliates

from

their

relationship

with

the

Fund;

(d)

the

Fund’s

fees

and

expenses

compared

to

its

Expense

Peers;

(e)

the

existence

and

sharing

of

potential

economies

of

scale;

(f)

any

fall-out

benefits

to

BlackRock

and

its

affiliates

as

a

result

of

BlackRock’s

relationship

with

the

Fund;

and

(g)

other

factors

deemed

relevant

by

the

Board

Members.

The

Board

also

considered

other

matters

it

deemed

important

to

the

approval

process,

such

as

other

payments

made

to

BlackRock

or

its

affiliates

relating

to

securities

lending

and

cash

management,

and

BlackRock’s

services

related

to

the

valuation

and

pricing

of

Fund

portfolio

holdings.

The

Board

noted

the

willingness

of

BlackRock’s

personnel

to

engage

in

open,

candid

discussions

with

the

Board.

The

Board

Members

evaluated

the

information

available

to

them

on

a

fund-by-fund

basis.

The

following

paragraphs

provide

more

information

about

some

of

the

primary

factors

that

were

relevant

to

the

Board’s

decision.

The

Board

Members

did

not

identify

any

particular

information,

or

any

single

factor

as

determinative,

and

each

Board

Member

may

have

attributed

different

weights

to

the

various

items

and

factors

considered.

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

48

A.

Nature,

Extent

and

Quality

of

the

Services

Provided

by

BlackRock

The

Board,

including

the

Independent

Board

Members,

reviewed

the

nature,

extent

and

quality

of

services

provided

by

BlackRock,

including

the

investment

advisory

services,

and

the

resulting

performance

of

the

Fund.

Throughout

the

year,

the

Board

compared

Fund

performance

to

the

performance

of

a

comparable

group

of

mutual

funds,

relevant

benchmarks,

and

performance

metrics,

as

applicable.

The

Board

met

with

BlackRock’s

senior

management

personnel

responsible

for

investment

activities,

including

the

senior

investment

officers.

The

Board

also

reviewed

the

materials

provided

by

the

Fund’s

portfolio

management

team

discussing

the

Fund’s

performance,

investment

strategies

and

outlook.

The

Board

considered,

among

other

factors,

with

respect

to

BlackRock:

the

experience

of

investment

personnel

generally

and

the

Fund’s

portfolio

management

team;

research

capabilities;

investments

by

portfolio

managers

in

the

funds

they

manage;

portfolio

trading

capabilities;

use

of

technology;

commitment

to

compliance;

credit

analysis

capabilities;

risk

analysis

and

oversight

capabilities;

and

the

approach

to

training

and

retaining

portfolio

managers

and

other

research,

advisory

and

management

personnel.

The

Board

also

considered

BlackRock’s

overall

risk

management

program,

including

the

continued

efforts

of

BlackRock

and

its

affiliates

to

address

cybersecurity

risks

and

the

role

of

BlackRock’s

Risk

&

Quantitative

Analysis

Group.

The

Board

engaged

in

a

review

of

BlackRock’s

compensation

structure

with

respect

to

the

Fund’s

portfolio

management

team

and

BlackRock’s

ability

to

attract

and

retain

high-quality

talent

and

create

performance

incentives.

In

addition

to

investment

advisory

services,

the

Board

considered

the

nature

and

quality

of

the

administrative

and

other

non-investment

advisory

services

provided

to

the

Fund.

BlackRock

and

its

affiliates

provide

the

Fund

with

certain

administrative,

shareholder

and

other

services

(in

addition

to

any

such

services

provided

to

the

Fund

by

third

parties)

and

officers

and

other

personnel

as

are

necessary

for

the

operations

of

the

Fund.

In

particular,

BlackRock

and

its

affiliates

provide

the

Fund

with

administrative

services

including,

among

others:

(i)

responsibility

for

disclosure

documents,

such

as

the

prospectus,

the

summary

prospectus

(as

applicable),

the

statement

of

additional

information

and

periodic

shareholder

reports;

(ii)

oversight

of

daily

accounting

and

pricing;

(iii)

responsibility

for

periodic

filings

with

regulators;

(iv)

overseeing

and

coordinating

the

activities

of

third-party

service

providers

including,

among

others,

the

Fund’s

custodian,

fund

accountant,

transfer

agent,

and

auditor;

(v)

organizing

Board

meetings

and

preparing

the

materials

for

such

Board

meetings;

(vi)

providing

legal

and

compliance

support;

(vii)

furnishing

analytical

and

other

support

to

assist

the

Board

in

its

consideration

of

strategic

issues

such

as

the

merger,

consolidation

or

repurposing

of

certain

open-end

funds;

and

(viii)

performing

or

managing

administrative

functions

necessary

for

the

operation

of

the

Fund,

such

as

tax

reporting,

expense

management,

fulfilling

regulatory

filing

requirements,

overseeing

the

Fund’s

distribution

partners,

and

shareholder

call

center

and

other

services.

The

Board

reviewed

the

structure

and

duties

of

BlackRock’s

fund

administration,

shareholder

services,

and

legal

and

compliance

departments

and

considered

BlackRock’s

policies

and

procedures

for

assuring

compliance

with

applicable

laws

and

regulations.

The

Board

considered

the

operation

of

BlackRock’s

business

continuity

plans.

The

Board

noted

that

the

engagement

of

the

Sub-Advisor

with

respect

to

the

Fund

facilitates

the

provision

of

investment

advice

and

trading

by

investment

personnel

out

of

non-U.S.

jurisdictions.

