POS EX

As filed with the Securities and Exchange Commission on November 10, 2014

Securities Act File No. 333-196882

Investment Company Act File No.  811-10543

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 CORE BOND TRUST

(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 Core Bond Trust

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 500 Boylston Street Boston, Massachusetts 02116 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 August 13, 2014 pursuant to Rule 497 of the General Rules and Regulations under the Securities Act of 1933, as amended (File Nos. 333-196882 and 811-10543), 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 special counsel for the Registrant, regarding the legality of the securities being offered pursuant to this Registration Statement; and (ii) file, as Exhibit 12 to this Registration Statement, the tax opinion of 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 Core Bond Trust (the “Registrant”) on Form N-14 under the Securities Act of 1933 (File No. 333-196882), as filed with the Securities and Exchange Commission on August 11, 2014, which information is incorporated herein by reference.

ITEM 16.  Exhibits

The agreements included or incorporated by reference as exhibits to this registration statement contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties were made solely for the benefit of the other parties to the applicable agreement and (i) were not intended to be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate; (ii) may have been qualified in such agreement by disclosures that were made to the other party in connection with the negotiation of the applicable agreement; (iii) may apply contract standards of “materiality” that are different from “materiality” under the applicable securities laws; and (iv) were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement.

The Registrant acknowledges that, notwithstanding the inclusion of the foregoing cautionary statements, it is responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this registration statement not misleading.

Exhibit No.	Description of Exhibit
(1)(a)	Agreement and Declaration of Trust (a)
(b)	Certificate Evidencing Amendment to the Agreement and Declaration of Trust*
(2)	Amended and Restated Bylaws of the Registrant, dated October 28, 2010 (b)
(3)	Not applicable.
(4)	Form of Agreement and Plan of Reorganization (c)
(5)(a)	Portions of the Amended and Restated Agreement and Declaration of Trust and the Amended and Restated Bylaws of the Registrant defining the Rights of Shareholders*
(b)	Form of Specimen Certificate for Common Shares of Beneficial Interest of the Registrant (d)
(6)	Investment Management Agreement by and between the Registrant and BlackRock Advisors, LLC*
(7)	Not applicable.
(8)	Second Amended and Restated Deferred Compensation Plan*
(9)	Custodian Agreement between the Registrant and State Street Bank and Trust Company*
(10)	Not applicable.
(11)	Opinion and Consent of Special Counsel for the Registrant***
(12)	Tax opinion of Skadden, Arps, Slate, Meagher & Flom LLP***
(13)(a)	Transfer Agency and Service Agreement between the Registrant and Computershare Trust Company, N.A. and Computershare Shareholder Services, Inc.*
(b)	Administrative Services Agreement between the Registrant and State Street *
(c)	Form of Second Amended and Restated Securities Lending Agency Agreement*
(14)	Consent of independent registered public accounting firm**
(15)	Not applicable
(16)	Power of Attorney, dated June 6, 2014*
(17)	Form of Proxy Cards for the Funds*

*	Filed as an exhibit to the Registrant’s Registration Statement on Form N-14, filed on June 18, 2014.
**	Filed as an exhibit to the Registrant’s Pre-Effective Amendment No. 1 to the Registration Statement on Form N-14, filed on August 11, 2014.
***	Filed herewith.
(a)	Filed as exhibit (a) to the Registrant’s Registration Statement on Form N-2, filed on October 18, 2001.
(b)	Filed as exhibit 3.1 to the Registrant’s Form 8-K, filed on October 29, 2010.
(c)	Included in the Statement of Additional Information as Appendix A.
(d)	Filed as exhibit (d) to the Registrant's Pre-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 27, 2001.

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

As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the Registrant, in the City of New York and the State of New York, on the 10th day of November 2014.

BLACKROCK CORE BOND TRUST
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	November 10, 2014
John M. Perlowski
/s/ Neal J. Andrews	Chief Financial Officer	November 10, 2014
Neal J. Andrews
*	Director	November 10, 2014
Michael J. Castellano
*	Director	November 10, 2014
Richard E. Cavanagh
*	Director	November 10, 2014
Frank J. Fabozzi
*	Director	November 10, 2014
Kathleen F. Feldstein
*	Director	November 10, 2014
James T. Flynn
*	Director	November 10, 2014
Jerrold B. Harris
*	Director	November 10, 2014
R. Glenn Hubbard
*	Director	November 10, 2014
W. Carl Kester
*	Director	November 10, 2014
Karen P. Robards
*	Director	November 10, 2014
Paul L. Audet
*	Director	November 10, 2014
Henry Gabbay

*By:	/s/ John M. Perlowski	Attorney-in-Fact	November 10, 2014
	John M. Perlowski

EXHIBIT INDEX

Exhibit No.	Description of Exhibits
11	Opinion and Consent of Special Counsel for the Registrant
12	Tax opinion relating to Registrant’s reorganization with BlackRock Income Opportunity Trust, Inc.

