POS EX

As filed with the Securities and Exchange Commission on December 13, 2013

Securities Act File No. 333-190188

Investment Company Act File No.  811-08603

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM N-14

REGISTRATION STATEMENT UNDER

THE SECURITIES ACT OF 1933

o Pre-Effective Amendment No. __

x Post-Effective Amendment No.   1  

(Check appropriate box or boxes)

BLACKROCK DEBT STRATEGIES FUND, INC.

(Exact name of registrant as specified in charter)

100 BELLEVUE PARKWAY WILMINGTON, DELAWARE 19809

(Address of Principal Executive Offices)

(800) 882-0052

(Area Code and Telephone Number)

John M. Perlowski

President and Chief Executive Officer

BlackRock Corporate High Yield Fund VI, Inc.

55 East 52nd Street

New York, New York 10055

(Name and Address of Agent for Service)

Copies to:

Thomas A. DeCapo, Esq. Skadden, Arps, Slate, Meagher & Flom LLP One Beacon Street Boston, Massachusetts 02108 Janey Ahn, Esq. BlackRock Advisors, LLC 40 East 52nd Street New York, New York 10022

EXPLANATORY NOTE

The Joint Proxy Statement/Prospectus and Statement of Additional Information, each in the form filed on September 10, 2013 pursuant to Rule 497 of the General Rules and Regulations under the Securities Act of 1933, as amended (File Nos. 333-190188 and 811-08603), are incorporated herein by reference.

This amendment is being filed in order to (i) file, as Exhibit 11 to this Registration Statement, the opinion and consent of Miles & Stockbridge P.C., special counsel for the Registrant, regarding the legality of the securities being offered pursuant to this Registration Statement which is not qualified by the assumption that the required shareholder approval for the issuance of such securities will be obtained; and (ii) file, as Exhibit 12 to this Registration Statement, the tax opinions of Skadden, Arps, Slate, Meagher & Flom LLP, special U.S. federal income tax counsel for the Registrant.

PART C:  OTHER INFORMATION

ITEM 15.  Indemnification

There has been no change in the information set forth in Item 15 of the most recently filed Registration Statement of BlackRock Debt Strategies Fund, Inc. (the “Registrant”) on Form N-14 under the Securities Act of 1933 (File No. 333-190188), as filed with the Securities and Exchange Commission on September 9, 2013, which information is incorporated herein by reference.

ITEM 16.  Exhibits

Exhibit No.	Description of Exhibit
(1)	Articles of Incorporation, dated January 12, 1998 (a)
(2)	Amended and Restated Bylaws of the Registrant, dated September 17, 2010 (b)
(3)	Not applicable
(4)	Form of Agreement and Plan of Reorganization (c)
(5)(a)	Selected Provisions of the Articles of Incorporation and the Amended and Restated Bylaws of the Registrant Defining the Rights of Shareholders*
(6)(a)	Investment Management Agreement, dated September 29, 2006 (h)
(b)	Sub-Investment Advisory Agreement, dated September 29, 2006 (i)
(7)	Not applicable
(8)	Form of Second Amended and Restated Deferred Compensation Plan (j)
(9)(a)	Custodian Agreement between The Bank of New York and Registrant, dated October 26, 2001 (k)
(b)	Form of Custodian Agreement between State Street Bank and Registrant (l)
(10)	Not applicable
(11)(a)	Opinion and Consent of Special Counsel for the Registrant, dated September 9, 2013 (m)
(b)	Opinion and Consent of Special Counsel for the Registrant, dated December 9, 2013*
(12)(a)	Tax opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to Registrant’s reorganization with BlackRock Senior High Income Fund*
(b)	Tax opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to Registrant’s reorganization with BlackRock Strategic Bond Trust*
(13)(a)	Amended and Restated Credit Agreement, dated March 3, 2011 (n)
(b)	Amendment No. 1 to Amended and Restated Credit Agreement, dated March 2, 2012 (o)
(c)	Amendment No. 2 to Amended and Restated Credit Agreement, dated March 1, 2013 (p)
(d)	Form of Amendment No. 3 to Amended and Restated Credit Agreement (q)
(14)	Consent of the Independent Registered Public Accounting Firm for the Registrant, BlackRock Senior High Income Fund and BlackRock Strategic Bond Trust
(15)	Not applicable