The

Board

considered

that

this

arrangement

provides

additional

flexibility

to

the

portfolio

management

team,

which

may

benefit

the

Fund

and

its

shareholders.

B.

The

Investment

Performance

of

the

Fund

and

BlackRock

The

Board,

including

the

Independent

Board

Members,

reviewed

and

considered

the

performance

history

of

the

Fund

throughout

the

year

and

at

the

May

Meeting.

In

preparation

for

the

May

Meeting,

the

Board

was

provided

with

reports

independently

prepared

by

Broadridge,

which

included

an

analysis

of

the

Fund’s

performance

as

of

December

31,

2022,

as

compared

to

its

Performance

Peers.

Broadridge

ranks

funds

in

quartiles,

ranging

from

first

to

fourth,

where

first

is

the

most

desirable

quartile

position

and

fourth

is

the

least

desirable.

In

connection

with

its

review,

the

Board

received

and

reviewed

information

regarding

the

investment

performance

of

the

Fund

as

compared

to

its

Performance

Peers

and

the

respective

Morningstar

Category

(“Morningstar

Category”).

The

Board

and

its

Performance

Oversight

Committee

regularly

review

and

meet

with

Fund

management

to

discuss

the

performance

of

the

Fund

throughout

the

year.

In

evaluating

performance,

the

Board

focused

particular

attention

on

funds

with

less

favorable

performance

records.

The

Board

also

noted

that

while

it

found

the

data

provided

by

Broadridge

generally

useful,

it

recognized

the

limitations

of

such

data,

including

in

particular,

that

notable

differences

may

exist

between

a

fund

and

its

Performance

Peers

(for

example,

the

investment

objectives

and

strategies).

Further,

the

Board

recognized

that

the

performance

data

reflects

a

snapshot

of

a

period

as

of

a

particular

date

and

that

selecting

a

different

performance

period

could

produce

significantly

different

results.

The

Board

also

acknowledged

that

long-term

performance

could

be

impacted

by

even

one

period

of

significant

outperformance

or

underperformance,

and

that

a

single

investment

theme

could

have

the

ability

to

disproportionately

affect

long-term

performance.

The

Board

noted

that

for

each

of

the

one-,

three-

and

five-year

periods

reported,

the

Fund

ranked

in

the

first

quartile

against

its

Morningstar

Category.

The

Board

noted

that

BlackRock

believes

that

the

Morningstar

Category

is

an

appropriate

performance

metric

for

the

Fund,

and

that

BlackRock

has

explained

its

rationale

for

this

belief

to

the

Board.

C.

Consideration

of

the

Advisory/Management

Fees

and

the

Estimated

Cost

of

the

Services

and

Estimated

Profits

Realized

by

BlackRock

and

its

Affiliates

from

their

Relationship

with

the

Fund

The

Board,

including

the

Independent

Board

Members,

reviewed

the

Fund’s

contractual

management

fee

rate

compared

with

those

of

its

Expense

Peers.

The

contractual

management

fee

rate

represents

a

combination

of

the

advisory

fee

and

any

administrative

fees,

before

taking

into

account

any

reimbursements

or

fee

waivers.

The

Board

also

compared

the

Fund’s

total

expense

ratio,

as

well

as

its

actual

management

fee

rate,

to

those

of

its

Expense

Peers.

The

total

expense

ratio

represents

a

fund’s

total

net

operating

expenses,

including

any

12b-1

or

non-12b-1

service

fees.

The

total

expense

ratio

gives

effect

to

any

expense

reimbursements

or

fee

waivers,

and

the

actual

management

fee

rate

gives

effect

to

any

management

fee

reimbursements

or

waivers.

The

Board

considered

that

the

fee

and

expense

information

in

the

Broadridge

report

for

the

Fund

reflected

information

for

a

specific

period

and

that

historical

asset

levels

and

expenses

may

differ

from

current

levels,

particularly

in

a

period

of

market

volatility.

The

Board

considered

the

services

provided

and

the

fees

charged

by

BlackRock

and

its

affiliates

to

other

types

of

clients

with

similar

investment

mandates,

as

applicable,

including

institutional

accounts

and

sub-advised

mutual

funds

(including

mutual

funds

sponsored

by

third

parties).

The

Board

received

and

reviewed

statements

relating

to

BlackRock’s

financial

condition.

The

Board

reviewed

BlackRock’s

profitability

methodology

and

was

also

provided

with

an

estimated

profitability

analysis

that

detailed

the

revenues

earned

and

the

expenses

incurred

by

BlackRock

for

services

provided

to

the

Fund.

The

Board

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

(continued)

49

Disclosure

of

Investment

Advisory

Agreement

and

Sub-Advisory

Agreement

reviewed

BlackRock’s

estimated

profitability

with

respect

to

the

Fund

and

other

funds

the

Board

currently

oversees

for

the

year

ended

December

31,

2022

compared

to

available

aggregate

estimated

profitability

data

provided

for

the

prior

two

years.

The

Board

reviewed

BlackRock’s

estimated

profitability

with

respect

to

certain

other

U.S.

fund

complexes

managed

by

the

Manager

and/or

its

affiliates.

The

Board

reviewed

BlackRock’s

assumptions

and

methodology

of

allocating

expenses

in

the

estimated

profitability

analysis,

noting

the

inherent

limitations

in

allocating

costs

among

various

advisory

products.

The

Board

recognized

that

profitability

may

be

affected

by

numerous

factors

including,

among

other

things,

fee

waivers

and

expense

reimbursements

by

the

Manager,

the

types

of

funds

managed,

precision

of

expense

allocations

and

business

mix.