EX-11

Exhibit 11

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]

November 10, 2014

BlackRock Core Bond Trust

100 Bellevue Parkway

Wilmington, Delaware 19809

Re:	BlackRock Core Bond Trust —
	Registration Statement on Form N-14

Ladies and Gentlemen:

We have acted as special counsel to BlackRock Core Bond Trust, a statutory trust ("Acquiring Fund") created under the Delaware Statutory Trust Act (the "DSTA"), in connection with the issuance of the Acquiring Fund's common shares of beneficial interest, par value $0.001 per share (the "Shares"), pursuant to the Agreement and Plan of Reorganization, dated as August 11, 2014, by and between the Acquiring Fund and BlackRock Income Opportunity Trust, Inc., a Maryland corporation (the "Target Fund") (the "Agreement").

This opinion is being furnished in accordance with the requirements of Item 16 of the Form N-14 Registration Statement under the Securities Act of 1933 (the "Securities Act").

In connection with this opinion, we have examined the originals or copies, certified or otherwise identified to our satisfaction, of:

(i).           the notification of registration on Form N-8A (File No. 811-10543) of the Acquiring Fund filed with the Securities and Exchange Commission (the "Commission") under the Investment Company Act of 1940 Act on October 18, 2001;

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(ii).           the Registration Statement on Form N-14 (File Nos. 333-196882 and 811-10543) of the Acquiring Fund relating to the issuance of the Shares, filed with the Commission on June 18, 2014 under the Securities Act, and Pre-Effective Amendment No. 1 thereto filed with the Commission on August 11, 2014 under the Securities Act (such Registration Statement, as so amended, being hereinafter referred to as the "Registration Statement");

(iii).           the final joint proxy statement/prospectus and final statement of additional information, each dated August 11, 2014, relating to the offering of the Shares, in the form filed with the Commission pursuant to Rule 497 of the General Rules and Regulations under the Securities Act;

(iv).           a copy of the Acquiring Fund's Certificate of Trust, as certified by the Secretary of State of the State of Delaware, and certified by the Secretary of the Acquiring Fund (the "Certificate of Trust");

(v).           a copy of the Acquiring Fund's Agreement and Declaration of Trust, dated October 12, 2001, by and among Ralph L. Schlosstein, as sole trustee of the Acquiring Fund as of the date thereof, and the holders of the Acquiring Fund's shares of beneficial interest, and an amendment to the Agreement and Declaration of Trust, dated February 11, 2011, by and among Richard E. Cavanagh, Henry Gabbay, Richard S. Davis, Jerrold B. Harris, Frank J. Fabozzi, R. Glenn Hubbard, Kathleen F. Feldstein, W. Carl Kester, James T. Flynn, Karen P. Robards, as trustees of the Acquiring Fund as of the date thereof , and the holders of the Acquiring Fund's shares of beneficial interest (collectively, the "Declaration"), certified by the Secretary of the Acquiring Fund;

(vi).           a copy of the Acquiring Fund's By-Laws, as amended and currently in effect (the "By-Laws" and together with the Certificate of Trust and the Declaration, the "Governing Documents"), certified by the Secretary of the Acquiring Fund;

(vii).           a copy of the executed Agreement, certified by the Secretary of the Acquiring Fund;

(viii).           certain resolutions adopted by the Board of Trustees of the Acquiring Fund, adopted on June 5, 2014, relating to the Agreement, and authorizing the issuance of the Shares pursuant to the Agreement, the filing of the Registration Statement and any amendments thereto and related matters, certified by the Secretary of the Acquiring Fund;

(ix).           a copy of the minutes of the joint special meeting of shareholders of the Acquiring Fund and the Target Fund held on September 30, 2014, relating to the approval

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BlackRock Core Bond Trust

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Page 3

of the Agreement and the issuance of the Shares in connection therewith, certified by the Secretary of the Acquiring Fund; and

(x).           a certificate, dated October 29, 2014 and a bringdown verification thereof, dated the date hereof, from the Secretary of State of the State of Delaware as to the Acquiring Fund's existence and good standing in the State of Delaware.