(16)	Power of Attorney (f)
(17)(a)	Form of Proxy Cards for the Funds (g)
(b)	Registrar, Transfer Agency and Service Agreement between the Registrant and The Bank of New York (d)

*	Filed herewith.
(a)	Incorporated by reference to Exhibit (a) to the Registrant’s Registration Statement on Form N-2, filed on March 24, 1998.
(b)	Incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on September 21, 2010.
(c)	Incorporated by reference to Appendix A of the Registrant’s Statement of Additional Information filed herewith.
(d)	Incorporated by reference to Exhibit (k) to the Registrant’s Registration Statement on Form N-2, filed on February 18, 1998.
(c)	Incorporated by reference to Exhibit 5(a) to the Registrant’s Registration Statement on Form N-14, filed on July, 26, 2013.
(f)	Incorporated by reference to Exhibit 16 to the Registrant’s Registration Statement on Form N-14, filed on July, 26, 2013.
(g)	Incorporated by reference to Exhibit 17(a) to the Registrant’s Registration Statement on Form N-14, filed on July, 26, 2013.
(h)	Incorporated by reference to Exhibit 6(a) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(i)	Incorporated by reference to Exhibit 6(b) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(j)	Incorporated by reference to Exhibit 8 to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(k)	Incorporated by reference to Exhibit 9(a) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(l)	Incorporated by reference to Exhibit 9(b) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(m)	Incorporated by reference to Exhibit 11(a) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(n)	Incorporated by reference to Exhibit 13(a) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(o)	Incorporated by reference to Exhibit 13(b) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(p)	Incorporated by reference to Exhibit 13(c) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(q)	Incorporated by reference to Exhibit 13(d) to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.
(r)	Incorporated by reference to Exhibit 14 to the Registrant’s Registration Statement on Form N-14, filed on September 9, 2013.

ITEM 17.  Undertakings

(1) The undersigned Registrant agrees that prior to any public reoffering of the securities registered through use of a prospectus which is part of this Registration Statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, as amended, the reoffering prospectus will contain information called for by the applicable Exchange registration form for reoffering by persons who may be deemed underwriters, in addition to the information called for by other items of the applicable form.

(2) The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933, as amended, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of securities at that time shall be deemed to be the initial bona fide offering of them.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York and the State of New York on the 13th day of December 2013.

BLACKROCK DEBT STRATEGIES FUND, INC.
By:	/s/ John M. Perlowski
Name:	John M. Perlowski
Title:	President and Chief Executive Officer

As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
/s/ John M. Perlowski	President and Chief Executive Officer	December 13, 2013
John M. Perlowski
/s/ Neal J. Andrews	Chief Financial Officer	December 13, 2013
Neal J. Andrews
*	Director	December 13, 2013
Michael J. Castellano
*	Director	December 13, 2013
Richard E. Cavanagh
*	Director	December 13, 2013
Frank J. Fabozzi
*	Director	December 13, 2013
Kathleen F. Feldstein
*	Director	December 13, 2013
James T. Flynn
*	Director	December 13, 2013
Jerrold B. Harris
*	Director	December 13, 2013
R. Glenn Hubbard
*	Director	December 13, 2013
W. Carl Kester
*	Director	December 13, 2013
Karen P. Robards
*	Director	December 13, 2013
Paul L. Audet

*		Director	December 13, 2013
Henry Gabbay
*By:	/s/ John M. Perlowski	Attorney-in-Fact	December 13, 2013
	John M. Perlowski

EXHIBIT INDEX

Exhibit No.		Description of Exhibits
11		Opinion and Consent of Special Counsel for the Registrant, dated December 9, 2013
12	(a)	Tax opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to Registrant’s reorganization with BlackRock Senior High Income Fund
	(b)	Tax opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to Registrant’s reorganization with BlackRock Strategic Bond Trust

EX-99.11 OPIN COUNSL

Exhibit 11

December 9, 2013

BlackRock Debt Strategies Fund, Inc.

55 East 52nd Street

New York, New York 10055

Ladies and Gentlemen:

We have acted as special Maryland counsel to BlackRock Debt Strategies Fund, Inc., a Maryland corporation (the “Company”), in connection with the Registration Statement on Form N-14 (File No. 333-190188, together with all amendments through the date hereof, the “Registration Statement”), filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Act”), which relates to the registration of shares (the “Shares”) of common stock, par value $0.10 per share, of the Company to be issued pursuant to (1) an Agreement and Plan of Reorganization between the Company and BlackRock Senior High Income Fund, Inc. and (2) an Agreement and Plan of Reorganization between the Company and BlackRock Strategic Bond Trust.