The

Board

thus

recognized

that

calculating

and

comparing

profitability

at

the

individual

fund

level

is

difficult.

The

Board

noted

that,

in

general,

individual

fund

or

product

line

profitability

of

other

advisors

is

not

publicly

available.

The

Board

reviewed

BlackRock’s

overall

operating

margin,

in

general,

compared

to

that

of

certain

other

publicly

traded

asset

management

firms.

The

Board

considered

the

differences

between

BlackRock

and

these

other

firms,

including

the

contribution

of

technology

at

BlackRock,

BlackRock’s

expense

management,

and

the

relative

product

mix.

The

Board

considered

whether

BlackRock

has

the

financial

resources

necessary

to

attract

and

retain

high

quality

investment

management

personnel

to

perform

its

obligations

under

the

Agreements

and

to

continue

to

provide

the

high

quality

of

services

that

is

expected

by

the

Board.

The

Board

further

considered

factors

including

but

not

limited

to

BlackRock’s

commitment

of

time

and

resources,

assumption

of

risk,

and

liability

profile

in

servicing

the

Fund,

including

in

contrast

to

what

is

required

of

BlackRock

with

respect

to

other

products

with

similar

investment

mandates

across

the

open-end

fund,

ETF,

closed-end

fund,

sub-advised

mutual

fund,

separately

managed

account,

collective

investment

trust,

and

institutional

separate

account

product

channels,

as

applicable.

The

Board

noted

that

the

Fund’s

contractual

management

fee

rate

ranked

in

the

second

quartile,

and

that

the

actual

management

fee

rate

and

total

expense

ratio

each

ranked

in

the

second

quartile

relative

to

the

Fund’s

Expense

Peers.

The

Board

also

noted

that

the

Fund

has

an

advisory

fee

arrangement

that

includes

breakpoints

that

adjust

the

fee

rate

downward

as

the

size

of

the

Fund

increases

above

certain

contractually

specified

levels.

The

Board

additionally

noted

that

the

breakpoints

can,

conversely,

adjust

the

advisory

fee

rate

upward

as

the

size

of

the

Fund

decreases

below

certain

contractually

specified

levels.

The

Board

further

noted

that

BlackRock

and

the

Board

have

contractually

agreed

to

a

cap

on

the

Fund’s

total

expenses

as

a

percentage

of

the

Fund’s

average

daily

net

assets

on

a

class-by-class

basis.

D.

Economies

of

Scale

The

Board,

including

the

Independent

Board

Members,

considered

the

extent

to

which

economies

of

scale

might

be

realized

as

the

assets

of

the

Fund

increase,

including

the

existence

of

fee

waivers

and/or

expense

caps,

as

applicable,

noting

that

any

contractual

fee

waivers

and

contractual

expense

caps

had

been

approved

by

the

Board.

In

its

consideration,

the

Board

further

considered

the

continuation

and/or

implementation

of

fee

waivers

and/or

expense

caps,

as

applicable.

The

Board

also

considered

the

extent

to

which

the

Fund

benefits

from

such

economies

of

scale

in

a

variety

of

ways,

and

whether

there

should

be

changes

in

the

advisory

fee

rate

or

breakpoint

structure

in

order

to

enable

the

Fund

to

more

fully

participate

in

these

economies

of

scale.

The

Board

considered

the

Fund’s

asset

levels

and

whether

the

current

fee

schedule

was

appropriate.

E.

Other

Factors

Deemed

Relevant

by

the

Board

Members

The

Board,

including

the

Independent

Board

Members,

also

took

into

account

other

ancillary

or

“fall-out”

benefits

that

BlackRock

or

its

affiliates

may

derive

from

BlackRock’s

respective

relationships

with

the

Fund,

both

tangible

and

intangible,

such

as

BlackRock’s

ability

to

leverage

its

investment

professionals

who

manage

other

portfolios

and

its

risk

management

personnel,

an

increase

in

BlackRock’s

profile

in

the

investment

advisory

community,

and

the

engagement

of

BlackRock’s

affiliates

as

service

providers

to

the

Fund,

including

for

administrative,

distribution,

securities

lending,

and

cash

management

services.

With

respect

to

securities

lending,

during

the

year

the

Board

also

considered

information

provided

by

independent

third-party

consultants

related

to

the

performance

of

each

BlackRock

affiliate

as

securities

lending

agent.

The

Board

also

considered

BlackRock’s

overall

operations

and

its

efforts

to

expand

the

scale

of,

and

improve

the

quality

of,

its

operations.

The

Board

also

noted

that,

subject

to

applicable

law,

BlackRock

may

use

and

benefit

from

third-party

research

obtained

by

soft

dollars

generated

by

certain

registered

fund

transactions

to

assist

in

managing

all

or

a

number

of

its

other

client

accounts.

In

connection

with

its

consideration

of

the

Agreements,

the

Board

also

received

information

regarding

BlackRock’s

brokerage

and

soft

dollar

practices.

The

Board

received

reports

from

BlackRock

which

included

information

on

brokerage

commissions

and

trade

execution

practices

throughout

the

year.

The

Board

noted

the

competitive

nature

of

the

open-end

fund

marketplace,

and

that

shareholders

are

able

to

redeem

their

Fund

shares

if

they

believe

that

the

Fund’s

fees

and

expenses

are

too

high

or

if

they

are

dissatisfied

with

the

performance

of

the

Fund.