We have also examined originals or copies, certified or otherwise identified to our satisfaction, of such records of the Acquiring Fund and such agreements, certificates and receipts of public officials, certificates of officers or other representatives of the Acquiring Fund and others, and such other documents as we have deemed necessary or appropriate as a basis for the opinion stated below.

In our examination, we have assumed the genuineness of all signatures including endorsements, the legal capacity and competency of all natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as facsimile, electronic, certified or photostatic copies, and the authenticity of the originals of such copies. In making our examination of documents executed or to be executed, we have assumed that the parties thereto, other than the Acquiring Fund, had or will have the power, corporate or other, to enter into and perform all obligations thereunder and have also assumed the due authorization by all requisite action, corporate or other, and execution and delivery by such parties of such documents and the validity and binding effect thereof on such parties.  As to any facts relevant to the opinions stated herein that we did not independently establish or verify, we have relied upon statements and representations of officers and other representatives of the Acquiring Fund and others and of public officials.

We do not express any opinion with respect to the laws of any jurisdiction other than the DSTA.

In addition, in rendering the opinion stated herein, we have further assumed that:

(a)           the Governing Documents are in full force and effect and have not been amended;

(b)           the Governing Documents are the only instruments or agreements creating the Acquiring Fund and providing for the governance of the affairs of the Acquiring Fund and the conduct of its business, and we do not express any opinion with respect to the effect of any other instrument or agreement as to the affairs of the Acquiring Fundand the conduct of its business;

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(c)           neither the execution and delivery by the Acquiring Fund of the documents examined by us nor the performance by the Acquiring Fund of its obligations under each of the documents examined by us: (i) constitutes or will constitute a violation of, or a default under, any lease, indenture, instrument or other agreement to which the Acquiring Fund or its property is subject, (ii) contravenes or will contravene any order or decree of any governmental authority to which the Acquiring Fund or its property is subject, (iii) violates or will violate any law, rule or regulation to which the Acquiring Fund or its property is subject or (iv) requires the consent, approval, licensing or authorization of, or any filing, recording or registration with, any governmental authority under any law, rule or regulation of any jurisdiction;

(d)           any amendment or restatement of any document reviewed by us has been accomplished in accordance with, and was permitted by, the relevant provisions of said document prior to its amendment or restatement from time to time;

(e)           the payment of consideration in respect of the Shares, and the application of such consideration, as provided in the Governing Documents and the Agreement, as applicable, the satisfaction of all conditions precedent to the issuance of Shares pursuant to the Agreement, and compliance with all other terms, conditions and restrictions set forth in the Agreement and the Governing Documents, as applicable, in connection with the issuance of Shares have occurred.

Based upon and subject to the foregoing, we are of the opinion that when the Shares have been duly entered into the share record books of the Acquiring Fund and issued and delivered to shareholders of the Target Fund (the "Target Fund Shareholders") in accordance with the terms of the Agreement, the issuance of the Shares will have been duly authorized by all requisite statutory trust action on the part of the Acquiring Fund under the DSTA, and the Shares will be validly issued and fully paid, and under the DSTA, the Target Fund Shareholders will have no obligation to make further payments for the Shares or contributions to the Acquiring Fund solely by reason of their ownership of the Shares (except as provided for in Section 3.8 of the Declaration and except for their obligation to repay any funds wrongfully distributed to them).

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We hereby consent to the filing of this opinion with the Commission as an exhibit to the Registration Statement. We also consent to the reference to our firm in the Registration Statement. In giving this consent, we do not thereby admit that we are included in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission. This opinion is expressed as of the date hereof unless otherwise expressly stated, and we disclaim any undertaking to advise you of any subsequent changes of the facts stated or assumed herein or any subsequent changes in applicable law.

Very Truly Yours,

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

5

EX-12

Exhibit 12

[Letterhead of Skadden, Arps, Slate, Meagher & Flom LLP]

November 7, 2014

BlackRock Core Bond Trust

100 Bellevue Parkway

Wilmington, Delaware 19809

BlackRock Income Opportunity Trust, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

Ladies and Gentlemen:

We have acted as special counsel to BlackRock Core Bond Trust, a closed-end management investment company organized as a Delaware statutory trust (the “Acquiring Fund”), and to BlackRock Income Opportunity Trust, 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 August 11, 2014, 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-

BlackRock Senior High Income Fund, Inc.

BlackRock Debt Strategies Fund, Inc.

November 7, 2014

Page 2

14 Registration Statement (including the Proxy Statement/Prospectus and the related Statement of Additional Information), and such other documents, certificates and records.

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