We have examined the Registration Statement and such corporate records, certificates and documents as we deemed necessary for the purpose of this opinion. We have relied as to certain factual matters on information obtained from public officials and officers of the Company. Based on that examination, we advise you that in our opinion the Shares, when issued under the circumstances contemplated in the Registration Statement, will be legally issued, fully paid and non-assessable.

We express no opinion with respect to the laws of, or the effect or applicability of the laws of, any jurisdiction other than, and our opinion expressed herein is limited to, the laws of the State of Maryland. The opinion expressed herein is limited to the matters expressly set forth in this letter and no other opinion should be inferred beyond the matters expressly stated.

We hereby consent to the use of our name under the heading “Legal Matters” in the Joint Proxy Statement/Prospectus forming a part of the Registration Statement and to the filing of this opinion as an exhibit to the Registration Statement. In giving our consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the Securities and Exchange Commission thereunder.

Very truly yours,

Miles & Stockbridge P.C.

By:	/s/ Christopher R. Johnson
	Principal

EX-99.12 TAX OPINION

Exhibit 12(a)

Skadden, Arps, Slate, Meagher & Flom llp
	FOUR TIMES SQUARE NEW YORK 10036-6522 ________ TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com                                            December 6, 2013	FIRM/AFFILIATE OFFICES ----------- BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON ----------- BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO

BlackRock Senior High Income Fund, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

BlackRock Debt Strategies Fund, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

Ladies and Gentlemen:

We have acted as special counsel to BlackRock Debt Strategies Fund, Inc., a closed-end management investment company organized as a Maryland corporation (the “Acquiring Fund”), and to BlackRock Senior High Income Fund, Inc., a closed-end management investment company organized as a Maryland corporation (the “Target Fund”), in connection with the merger of the Target Fund with and into the Acquiring Fund, with the Acquiring Fund being the surviving entity and holders of common shares of the Target Fund (the “Target Fund Shares”), receiving, in cancellation of their Target Fund Shares, solely common shares of the Acquiring Fund (the “Acquiring Fund Shares”) (collectively, the “Reorganization”), pursuant to the Agreement and Plan of Reorganization, dated December 4, 2013, between the Acquiring Fund and the Target Fund (the “Agreement”).  You have requested our opinion regarding whether the Reorganization will be treated for United States federal income tax purposes as a reorganization qualifying under Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”).  Unless otherwise defined, capitalized terms used in this opinion have the meanings assigned to them in the Agreement.

In connection with our opinion, we have reviewed originals or copies, certified or otherwise identified to our satisfaction, of the Agreement, the N-14 Registration Statement (including the Proxy Statement/Prospectus and the related Statement of Additional Information) prepared with respect to the Reorganization, and such other documents, certificates and records as we have deemed necessary or appropriate as a basis for the opinion set forth below.  We have assumed that the Reorganization will be consummated in accordance with the Agreement, the N-14 Registration Statement (including the Proxy Statement/Prospectus and the related Statement of Additional Information), and such other documents, certificates and records.

BlackRock Senior High Income Fund, Inc.

BlackRock Debt Strategies Fund, Inc.

December 6, 2013

Page 2

For purposes of our opinion, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified, conformed or photostatic copies and the authenticity of the originals of such latter documents.  We have assumed that such documents, certificates and records are duly authorized, valid and enforceable.

In rendering our opinion, we have also relied upon statements and representations of officers and other representatives of the Acquiring Fund and the Target Fund and have assumed that such statements and representations are and will continue to be correct without regard to any qualification as to knowledge or belief.

In rendering our opinion, we have relied on the Code, Treasury Regulations, judicial authorities, published positions of the Internal Revenue Service (the “Service”) and such other authorities as we have considered relevant, all as in effect as of the date of this opinion and all of which are subject to differing interpretations or change at any time (possibly with retroactive effect).  A change in the authorities upon which our opinion is based could affect our conclusions.  An opinion of counsel is not binding on the Service or any court.  No assurance can be given that the Service would not assert, or that a court would not sustain, a position contrary to this opinion.

Based upon and subject to the foregoing, we are of the opinion that, for United States federal income tax purposes, the Reorganization will constitute a “reorganization” within the meaning of Section 368(a) of the Code.