Conclusion

At

the

June

Meeting,

in

a

continuation

of

the

discussions

that

occurred

during

the

May

Meeting,

and

as

a

culmination

of

the

Board’s

year-long

deliberative

process,

the

Board,

including

the

Independent

Board

Members,

unanimously

approved

the

continuation

of

the

Advisory

Agreement

between

the

Manager

and

the

Trust,

on

behalf

of

the

Fund,

for

a

one-year

term

ending

June

30,

2024,

and

the

Sub-Advisory

Agreement

between

the

Manager

and

the

Sub-Advisor,

with

respect

to

the

Fund,

for

a

one-year

term

ending

June

30,

2024.

Based

upon

its

evaluation

of

all

of

the

aforementioned

factors

in

their

totality,

as

well

as

other

information,

the

Board,

including

the

Independent

Board

Members,

was

satisfied

that

the

terms

of

the

Agreements

were

fair

and

reasonable

and

in

the

best

interest

of

the

Fund

and

its

shareholders.

In

arriving

at

its

decision

to

approve

the

Agreements,

the

Board

did

not

identify

any

single

factor

or

group

of

factors

as

all-important

or

controlling,

but

considered

all

factors

together,

and

different

Board

Members

may

have

attributed

different

weights

to

the

various

factors

considered.

The

Independent

Board

Members

were

advised

by

independent

legal

counsel

throughout

the

deliberative

process.

Trustee

and

Officer

Information

2023

BlackRock

Annual

Report

to

Shareholders

50

Independent

Trustees

(a)

Name

Year

of

Birth

(b)

Position(s)

Held

(Length

of

Service)

(c)

Principal

Occupation(s)

During

Past

5

Years

Number

of

BlackRock-Advised

Registered

Investment

Companies

(“RICs”)

Consisting

of

Investment

Portfolios

(“Portfolios”)

Overseen

Public

Company

and

Other

Investment

Company

Directorships

Held

During

Past

5

Years

R.

Glenn

Hubbard

1958

Chair

of

the

Board

(Since

2022)

Trustee

(Since

2019)

Dean,

Columbia

Business

School

from

2004

to

2019;

Faculty

member,

Columbia

Business

School

since

1988.

70

RICs

consisting

of

104

Portfolios

ADP

(data

and

information

services)

from

2004

to

2020;

Metropolitan

Life

Insurance

Company

(insurance);

TotalEnergies

SE

(multi-energy)

W.

Carl

Kester

(d)

1951

Vice

Chair

of

the

Board

(Since

2022)

Trustee

(Since

2019)

Baker

Foundation

Professor

and

George

Fisher

Baker

Jr.

Professor

of

Business

Administration,

Emeritus,

Harvard

Business

School

since

2022;

George

Fisher

Baker

Jr.

Professor

of

Business

Administration,

Harvard

Business

School

from

2008

to

2022;

Deputy

Dean

for

Academic

Affairs

from

2006

to

2010;

Chairman

of

the

Finance

Unit,

from

2005

to

2006;

Senior

Associate

Dean

and

Chairman

of

the

MBA

Program

from

1999

to

2005;

Member

of

the

faculty

of

Harvard

Business

School

since

1981.

72

RICs

consisting

of

106

Portfolios

None

Cynthia

L.

Egan

1955

Trustee

(Since

2019)

Advisor,

U.S.

Department

of

the

Treasury

from

2014

to

2015;

President,

Retirement

Plan

Services,

for

T.

Rowe

Price

Group,

Inc.

from

2007

to

2012;

executive

positions

within

Fidelity

Investments

from

1989

to

2007.

70

RICs

consisting

of

104

Portfolios

Unum

(insurance);

The

Hanover

Insurance

Group

(Board

Chair);

Huntsman

Corporation

(Lead

Independent

Director

and

non

Executive

Vice

Chair

of

the

Board)

(chemical

products)

Frank

J.

Fabozzi

(d)

1948

Trustee

(Since

2019)

Editor

of

The

Journal

of

Portfolio

Management

since

1986;

Professor

of

Finance,

EDHEC

Business

School

(France)

from

2011

to

2022;

Professor

of

Practice,

Johns

Hopkins

University

since

2021;

Professor

in

the

Practice

of

Finance,

Yale

University

School

of

Management

from

1994

to

2011

and

currently

a

Teaching

Fellow

in

Yale's

Executive

Programs;

Visiting

Professor,

Rutgers

University

for

the

Spring

2019

semester;

Visiting

Professor,

New

York

University

for

the

2019

academic

year;

Adjunct

Professor

of

Finance,

Carnegie

Mellon

University

in

fall

2020

semester.

72

RICs

consisting

of

106

Portfolios

None

Lorenzo

A.

Flores

1964

Trustee

(Since

2021)

Vice

Chairman,

Kioxia,

Inc.

since

2019;

Chief

Financial

Officer,

Xilinx,

Inc.

from

2016

to

2019;

Corporate

Controller,

Xilinx,

Inc.

from

2008

to

2016.

70

RICs

consisting

of

104

Portfolios

None

Stayce

D.

Harris

1959

Trustee

(Since

2021)

Lieutenant

General,

Inspector

General

of

the

United

States

Air

Force

from

2017

to

2019;

Lieutenant

General,

Assistant

Vice

Chief

of

Staff

and

Director,

Air

Staff,

United

States

Air

Force

from

2016

to

2017;

Major

General,

Commander,

22nd

Air

Force,

AFRC,

Dobbins

Air

Reserve

Base,

Georgia

from

2014

to

2016;

Pilot,

United

Airlines

from

1990

to

2020.

70

RICs

consisting

of

104

Portfolios

KULR

Technology

Group,

Inc.

in

2021;

The

Boeing

Company

(airplane

manufacturer)

J.

Phillip

Holloman

1955

Trustee

(Since

2021)

President

and

Chief

Operating

Officer,

Cintas

Corporation

from

2008

to

2018.

70

RICs

consisting

of

104

Portfolios

PulteGroup,

Inc.

(home

construction);

Rockwell

Automation

Inc.

(industrial

automation)

Catherine

A.

Lynch

(d)

1961

Trustee

(Since

2019)

Chief

Executive

Officer,

Chief

Investment

Officer

and

various

other

positions,

National

Railroad

Retirement

Investment

Trust

from

2003

to

2016;

Associate

Vice

President

for

Treasury

Management,

The

George

Washington

University

from

1999

to

2003;

Assistant

Treasurer,

Episcopal

Church

of

America

from

1995

to

1999.

72

RICs

consisting

of

106

Portfolios

PennyMac

Mortgage

Investment

Trust

Trustee

and

Officer

Information

(continued)

51

Trustee

and

Officer

Information

Interested

Trustees

(a)(e)

(a)

The

address

of

each

Trustee

is

c/o

BlackRock,

Inc.,

50

Hudson

Yards,

New

York,

New

York

10001.

(b)

Each

Independent

Trustee

holds

office

until

his

or

her

successor

is

duly

elected

and

qualifies

or

until

his

or

her

earlier

death,

resignation,

retirement

or

removal

as

provided

by

the

Trust’s

by-laws

or

charter

or

statute,

or

until

December

31

of

the

year

in

which

he

or

she

turns

75.

Trustees

who

are

“interested

persons,”

as

defined

in

the

Investment

Company

Act

serve

until

their

successor

is

duly

elected

and

qualifies

or

until

their

earlier

death,

resignation,

retirement

or

removal

as

provided

by

the

Trust’s

by-laws

or

statute,

or

until

December

31

of

the

year

in

which

they

turn

72.

The

Board

may

determine

to

extend

the

terms

of

Independent

Trustees

on

a

case-by-case

basis,

as

appropriate.

(c)

Following

the

combination

of

Merrill

Lynch

Investment

Managers,

L.P.

(“MLIM”)

and

BlackRock,

Inc.

in

September

2006,

the

various

legacy

MLIM

and

legacy

BlackRock

fund

boards

were

realigned

and

consolidated

into

three

new

fund

boards

in

2007.

Certain

Independent

Trustees

first

became

members

of

the

boards

of

other

legacy

MLIM

or

legacy

BlackRock

funds

as

follows:

Frank

J.

Fabozzi,

1988;

R.

Glenn

Hubbard,

2004;

and

W.

Carl

Kester,

1995.

Certain

other

Independent

Trustees

became

members

of

the

boards

of

the

closed-end

funds

in

the

Fixed-Income

Complex

as

follows:

Cynthia

L.

Egan,

2016;

and

Catherine

A.

Lynch,

2016.

(d)

Dr.

Fabozzi,

Dr.

Kester,

Ms.

Lynch

and

Mr.

Perlowski

are

also

trustees

of

the

BlackRock

Credit

Strategies

Fund

and

BlackRock

Private

Investments

Fund.

(e)

Mr.

Fairbairn

and

Mr.

Perlowski

are

both

"interested

persons,"

as

defined

in

the

1940

Act,

of

the

Trust

based

on

their

positions

with

BlackRock,

Inc.

and

its

affiliates.

Mr.

Fairbairn

and

Mr.

Perlowski

are

also

board

members

of

the

BlackRock

Multi-Asset

Complex.

Robert

Fairbairn

1965

Trustee

(Since

2015)

Vice

Chairman

of

BlackRock,

Inc.

since

2019;

Member

of

BlackRock's

Global

Executive

and

Global

Operating

Committees;

Co-Chair

of

BlackRock's

Human

Capital

Committee;

Senior

Managing

Director

of

BlackRock,

Inc.

from

2010

to

2019;

oversaw

BlackRock's

Strategic

Partner

Program

and

Strategic

Product

Management

Group

from

2012

to

2019;

Member

of

the

Board

of

Managers

of

BlackRock

Investments,

LLC

from

2011

to

2018;

Global

Head

of

BlackRock's

Retail

and

iShares

®

businesses

from

2012

to

2016.

98

RICs

consisting

of

273

Portfolios

None

John

M.

Perlowski

(d)

1964

Trustee

(Since

2015);

President

and

Chief

Executive

Officer

(Since

2010)

Managing

Director

of

BlackRock,

Inc.

since

2009;

Head

of

BlackRock

Global

Accounting

and

Product

Services

since

2009;

Advisory

Director

of

Family

Resource

Network

(charitable

foundation)

since

2009.

100

RICs

consisting

of

275

Portfolios

None

Trustee

and

Officer

Information

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

52

Officers

Who

Are

Not

Trustees

(a)

(a)

The

address

of

each

Officer

is

c/o

BlackRock,

Inc.,

50

Hudson

Yards,

New

York,

New

York

10001.

(b)

Officers

of

the

Trust

serve

at

the

pleasure

of

the

Board.

Further

information

about

the

Trust’s

Trustees

and

Officers

is

available

in

the

Trust’s

Statement

of

Additional

Information,

which

can

be

obtained

without

charge

by

calling

(800)

441-7762.