This opinion is expressed as of the date hereof, and we are under no obligation to supplement or revise our opinion to reflect any legal developments or any factual matters arising subsequent to the date hereof or the impact of any information, document, certificate, record, opinion, statement, representation, determination or assumption relied upon herein that becomes incorrect or untrue. Except as set forth above, we express no other opinion.

This opinion is furnished to you solely for your benefit in connection with the Reorganization and may not be relied upon by any other person without our express written permission.

Very truly yours,

/s/ Skadden, Arps, Slate, Meagher & Flom LLP

EX-99.12 TAX OPINION

Exhibit 12(b)

Skadden, Arps, Slate, Meagher & Flom llp
	FOUR TIMES SQUARE NEW YORK 10036-6522 ________ TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com                                                                 December 6, 2013	FIRM/AFFILIATE OFFICES ----------- BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON ----------- BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO

BlackRock Strategic Bond Trust

100 Bellevue Parkway

Wilmington, Delaware 19809

BlackRock Debt Strategies Fund, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

Ladies and Gentlemen:

We have acted as special counsel to BlackRock Debt Strategies Fund, Inc., a closed-end management investment company organized as a Maryland corporation (the “Acquiring Fund”), and to BlackRock Strategic Bond Trust, a closed-end management investment company organized as a Delaware statutory trust (the “Target Fund”), in connection with the merger of the Target Fund with and into the Acquiring Fund, with the Acquiring Fund being the surviving entity and holders of common shares of the Target Fund (the “Target Fund Shares”), receiving, in cancellation of their Target Fund Shares, solely common shares of the Acquiring Fund (the “Acquiring Fund Shares”) (collectively, the “Reorganization”), pursuant to the Agreement and Plan of Reorganization, dated December 4, 2013, between the Acquiring Fund and the Target Fund (the “Agreement”).  You have requested our opinion regarding whether the Reorganization will be treated for United States federal income tax purposes as a reorganization qualifying under Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”).  Unless otherwise defined, capitalized terms used in this opinion have the meanings assigned to them in the Agreement.

In connection with our opinion, we have reviewed originals or copies, certified or otherwise identified to our satisfaction, of the Agreement, the N-14 Registration Statement (including the Proxy Statement/Prospectus and the related Statement of Additional Information) prepared with respect to the Reorganization, and such other documents, certificates and records as we have deemed necessary or appropriate as a basis for the opinion set forth below.  We have assumed that the Reorganization will be consummated in accordance with the Agreement, the N-14 Registration Statement (including the Proxy Statement/Prospectus and the related Statement of Additional Information), and such other documents, certificates and records.

BlackRock Strategic Bond Trust

BlackRock Debt Strategies Fund, Inc.

December 6, 2013

Page 2

For purposes of our opinion, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified, conformed or photostatic copies and the authenticity of the originals of such latter documents.  We have assumed that such documents, certificates and records are duly authorized, valid and enforceable.

In rendering our opinion, we have also relied upon statements and representations of officers and other representatives of the Acquiring Fund and the Target Fund and have assumed that such statements and representations are and will continue to be correct without regard to any qualification as to knowledge or belief.

In rendering our opinion, we have relied on the Code, Treasury Regulations, judicial authorities, published positions of the Internal Revenue Service (the “Service”) and such other authorities as we have considered relevant, all as in effect as of the date of this opinion and all of which are subject to differing interpretations or change at any time (possibly with retroactive effect).  A change in the authorities upon which our opinion is based could affect our conclusions.  An opinion of counsel is not binding on the Service or any court.  No assurance can be given that the Service would not assert, or that a court would not sustain, a position contrary to this opinion.

Based upon and subject to the foregoing, we are of the opinion that, for United States federal income tax purposes, the Reorganization will constitute a “reorganization” within the meaning of Section 368(a) of the Code.

This opinion is expressed as of the date hereof, and we are under no obligation to supplement or revise our opinion to reflect any legal developments or any factual matters arising subsequent to the date hereof or the impact of any information, document, certificate, record, opinion, statement, representation, determination or assumption relied upon herein that becomes incorrect or untrue. Except as set forth above, we express no other opinion.

This opinion is furnished to you solely for your benefit in connection with the Reorganization and may not be relied upon by any other person without our express written permission.

Very truly yours,

/s/ Skadden, Arps, Slate, Meagher & Flom LLP