Name

Year

of

Birth

(b)

Position(s)

Held

(Length

of

Service)

Principal

Occupation(s)

During

Past

5

Years

Jennifer

McGovern

1977

Vice

President

(Since

2014)

Managing

Director

of

BlackRock,

Inc.

since

2016;

Director

of

BlackRock,

Inc.

from

2011

to

2015;

Head

of

Americas

Product

Development

and

Governance

for

BlackRock’s

Global

Product

Group

since

2019;

Head

of

Product

Structure

and

Oversight

for

BlackRock's

U.S.

Wealth

Advisory

Group

from

2013

to

2019.

Trent

Walker

1974

Chief

Financial

Officer

(Since

2021)

Managing

Director

of

BlackRock,

Inc.

since

September

2019;

Executive

Vice

President

of

PIMCO

from

2016

to

2019;

Senior

Vice

President

of

PIMCO

from

2008

to

2015;

Treasurer

from

2013

to

2019

and

Assistant

Treasurer

from

2007

to

2017

of

PIMCO

Funds,

PIMCO

Variable

Insurance

Trust,

PIMCO

ETF

Trust,

PIMCO

Equity

Series,

PIMCO

Equity

Series

VIT,

PIMCO

Managed

Accounts

Trust,

2

PIMCO-sponsored

interval

funds

and

21

PIMCO-sponsored

closed-end

funds.

Jay

M.

Fife

1970

Treasurer

(Since

2007)

Managing

Director

of

BlackRock,

Inc.

since

2007.

Aaron

Wasserman

1974

Chief

Compliance

Officer

(Since

2023)

Managing

Director

of

BlackRock,

Inc.

since

2018;

Chief

Compliance

Officer

of

the

BlackRock-advised

funds

in

the

BlackRock

Multi-Asset

Complex,

the

BlackRock

Fixed-Income

Complex

and

the

iShares

Complex

since

2023;

Deputy

Chief

Compliance

Officer

for

the

BlackRock-advised

funds

in

the

BlackRock

Multi-Asset

Complex,

the

BlackRock

Fixed-

Income

Complex

and

the

iShares

Complex

from

2014

to

2023.

Lisa

Belle

1968

Anti-Money

Laundering

Compliance

Officer

(Since

2019)

Managing

Director

of

BlackRock,

Inc.

since

2019;

Global

Financial

Crime

Head

for

Asset

and

Wealth

Management

of

JP

Morgan

from

2013

to

2019;

Managing

Director

of

RBS

Securities

from

2012

to

2013;

Head

of

Financial

Crimes

for

Barclays

Wealth

Americas

from

2010

to

2012.

Janey

Ahn

1975

Secretary

(Since

2019)

Managing

Director

of

BlackRock,

Inc.

since

2018;

Director

of

BlackRock,

Inc.

from

2009

to

2017.

Effective

July

1,

2023,

Aaron

Wasserman

replaced

Charles

Park

as

Chief

Compliance

Officer

of

the

Trust.

Additional

Information

53

Additional

Information

Tailored

Shareholder

Reports

for

Open-End Mutual

Funds

and

ETFs

Effective

January

24,

2023,

the

SEC

adopted

rule

and

form

amendments

to

require

open-end mutual

funds

and

ETFs

to

transmit

concise

and

visually

engaging

streamlined

annual

and

semiannual

reports

to

shareholders

that

highlight

key

information.

Other

information,

including

financial

statements,

will

no

longer

appear

in

a

streamlined

shareholder

report

but

must

be

available

online,

delivered

free

of

charge

upon

request,

and

filed

on

a

semiannual

basis

on

Form

N-CSR.

The

rule

and

form

amendments

have

a

compliance

date

of

July

24,

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

General

Information 

Quarterly

performance,

semi-annual

and

annual

reports,

current

net

asset

value

and

other

information

regarding

the

Fund

may

be

found

on

BlackRock’s

website,

which

can

be

accessed

at

blackrock.com

.

Any

reference

to

BlackRock’s

website

in

this

report

is

intended

to

allow

investors

public

access

to

information

regarding

the

Fund

and

does

not,

and

is

not

intended

to,

incorporate

BlackRock’s

website

in

this

report.

Householding

The

Fund

will

mail

only

one

copy

of

shareholder

documents,

including

prospectuses,

annual

and

semi-annual

reports,

Rule

30e-3

notices

and

proxy

statements,

to

shareholders

with

multiple

accounts

at

the

same

address.

This

practice

is

commonly

called

“householding”

and

is

intended

to

reduce

expenses

and

eliminate

duplicate

mailings

of

shareholder

documents.

Mailings

of

your

shareholder

documents

may

be

householded

indefinitely

unless

you

instruct

us

otherwise.

If

you

do

not

want

the

mailing

of

these

documents

to

be

combined

with

those

for

other

members

of

your

household,

please

call

the

Fund at

(800)

441-7762.

Availability

of

Quarterly

Schedule

of

Investments 

The

Fund

files

its

complete

schedule

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

as

an

exhibit

to

its

reports

on

Form

N-PORT.

The

Fund’s

Form

N-PORT is

available

on

the

SEC’s

website

at

sec.gov

.

Additionally,

the

Fund

makes

its

portfolio

holdings

for

the

first

and

third

quarters

of

each

fiscal

year

available

at

blackrock.com/fundreports

.

Availability

of

Proxy

Voting

Policies,

Procedures and

Voting

Records

A

description

of

the

policies

and

procedures

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

and

information

about

how

the

Fund

voted

proxies

relating

to

securities

held

in

the

Fund's

portfolio

during

the

most

recent

12-month

period

ended

June

30 is

available

without

charge,

upon

request (1)

by

calling

(800)

441-7762

;

(2)

on

the

BlackRock

website

at

blackrock.com

;

and

(3)

on

the

SEC’s

website

at

sec.gov

.

BlackRock’s

Mutual

Fund

Family

BlackRock

offers

a

diverse

lineup

of

open-end

mutual

funds

crossing

all

investment

styles

and

managed

by

experts

in

equity,

fixed-income

and

tax-exempt

investing.

Visit

blackrock.com

for

more

information.

Shareholder

Privileges

Account

Information

Call

us

at

(800) 

441-7762

from

8:00

AM

to

6:00

PM

ET

on

any

business

day

to

get

information

about

your

account

balances,

recent

transactions

and

share

prices.

You

can

also

visit

blackrock.com

for

more

information.

Automatic

Investment

Plans

Investor

class

shareholders

who

want

to

invest

regularly

can

arrange

to

have

$50

or

more

automatically

deducted

from

their

checking

or

savings

account

and

invested

in

any

of

the

BlackRock

funds.

Systematic

Withdrawal

Plans

Investor

class

shareholders

can

establish

a

systematic

withdrawal

plan

and

receive

periodic

payments

of

$50

or

more

from

their

BlackRock

funds,

as

long

as

their

account

balance

is

at

least

$10,000.

Retirement

Plans

Shareholders

may

make

investments

in

conjunction

with

Traditional,

Rollover,

Roth,

Coverdell,

Simple

IRAs,

SEP

IRAs

and

403(b)

Plans.

Additional

Information

(continued)

2023

BlackRock

Annual

Report

to

Shareholders

54

BlackRock

Privacy

Principles

BlackRock

is

committed

to

maintaining

the

privacy

of

its

current

and

former

fund

investors

and

individual

clients

(collectively,

“Clients”)

and

to

safeguarding

their

non-public

personal

information.

The

following

information

is

provided

to

help

you

understand

what

personal

information

BlackRock

collects,

how

we

protect

that

information

and

why

in

certain

cases

we

share

such

information

with

select

parties.

If

you

are

located

in

a

jurisdiction

where

specific

laws,

rules

or

regulations

require

BlackRock

to

provide

you

with

additional

or

different

privacy-related

rights

beyond

what

is

set

forth

below,

then

BlackRock

will

comply

with

those

specific

laws,

rules

or

regulations.

BlackRock

obtains

or

verifies

personal

non-public

information

from

and

about

you

from

different

sources,

including

the

following:

(i)

information

we

receive

from

you

or,

if

applicable,

your

financial

intermediary,

on

applications,

forms

or

other

documents;

(ii)

information

about

your

transactions

with

us,

our

affiliates,

or

others;

(iii)

information

we

receive

from

a

consumer

reporting

agency;

and

(iv)

from

visits

to

our

websites.

BlackRock

does

not

sell

or

disclose

to

non-affiliated

third

parties

any

non-public

personal

information

about

its

Clients,

except

as

permitted

by

law

or

as

is

necessary

to

respond

to

regulatory

requests

or

to

service

Client

accounts.

These

non-affiliated

third

parties

are

required

to

protect

the

confidentiality

and

security

of

this

information

and

to

use

it

only

for

its

intended

purpose.

We

may

share

information

with

our

affiliates

to

service

your

account

or

to

provide

you

with

information

about

other

BlackRock

products

or

services

that

may

be

of

interest

to

you.

In

addition,

BlackRock

restricts

access

to

non-public

personal

information

about

its

Clients

to

those

BlackRock

employees

with

a

legitimate

business

need

for

the

information.

BlackRock

maintains

physical,

electronic

and

procedural

safeguards

that

are

designed

to

protect

the

non-public

personal

information

of

its

Clients,

including

procedures

relating

to

the

proper

storage

and

disposal

of

such

information.

Fund

and

Service

Providers

Investment

Adviser

and

Administrator

BlackRock

Advisors,

LLC

Wilmington,

DE

19809

Sub-Adviser

BlackRock

International

Limited

Edinburgh,

EH3

8BL

United

Kingdom

Accounting

Agent

JPMorgan

Chase

Bank,

N.A.

New

York,

NY

10179

Transfer

Agent

BNY

Mellon

Investment

Servicing

(US)

Inc.

Wilmington,

DE

19809

Custodian

JPMorgan

Chase

Bank,

N.A.

New

York,

NY

10179

Independent

Registered

Public

Accounting

Firm

Deloitte

&

Touche

LLP

Boston,

MA

02116

Distributor

BlackRock

Investments,

LLC

New

York,

NY

10001

Legal

Counsel

Willkie

Farr

&

Gallagher

LLP

New

York,

NY

10019

Address

of

the

Trust

100

Bellevue

Parkway

Wilmington,

DE

19809

Glossary

of

Terms

Used

in

this

Report

55

Glossary

of

Terms

Used

in

this

Report

Currency

Abbreviation

EUR

Euro

GBP

British

Pound

USD

United

States

Dollar

Portfolio

Abbreviation

DAC

Designated

Activity

Company

ETF

Exchange-Traded

Fund

EURIBOR

Euro

Interbank

Offered

Rate

LIBOR

London

Interbank

Offered

Rate

PIK

Payment-In-Kind

REIT

Real

Estate

Investment

Trust

SCA

Svenska

Cellulosa

Aktiebolaget

SOFR

Secured

Overnight

Financing

Rate

SPDR

Standard

&

Poor’s

Depositary

Receipts

Want

to

know

more?

blackrock.com

|

800-441-7762

This

report

is

intended

for

current

holders.

It

is

not

authorized

for

use

as

an

offer

of

sale

or

a

solicitation

of

an

offer

to

buy

shares

of

the

Fund

unless

preceded

or

accompanied

by

the

Fund’s

current

prospectus.

Past

performance

results

shown

in

this

report

should

not

be

considered

a

representation

of

future

performance.

Investment

returns

and

principal

value

of

shares

will

fluctuate

so

that

shares,

when

redeemed,

may

be

worth

more

or

less

than

their

original

cost.

Statements

and

other

information

herein

are

as

dated

and

are

subject

to

change.

FRI-7/23-AR

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, principal accounting officer or controller, or persons performing similar functions.  During the period covered by this report, the code of ethics was amended to update certain information and to make other non-material changes.  During the period covered by this report, there have been no waivers granted under the code of ethics. The

registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, who calls 1-800-441-7762.

Item 3 – Audit Committee Financial Expert – The registrant’s board of directors (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:

               Frank J. Fabozzi

Lorenzo A. Flores
Catherine A. Lynch

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 of a person 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.  The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.

Item 4 – Principal Accountant Fees and Services

The following table presents fees billed by Deloitte & Touche LLP (“D&T”) in each of the last two fiscal years for the services rendered to the Fund:

	(a) Audit Fees		(b) Audit-Related Fees1		(c) Tax Fees2		(d) All Other Fees
Entity Name	Current Fiscal Year End 3	Previous Fiscal Year End	Current Fiscal Year End 3	Previous Fiscal Year End	Current Fiscal Year End 3	Previous Fiscal Year End	Current Fiscal Year End 3	Previous Fiscal Year End
BlackRock Floating Rate Income Portfolio	$83,130	$79,968	N/A	$0	$19,800	$19,000	N/A	$476

The following table presents fees billed by D&T that were required to be approved by the registrant’s audit committee (the “Committee”) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (the “Investment Adviser” or “BlackRock”) and entities controlling, controlled by, or under common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund (“Affiliated Service Providers”):

	Current Fiscal Year End3	Previous Fiscal Year End
(b) Audit-Related Fees1	$0	$0
(c) Tax Fees2	$0	$0
(d) All Other Fees4	$2,154,000	$2,098,000

1

The nature of the services includes assurance and related services reasonably related to the performance of the audit or review of financial statements not included in Audit Fees, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.

2

The nature of the services includes tax compliance and/or tax preparation, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.

3

The Fund changed its fiscal year end from August 31 to July 31 effective July 31, 2023 whereby this fiscal year consists of the eleven months ended July 31, 2023.

4

Non-audit fees of $2,154,000 and $2,098,000 for the current fiscal year and previous fiscal year, respectively, were paid to the Fund’s principal accountant in their entirety by BlackRock, in connection with services provided to the Affiliated Service Providers of the Fund and of certain other funds sponsored and advised by BlackRock or its affiliates for a service organization review and an accounting research tool subscription.  These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

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 Investment Adviser and Affiliated Service Providers that relate directly to the operations and the financial reporting of the registrant.  Certain of these non-audit services that the Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”).  The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period.  Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project.  For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels.

              Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services).  The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting.  At this meeting, an analysis of such services is presented to the Committee for ratification.  The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.

(e)(2)  None of the services described in each of Items 4(b) through (d) were approved by the Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable

(g)

The aggregate non-audit fees, defined as the sum of the fees shown under “Audit-Related Fees,” “Tax Fees” and “All Other Fees,” paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:

Entity Name	Current Fiscal Year End 1	Previous Fiscal Year End
BlackRock Floating Rate Income Portfolio	$19,800	$19,476

              Additionally, the amounts billed by D&T in connection with services provided to the Affiliated Service Providers of the Fund and of other funds sponsored and advised by BlackRock or its affiliates during the current and previous fiscal years for a service organization review and an accounting research tool subscription were:

Current Fiscal Year End 1	Previous Fiscal Year End
$2,154,000	$2,098,000

              These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

1

The Fund changed its fiscal year end from August 31 to July 31 effective July 31, 2023 whereby this fiscal year consists of the eleven months ended July 31, 2023.

              (h) The Committee has considered and determined that the provision of non-audit services that were rendered to the Investment Adviser and

the Affiliated Service Providers

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.

               (i) – Not Applicable

               (j) – Not Applicable

Item 5 –  Audit Committee of Listed Registrant – Not Applicable

Item 6 – Investments

(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1(a) of this Form.

(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.

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 – There have been no material changes to these procedures.

Item 11 – Controls and Procedures

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in 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 Exchange Act of 1934, as amended.

(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 period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12 – Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable

Item 13 – Exhibits attached hereto

              (a)(1) Code of Ethics – See Item 2

              (a)(2) Section 302 Certifications are attached

section302

(a)(3)

Any written solicitation to purchase securities under Rule 23c-1 – Not Applicable

(a)(4)

Change in Registrant’s independent public accountant – Not Applicable

(b) Section 906 Certifications are attached

section906

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BlackRock Funds V  

By:     /s/ John M. Perlowski

John M. Perlowski

Chief Executive Officer (principal executive officer) of

BlackRock Funds V  

Date: September 22, 2023

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:     /s/ John M. Perlowski

John M. Perlowski

Chief Executive Officer (principal executive officer) of

BlackRock Funds V  

Date: September 22, 2023

By:     /s/ Trent Walker

          Trent Walker

Chief Financial Officer (principal financial officer) of

BlackRock Funds V  

Date: September 22, 2023